State of Oregon (DOGMI) LIDAR Photography - IG136003 of l67 13te DID 3
c
'" Uregon Department of Geology and Mineral Industries
' ' = Administrative Office
John A.Kitzhaber,MD,Governor 800 NE Oregon St.,#28, Suite 965
Portland,OR 97232-2162
(971)673-1555
Fax: (971)673-1562
www.oregongeology.org
November 30, 2012
City of Tigard
Attn: Preston Beck
13125 SW Hall Blvd
Tigard, OR 97223
Dear Mr. Beck,
Enclosed you will find the City of Tigard's executed contract for LiDAR data that had been changed to
show a price per square mile of$844. Our announcement of the lower rate was premature. At this
point, we are still using the original $996 rate, so we did not initial the changes on your contract. I have
also enclosed our original contract so that the city will have an original contract with the current rate of
$996 for its records. We have retained a photocopy of the contract for our records.
Please let me know if you have any questions regarding this agreement. I can be reached at 971-673-
1548 or seay.johnson@dogami.state.or.us.
Sincerely,
Seay.lohnson
Chief Fiscal Officer
<ric;Y
DOGAMI Contract#41300-10182012 RECEIVED
STATE OF OREGON NOV 0 2 2012
CONTRACT 41300-10182012`
LIDAR Data for City of Tigard, Oregon DOGAMI , �I
THIS AGREEMENT is made and entered into by and between THE STATE OF
OREGON, acting by and through the Department of Geology and Mineral Industries,
hereinafter referred to as "DOGAMI," and the City of Tigard, Oregon, hereinafter
referred to as "City".
Unless otherwise stated, the designees named below shall be the contact for all
activities relating to the Work/Services to be performed under this Agreement.
City Designates: _ DOGAMI Designates:
Name/Title: Preston Beck, GIS Coordinator Name/Title: Ian Madin, Chief Scientist
Address: 13125 SW Hall Blvd Address: 800 NE Oregon St, Suite 965
City, State zip code: Tigard, OR 97223 City, State zip code: Portland, OR 97232
Phone: 503-718-2404 Phone: 971-673-1542
Fax: 503-684-7297 Fax: 971-673-1562
Email: preston@tigard-or.gov Email: ian.madin@dogami.state.or.us
I. EFFECTIVE DATE AND DURATION:
This Agreement becomes effective on the date at which City and DOGAMI both have
signed this Agreement. Unless earlier terminated or extended, this Agreement expires
when DOGAMI's completed performance has been accepted by City, or December 31,
2013, whichever date occurs first. Expenditures incurred by DOGAMI on behalf of the
Oregon LIDAR Consortium directly relating to this project commencing Novemberl ,
2012 are eligible for reimbursement.
II. AMENDMENTS:
This Agreement may be amended. No changes to or waivers of provisions of this
Agreement will be valid until they have been reduced to writing, approved and signed by
all parties.
III. AUTHORITY:
Intergovernmental cooperation Pursuant to ORS Chapter 190.110 (1) In performing a
duty imposed upon it, in exercising a power conferred upon it or in administering a
policy or program delegated to it, a unit of local government or a state agency of this
state may cooperate for any lawful purpose, by agreement or otherwise, with a unit of
local government or a state agency of this or another state, or with the United States, or
with a United States governmental agency, or with an American Indian tribe or an
agency of an American Indian tribe. DOGAMI is the "Authorized Purchaser" to acquire
lidar data under State of Oregon Agency-Specific Price Agreement 8865 (Price
Agreement) and the manager of the Oregon LIDAR Consortium.
Tigard LiDAR 2012 1
DOGAMI Contract#41300-10182012
IV. STATEMENT OF WORK:
Under such authority, City and DOGAMI agree that DOGAMI shall acquire
approximately 8.24 square miles of LIDAR data with RGBI data and photographs for the
City of Tigard area, as depicted in Exhibit A attached hereto and by this reference made
a part hereof, and deliver to City the specific deliverables identified in Oregon Price
Agreement 8865.
Agency-Specific Oregon Price Agreement (OPA) 8865 that identifies Watershed
Sciences as the LIDAR Contractor of DOGAMI is attached hereto as Exhibit B and by
this reference made a part hereof.
The City of Tigard area of interest is part of a larger project that is greater than 100 but
less than 150 square miles, so the Contractor price for the City area of interest is set at
$816.50 per square mile. DOGAMI shall add a 21.99% project management and
quality control services fee ($179.50 per square mile) in addition to the direct costs
charged by the Contractor to acquire the LIDAR data and Price Agreement
deliverables, as defined in OPA 8865's Exhibit A to Amendment 4 (Description and
Specification of the Services). This 21.99% fee corresponds to the current effective gyW
federally negotiated Indirect Cost rate for DOGAMI. The net unit cost to City is $-9.R6 per
square mile.
DOGAMI shall collaborate with City on a best efforts basis in directing the Contractor
to acquire data during leaf-off, low-water and snow-off conditions. However, given the
large scope, variable terrain, unpredictable weather, and general need to acquire LIDAR
data in an efficient manner and on a timely basis, City hereby agrees that DOGAMI has
the sole authority to plan and authorize data acquisition by Contractor and accept or
reject the final deliverables from the Contractor. City may communicate with the
Contractor exclusively through DOGAMI.
DOGAMI shall provide City with regular updates, nominally on a monthly basis,
regarding the project status including amounts of data collection and data processing by
the Contractor and status of deliverables.
do
V. CONSIDERATION: 6)955•OD
A. City agrees to pay DOGAMI an amount not to exceed -00 for performance
of this agreement. The basis for this cost estimate is: 8.24 square miles x $.996er
square mile. 6l
B. DOGAMI shall invoice City in accordance with the payment terms of OPA 8865
that follow three project sequencing milestones, as follows:
0 a. 40% 3 'upon DOGAMI issuing formal purchase order to Contractor
and Contractor commencing data acquisition. Contractor periodic
acquisition status reports will be the basis for the invoices.
b. 300/ ) upon Contractor delivering initial raw data to DOGAMI for
o�,.S quality control purposes.
a� �gc. 300/ upon DOGAMI acceptance of final deliverables as defined
�OPA 8865 by Contractor.
Tigard LiDAR 2012 2
DOGAMI Contract#41300-10182012
C. City shall make payment to DOGAMI within 30 days after the invoice date. City
agrees that such payment is necessary for DOGAMI to pay Contractor.
D. DOGAMI agrees to submit a final invoice for work completed under this agreement,
not later than 45 days after the expiration date of this agreement.
E. DOGAMI agrees to submit invoices for payment to the City Designate named
above.
VI. SUBCONTRACTS:
DOGAMI shall not enter into any additional subcontracts for any of the work scheduled
under this agreement without obtaining prior written approval from City.
VII. TERMINATION:
This agreement may be terminated at anytime by mutual written consent of both parties.
City may terminate this agreement effective upon delivery of written notice to DOGAMI,
or at such later date as may be established by City, under any of the following
conditions:
A. If DOGAMI fails to provide services called for by this agreement within the
time specified herein or any extension thereof.
B. If DOGAMI fails to perform any of the other provisions of this agreement or so
fails to pursue the work as to endanger performance of this agreement in
accordance with its terms, and after receipt of written notice from City fails to
correct such failures within ten days or such longer period as City may authorize.
Termination of this agreement does not prejudice any rights or obligations accrued to
the parties prior to termination.
VIII. COMPLIANCE WITH APPLICABLE LAW:
DOGAMI shall comply with all federal, state and local laws, regulations, executive
orders and ordinances applicable to the Work under this Agreement, including, without
limitation, the provisions of ORS 279C.505, 279C.515, 279C.520, and 279C.530, which
are incorporated by reference. Without limiting the generality of the foregoing, DOGAMI
expressly agrees to comply with: (i) Title VI of the Civil Rights Act of 1964, (ii) Section V
of the Rehabilitation Act of 1973, (iii) the Americans with Disabilities Act of 1990 and
ORS 659A.142; (iv) all regulations and administrative rules established pursuant to the
foregoing laws; and (v) all other applicable requirements of federal and state civil rights
and rehabilitation statutes, rules and regulations.
IX. RECYCLED PAPER:
DOGAMI agrees to use recycled paper for all reports which are prepared as part of this
Agreement. This requirement applies even when the cost of recycled paper is higher
than that of virgin paper.
X. NON-APPROPRIATION:
Tigard LiDAR 2012 3
DOGAMI Contract#41300-10182012
The State of Oregon's obligations under this Agreement are conditioned upon Agency's
receiving funding, appropriations, limitations, allotments, or other expenditure authority
sufficient to allow Agency, in the exercise of its reasonable administrative discretion, to
meet its obligations under this Agreement. Nothing in this Agreement is to be construed
as permitting any violation of Article XI, section 7 of the Oregon Constitution or any
other law regulating liabilities or monetary obligations of the State of Oregon.
XI. MERGER CLAUSE:
This agreement constitutes the entire agreement between the parties. No waiver,
consent, modification or change of terms of this agreement shall bind either party unless
in writing and signed by both parties and all necessary approvals have been obtained.
Such waiver, consent, modification or change, if made, shall be effective only in the
specific instance and for the specific purpose given. There are no understandings,
agreements or representations, oral or written, not specified herein regarding this
agreement.
DOGAMI and CITY acknowledge that they have read this agreement, understand it and
agree to be bound by its terms and conditions.
AGREED:
Department of Geology & Mineral Industries:
Approved By: AQtiIlhh_��r_ 93-6001955
Name/Title Andree Pollock, Assistant Director Date Federal ID #
City of Tigard:
Approved By: ////461,2— 3-V3`►Ko
Name/Title MQ L W � Date Federal ID #
C Matias2r
Tigard LiDAR 2012 4
GI 13C�o b3
City o f Tigard
e FINANCE AND INFORMATION SERVICES
November 1, 2012 �` v r b
DOGAMI NOV 0,9 Z012
Attn: Ian Madin
800 NE Oregon St Ste 965 ��'`JA �r
Portland OR 97232
Dear Mr. Madin,
Enclosed you will find fully signed contracts. If you can please send one fully exectuted contract back Attn:
Jamie Greenberg would be appreciated.
The City is truly looking forward to this opportunity to work with your company. If you have any questions
please feel free to contact me at either 503-718-2492 or at jamienae.tiga� rd-or.gov.
Sincerely,
i
mie Greenberg
Senior Accounting As istant
DOGAMI Contract#41300-10182012
RECEIVED
' STATE OF OREGON NOV 0 2 2012
CONTRACT 41300-10182012
LIDAR Data for City of Tigard, Oregon DOGAMI
THIS AGREEMENT is made and entered into by and between THE STATE OF
OREGON, acting by and through the Department of Geology and Mineral Industries,
hereinafter referred to as "DOGAMI," and the City of Tigard, Oregon, hereinafter
referred to as "City".
Unless otherwise stated, the designees named below shall be the contact for all
activities relating to the Work/Services to be performed under this Agreement.
City Designates: DOGAMI Designates:
Name/Title: Preston Beck, GIS Coordinator Name/Title: Ian Madin, Chief Scientist
Address: 13125 SW Hall Blvd Address: 800 NE Oregon St, Suite 965
City, State zip code: Tigard, OR 97223 City, State zip code: Portland, OR 97232
Phone: 503-718-2404 Phone: 971-673-1542
Fax: 503-684-7297 Fax: 971-673-1562
Email: preston@tigard-or.gov Email: ian.mad inCcDdogami.state.or.us
I. EFFECTIVE DATE AND DURATION:
This Agreement becomes effective on the date at which City and DOGAMI both have
signed this Agreement. Unless earlier terminated or extended, this Agreement expires
when DOGAMI's completed performance has been accepted by City, or December 31,
2013, whichever date occurs first. Expenditures incurred by DOGAMI on behalf of the
Oregon LIDAR Consortium directly relating to this project commencing November1,
2012 are eligible for reimbursement.
II. AMENDMENTS: �x F
This Agreement may be amended. No changes to or waivers of provisions of this
Agreement will be valid until they have been reduced to writing, approved and signed by
all parties.
Ill. AUTHORITY:
Intergovernmental cooperation Pursuant to ORS Chapter 190.110 (1) In performing a
duty imposed upon it, in exercising a power conferred upon it or in administering a
policy or program delegated to it, a unit of local government or a state agency of this
state may cooperate for any lawful purpose, by agreement or otherwise, with a unit of
local government or a state agency of this or another state, or with the United States, or
with a United States governmental agency, or with an American Indian tribe or an
agency of an American Indian tribe. DOGAMI is the "Authorized Purchaser" to acquire
lidar data under State of Oregon Agency-Specific Price Agreement 8865 (Price
Agreement) and the manager of the Oregon LIDAR Consortium.
Tigard LiDAR 2012 1
DOGAMI Contract#41300-10182012
IV. STATEMENT OF WORK:
Under such authority, City and DOGAMI agree that DOGAMI shall acquire
approximately 8.24 square miles of LIDAR data with RGBI data and photographs for the
City of Tigard area, as depicted in Exhibit A attached hereto and by this reference made
a part hereof, and deliver to City the specific deliverables identified in Oregon Price
Agreement 8865.
Agency-Specific Oregon Price Agreement (OPA) 8865 that identifies Watershed
Sciences as the LIDAR Contractor of DOGAMI is attached hereto as Exhibit B and by
this reference made a part hereof.
The City of Tigard area of interest is part of a larger project that is greater than 100 but
less than 150 square miles, so the Contractor price for the City area of interest is set at
$816.50 per square mile. DOGAMI shall add a 21.99% project management and
quality control services fee ($179.50 per square mile) in addition to the direct costs
charged by the Contractor to acquire the LIDAR data and Price Agreement
deliverables, as defined in OPA 8865's Exhibit A to Amendment 4 (Description and
Specification of the Services). This 21 .99% fee corresponds to the current effective
federally negotiated Indirect Cost rate for DOGAMI. The net unit cost to City is $996 per
square mile.
DOGAMI shall collaborate with City on a best efforts basis in directing the Contractor
to acquire data during leaf-off, low-water and snow-off conditions. However, given the
large scope, variable terrain, unpredictable weather, and general need to acquire LIDAR
data in an efficient manner and on a timely basis, City hereby agrees that DOGAMI has
the sole authority to plan and authorize data acquisition by Contractor and accept or
reject the final deliverables from the Contractor. City may communicate with the
Contractor exclusively through DOGAMI.
DOGAMI shall provide City with regular updates, nominally on a monthly basis,
regarding the project status including amounts of data collection and data processing by
the Contractor and status of deliverables.
V. CONSIDERATION:
A. City agrees to pay DOGAMI an amount not to exceed $8,207.00 for performance
of this agreement. The basis for this cost estimate is: 8.24 square miles x $996 per
square mile.
B. DOGAMI shall invoice City in accordance with the payment terms of OPA 8865
that follow three project sequencing milestones, as follows:
a. 40% ($3,282.80) upon DOGAMI issuing formal purchase order to Contractor
and Contractor commencing data acquisition. Contractor periodic
acquisition status reports will be the basis for the invoices.
b. 30% ($2,462.10) upon Contractor delivering initial raw data to DOGAMI for
quality control purposes.
c. 30% ($2,462.10) upon DOGAMI acceptance of final deliverables as defined
by OPA 8865 by Contractor.
Tigard LiDAR 2012 2
DOGAMI Contract#41300-10182012
C. City shall make payment to DOGAMI within 30 days after the invoice date. City
agrees that such payment is necessary for DOGAMI to pay Contractor.
D. DOGAMI agrees to submit a final invoice for work completed under this agreement,
not later than 45 days after the expiration date of this agreement.
E. DOGAMI agrees to submit invoices for payment to the City Designate named
above.
VI. SUBCONTRACTS:
DOGAMI shall not enter into any additional subcontracts for any of the work scheduled
under this agreement without obtaining prior written approval from City.
VII. TERMINATION:
This agreement may be terminated at anytime by mutual written consent of both parties.
City may terminate this agreement effective upon delivery of written notice to DOGAMI,
or at such later date as may be established by City, under any of the following
conditions:
A. If DOGAMI fails to provide services called for by this agreement within the
time specified herein or any extension thereof.
B. If DOGAMI fails to perform any of the other provisions of this agreement or so
fails to pursue the work as to endanger performance of this agreement in
accordance with its terms, and after receipt of written notice from City fails to
correct such failures within ten days or such longer period as City may authorize.
Termination of this agreement does not prejudice any rights or obligations accrued to
the parties prior to termination.
VIII. COMPLIANCE WITH APPLICABLE LAW:
DOGAMI shall comply with all federal, state and local laws, regulations, executive
orders and ordinances applicable to the Work under this Agreement, including, without
limitation, the provisions of ORS 279C.505, 279C.515, 279C.520, and 279C.530, which
are incorporated by reference. Without limiting the generality of the foregoing, DOGAMI
expressly agrees to comply with: (i) Title VI of the Civil Rights Act of 1964, (ii) Section V
of the Rehabilitation Act of 1973, (iii) the Americans with Disabilities Act of 1990 and
ORS 659A.142; (iv) all regulations and administrative rules established pursuant to the
foregoing laws; and (v) all other applicable requirements of federal and state civil rights
and rehabilitation statutes, rules and regulations.
IX. RECYCLED PAPER:
DOGAMI agrees to use recycled paper for all reports which are prepared as part of this
Agreement. This requirement applies even when the cost of recycled paper is higher
than that of virgin paper.
X. NON-APPROPRIATION:
Tigard DDAR 2012 3
DOGAMI Contract#41300-10182012
The State of Oregon's obligations under this Agreement are conditioned upon Agency's
receiving funding, appropriations, limitations, allotments, or other expenditure authority
sufficient to allow Agency, in the exercise of its reasonable administrative discretion, to
meet its obligations under this Agreement. Nothing in this Agreement is to be construed
as permitting any violation of Article XI, section 7 of the Oregon Constitution or any
other law regulating liabilities or monetary obligations of the State of Oregon.
XI. MERGER CLAUSE:
This agreement constitutes the entire agreement between the parties. No waiver,
consent, modification or change of terms of this agreement shall bind either party unless
in writing and signed by both parties and all necessary approvals have been obtained.
Such waiver, consent, modification or change, if made, shall be effective only in the
specific instance and for the specific purpose given. There are no understandings,
agreements or representations, oral or written, not specified herein regarding this
agreement.
DOGAMI and CITY acknowledge that they have read this agreement, understand it and
agree to be bound by its terms and conditions.
AGREED:
Department of Geology & Mineral Industries:
Approved By: jk5gA lI I?—//z 93-6001955
Name/Title Andree Pollock, Assistant Director Date Federal ID #
City of Tigard:
Approved By. 1< < 2��7� _93-0503940__
Name/Title �� (__ i�e Date Federal ID #
bin Mawr
Tigard LiDAR 2012 4
Exhibit B Oregon Price Agreement 8865
i
STATE OF OREGON
AGENCY-SPECIFIC PRICE AGREEMENT
This Agency-Specific Price Agreement is entered into as of the Effective Date by the
State of Oregon, (the "State") acting by and through the State Procurement Office of the
Department of Administrative Services ("SPO")on behalf of the Department of Geology
& Mineral Industries (the "Authorized Purchaser"), and Watershed Sciences, Inc., an
Oregon Corporation ("Contractor"). The State and the Contractor are collectively
referred to as the"Parties".
The State issued Request for Proposal No. 102-1347-08 (the "RFP') seeking offers to
provide the Authorized Purchaser with the Services described in this Price Agreement.
Contractor submitted an offer in response to the RFP offering to provide the required
Services in strict accordance with the terms and conditions set forth in this Price
Agreement.
The State has accepted the Contractor's offer and has awarded this Price Agreement to
Contractor.
NOW, THEREFORE, In consideration of the foregoing recitals and subject to the
covenants,terms and conditions set forth below the Parties agree as follows:
1.0 DEFINITIONS
The definitions of certain capitalized terms contained in this Price Agreement are set
forth below. Other capitalized terms are defined in the provisions of the Price Agreement.
1.1 "Business Day"means 8:00 a.m. to 5:00 p.m., Pacific time,Monday through Friday,
excluding State of Oregon holidays.
1.2 "Contract" means the contract entered into between the Contractor and the
Authorized Purchaser for the purchase of Services in accordance with the Price
Agreement. The Contract is formed by issuance of a Purchase Order by the Authorized
Purchaser.
1.3 "Effective Date" means the date that the Price Agreement is fully executed by the
Parties and all required State of Oregon approvals have been obtained.
1.4 'Trice Agreement" means this agreement for the procurement of Services including
the RFP and any Addenda, amendments and any applicable statutes, rules, policies or
documents incorporated by reference into either the RFP or the Price Agreement.
LIDAR Data Acquisition Price Agreement
1.5 "Purchase Order" means the ordering instrument issued by the Authorized Purchaser
resulting in the formation of a Contract. The form of Purchase Order is set forth in
Appendix 1 of Exhibit B.
1.5 "Services" means the services described in Exhibit A to be provided by the
Contractor in strict accordance with the terms and conditions of this Price Agreement.
1.6 "Term of the Price Agreement" means the period of time from the Effective Date
through and including the date on which the Price Agreement expires or is terminated in
accordance with the terms of the Price Agreement.
2.0 AGREEMENT TO PROVIDE SERVICES:
During the Term of the Price Agreement, Contractor agrees to provide Services of the
kinds identified in Exhibit A, in the quantity and at the time and place specified by the
Authorized Purchaser in a Purchase Order.
3.0 PRICE AGREEMENT A FIRM OFFER:
This Price Agreement constitutes a firm offer by the Contractor regardless of whether any
order or purchase has been made or any performance has been tendered under the Price
Agreement. The Price Agreement is enforceable for the period stated in the Price
Agreement and notwithstanding ORS 72.2050; obligations there under are not revocable
by the Contractor. See ORS 279B.140.
4.0 TERM OF THE PRICE AGREEMENT:
4.1 The initial term of the Price Agreement shall be two (2) years beginning on the
Effective Date and expiring two years from the Effective Date unless terminated sooner
in accordance with the term of this Price Agreement. The Price Agreement may be
extended for additional periods ("Extension Terms") by agreement of the parties as set
forth below. There is no maximum Term for this Price Agreement.
4.2 SPO shall notify Contractor in writing if State intends to extend the Price Agreement
("Renewal Notice") at least thirty (30) days prior to the expiration of the then-current
term. If Contractor consents to the extension, it shall sign and return the Renewal Notice
to SPO within the time period specified in that notice. If Contractor does not consent, the
Price Agreement shall expire according to its terms,unless earlier terminated.
4.3 Notwithstanding the foregoing, the State reserves the right in its sole discretion to
extend the Price Agreement for a maximum of one (1) calendar month beyond any term.
SPO shall notify Contractor in writing of the one-month extension prior to the expiration
of the then current term. Consecutive one-month extensions under this Section are not
allowed.
LIDAR Data Acquisition Price Agreement
5.0 CONTRACTOR'S REPRESENTATIONS AND WARRANTIES:
5.1: The warranties set forth in this Price Agreement and in the UCC, which is
incorporated into the Price Agreement and Contracts by reference, are in addition to, and
not in lieu of, any other warranties provided in the Price Agreement and any Contract.
All warranties provided shall be cumulative, and shall be interpreted expansively so as to
afford the Participants and the State with the broadest warranty protection available.
5.2: The Contractor represents and warrants as follows:
5.2.1 Contractor has the power and authority to enter into and perform the Price
Agreement and all Contracts. The Price Agreement and each Contract,when
executed and delivered, shall be valid and binding obligations of the Contractor
enforceable in accordance with their terms.
5.2.2 All Services shall meet or exceed the specifications set forth in Exhibit A.
5.2.3 All Services shall be performed in a good and workmanlike manner, and in
accordance with the highest applicable professional or industry standards.
6.0 TERMINATION OF THE PRICE AGREEMENT:
The Price Agreement may be terminated as follows:
6.1 By written agreement of the Parties at any time.
6.2 By the State:
6.2.1 At its sole discretion, for its convenience, upon thirty (30) calendar days
written notice to the Contractor.
6.2.2 At its sole discretion upon thirty (30) calendar days written notice to
Contractor for the reasons set forth in ORS 279B.140.
6.2.3 If Contractor is in default of the Price Agreement or any Contract arising
under the Price Agreement.
6.3 Except as provided in Section 8.3 below, Contractor has no unilateral right to
terminate the Price Agreement prior to its expiration or termination. The Contractor may
terminate the right of the Authorized Purchaser to purchase under this Price Agreement if
the Authorized Purchaser fails to pay invoiced charges in accordance with Exhibit B, and
such invoices remain unpaid for sixty (60) calendar days after the receipt of an invoice
for the charges. Contractor may not terminate the right of the Authorized Purchaser as
set forth in this subsection if a good faith dispute exists between Contractor and
Authorized Purchaser with respect to the amount Authorized Purchaser owes to
Contractor.
LIDAR Data Acquisition Price Agreement
7.0 DEFAULT:
7.1 Contractor is in default of this Price Agreement under the following circumstances:
7.1.1 Contractor institutes or has instituted against it, insolvency, receivership or
bankruptcy proceedings, makes an assignment for the benefit of creditors, or
ceases doing business on a regular basis; or
7.1.2 Contractor no longer holds a license or certificate that is required for
Contractor to perform its obligations under this Price Agreement and Contractor
has not obtained such license or certificate within ten (10) business days after
delivery of a notice by the State or such longer period as the State may specify in
such notice; or
7.1.3 Contractor commits any material breach or default of any covenant,
warranty, obligation or certification under this Price Agreement and such breach,
default or failure is not cured within ten (10) business days after delivery of a
notice of default by the State or such longer period as the State may specify in
such notice.
7.2 State is in default of this Price Agreement if State commits any material breach or
default of any covenant, warranty, obligation or certification under this Price Agreement
and such breach, default or failure is not cured within ten (10) business days after
delivery of a notice of default by Contractor or such longer period as Contractor may
specify in such notice.
8.0 REMEDIES:
8.1 If Contractor is in default under Section 7, the State is entitled to the following
remedies:
8.1.1 Recovery of any and all damages suffered as the result of Contractor's
default, including but not limited to (a) direct, indirect, incidental and
consequential damages, (b) damages as provided in ORS 72.7110 to 72.7170 and
(c) damages provided by any other applicable Oregon law.
8.1.2 Termination of this Price Agreement under Section 6.2.
8.1.3 Initiation of an action or proceeding for specific performance or declaratory,
injunctive or equitable relief;
8.1.4 Exercise of its right of setoff, and withholding of monies otherwise due and
owing.
LIDAR Data Acquisition Price Agreement
8.2 These remedies are cumulative to the extent the remedies are not inconsistent, and the
State may pursue any remedy or remedies singly, collectively, successively or in any
order whatsoever.
8.3 If State is in default under Section 7, Contractor's sole remedy against the State is
termination of this Price Agreement.
9.0 ACCESS TO RECORDS AND AUDIT RIGHTS:
Contractor shall maintain, retain, and keep accessible all records relevant to the Price
Agreement(the "Records") for a minimum of six (6) years,or such longer period as may
be required by applicable law following expiration or termination of the Price
Agreement, or until the conclusion of any audit, controversy or litigation arising out of or
related to the Price Agreement, whichever date is later ("Record Retention Period").
Financial Records shall also be kept in accordance with generally-accepted accounting
principles. During the Record Retention Period established in this Section 9, the
Contractor shall permit the State, its duly authorized representatives access to the
Records at reasonable times and places for purposes of examination and copying.
10.0 COMPLIANCE WITH APPLICABLE LAWS AND STANDARDS:
Contractor must comply with all federal, state and local laws, rules, regulations,
executive orders and ordinances applicable to the Price Agreement and any resulting
Contract, all of which are incorporated herein by reference to the extent applicable.
Contractor must, to the maximum extent economically feasible in the performance of this
Price Agreement,use recycled paper as defined in ORS 279A.010(1)(gg),recycled PETE
products as defined in ORS 279A.010(l)(hh), and other recycled plastic resin products
and recycled products as"recycled product"is defined in ORS 279A.010(l)(11-).
11.0 CONFLICT BETWEEN PRICE AGREEMENT AND STATE AND
FEDERAL LAW:
Federal law applicable to the Price Agreement takes precedence over conflicting State
law except that if the conflict is between minimum standards for quality, safety or similar
attributes of the Services, the higher standards must apply if not in violation of the
applicable federal or State law.
12.0 FOREIGN CONTRACTOR:
If the amount of any single Contract exceeds ten thousand dollars ($10,000.00), and if
Contractor is not domiciled in or registered to do business in the State of Oregon,
Contractor shall promptly provide to the Oregon Department of Revenue all information
required by that Department relative to the Price Agreement. Authorized Purchaser is
entitled to withhold final payment under the Contract until Contractor has met this
requirement.
LIDAR Data Acquisition Price Agreement
13.0 TIME IS OF THE ESSENCE:
Contractor agrees that time is of the essence for Contractor's performance obligations
under the Price Agreement.
14.0 FORCE MAJEURE:
Neither the State nor Contractor shall be held responsible for delay or default caused by
fire, riot, acts of God, war, or any other cause that is beyond the Party's reasonable
control. Contractor must, however, make all reasonable efforts to remove or eliminate
such a cause of delay or default and must, upon the cessation of the cause, diligently
pursue performance of its obligations under the Price Agreement. The State may
terminate the Price Agreement upon written notice after reasonably determining that such
delay or default will likely prevent successful performance of the Price Agreement.
15.0 INSURANCE:
During the Term of the Price Agreement, Contractor must obtain prior to the Effective
Date of the Price Agreement, and maintain during the Term of the Price Agreement, the
insurance required as provided in Exhibit C. With regard to workers' compensation
insurance, all employers, including Contractor, that employ subject workers who work
under the Price Agreement in the State of Oregon must comply with ORS 656.017 and
provide the required workers' compensation coverage, unless such employers are exempt
under ORS 656.126(2). Contractor must require and ensure that each of its
subcontractors, if any, complies with these requirements.
16.0 PRICING ADJUSTMENT:
The Price per area may only be increased or decreased during the Term of the Price
Agreement as follows:
16.1 The Price may be adjusted only in connection with the extension of the Price
Agreement pursuant to Section 4.
16.2 Upon receipt of the Renewal Notice, Contractor may propose an adjustment of the
Price. In submitting its response to the Renewal Notice,Contractor shall also provide such
information and documentation regarding the need for the adjustment as Contractor
considers appropriate. If the State desires to consider the proposed adjustment, State shall
meet with the Contractor for purposes of negotiating a new Price.
16.3 If the Parties agree on an adjusted Price, that Price shall be effective as of the first day
of the Extension Term. If the Parties are not able to agree on an adjusted Price, the Price
Agreement shall expire in accordance with its terms. Notwithstanding the expiration of the
Price Agreement,Contractor shall complete performance of all outstanding Contracts.
LIDAR Data Acquisition Price Agreement
16.4 If the State desires to propose a reduction in the Price per area, it shall provide notice
of the proposed adjustment in the Renewal Notice and shall deliver such information and
documentation regarding the need for the adjustment as the State considers appropriate. If
Contractor desires to consider the proposed adjustment, State shall meet with the
Contractor for purposes of negotiating a new Price. Section 16.3 shall apply with respect to
the resolution of the negotiation of the Price.
17.0 INDEPENDENT CONTRACTOR STATUS; RESPONSIBILITY FOR TAXES
AND WITHHOLDING:
17.1 Contractor shall perform all required Services as an independent contractor.
Although State reserves the right (i) to determine (and modify) the delivery schedule for
the Services to be performed and (ii) to evaluate the quality of the completed
performance, State cannot and will not control the means or manner of Contractor's
performance. Contractor is responsible for determining the appropriate means and
manner of performing any Services required by this Price Agreement.
17.2 If Contractor is currently performing work for the State of Oregon or the federal
government, Contractor by signature to this Price Agreement declares and certifies that:
Contractor's work to be performed under this Price Agreement creates no potential or
actual conflict of interest as defined by ORS 244 and no State or federal rules or
regulations would prohibit Contractor's performance under this Price Agreement.
Contractor is not an "officer," "employee," or "agent" of the State or Authorized
Purchaser as these terms are used in ORS 30.265.
17.3 Contractor is responsible for all federal and state taxes applicable to compensation
or payments paid to Contractor under this Price Agreement and, unless Contractor is
subject to backup withholding, Authorized Purchaser will not withhold from such
compensation or payments any amount(s) to cover Contractof s federal or state tax
obligations. Contractor is not eligible for any social security,unemployment insurance or
workers' compensation benefits from compensation or payments paid to Contractor under
this Price Agreement, except as a self-employed individual.
18.0 INDEMNIFICATION:
18.1 CONTRACTOR SHALL DEFEND, SAVE, HOLD HARMLESS, AND
INDEMNIFY THE STATE AND ITS OFFICERS, EMPLOYEES AND AGENTS
FROM AND AGAINST ALL CLAIMS, SUITS, ACTIONS, PROCEEDINGS, LOSSES,
DAMAGES, LIABILITIES, AWARDS AND PRICES OF EVERY KIND AND
DESCRIPTION (INCLUDING REASONABLE ATTORNEY'S FEES AND
EXPENSES AT TRIAL, ON APPEAL AND IN CONNECTION WITH ANY
PETITION FOR REVIEW) (COLLECTIVELY, "CLAIM") WHICH MAY BE
BROUGHT OR MADE AGAINST THE STATE, OR THEIR AGENTS, OFFICIALS,
EMPLOYEES AND ARISING OUT OF OR RELATED TO (1) ANY PERSONAL
INJURY, DEATH OR PROPERTY DAMAGE CAUSED BY ANY ALLEGED ACT,
OMISSION, ERROR, FAULT, MISTAKE OR NEGLIGENCE OF CONTRACTOR,
LIDAR Data Acquisition Price Agreement
ITS EMPLOYEES, AGENTS, RELATED TO THIS PRICE AGREEMENT, (II) ANY
ACT OR OMISSION BY CONTRACTOR THAT CONSTITUTES A MATERIAL
BREACH OF THIS PRICE AGREEMENT, INCLUDING WITHOUT LIMITATION
ANY BREACH OF WARRANTY, OR (III) THE INFRINGEMENT OF ANY
PATENT, COPYRIGHT, 'TRADE SECRET OR OTHER PROPRIETARY RIGHT OF
ANY THIRD PARTY BY DELIVERY OR USE OF THE SERVICES. THE STATE
WILL NOTIFY CONTRACTOR IN WRITING OF ANY CLAIM OF WHICH THE
STATE BECOMES AWARE. CONTRACTOR'S OBLIGATION UNDER THIS
SECTION WILL NOT EXTEND TO ANY CLAIM SOLELY CAUSED BY (I) THE
NEGLIGENT OR WILLFUL MISCONDUCT OF THE STATE, OR THEIR AGENTS,
OFFICIALS OR EMPLOYEES, OR (II) MODIFICATION OF SERVICES WITHOUT
CONTRACTOR'S APPROVAL AND IN A MANNER INCONSISTENT WITH THE
PURPOSE AND PROPER USAGE OF SUCH SERVICES.
18.2 PROVIDED, HOWEVER, THE OREGON ATTORNEY GENERAL MUST GIVE
WRITTEN AUTHORIZATION TO ANY LEGAL COUNSEL PURPORTING TO ACT
IN THE NAME OF, OR REPRESENT THE INTERESTS OF, THE STATE OR ITS
OFFICERS, EMPLOYEES AND AGENTS PRIOR TO SUCH ACTION OR
REPRESENTATION. FURTHER, THE STATE, ACTING BY AND THROUGH ITS
DEPARTMENT OF JUSTICE, MAY ASSUME ITS OWN DEFENSE, INCLUDING
THAT OF ITS OFFICERS, EMPLOYEES AND AGENTS, AT ANY TIME WHEN IN
THE STATE'S SOLE DISCRETION IT DETERMINES THAT (I) PROPOSED
COUNSEL IS PROHIBITED FROM THE PARTICULAR REPRESENTATION
CONTEMPLATED; (H) COUNSEL IS NOT ADEQUATELY DEFENDING OR ABLE
TO DEFEND THE INTERESTS OF THE STATE, ITS OFFICERS, EMPLOYEES OR
AGENTS; (II1) IMPORTANT GOVERNMENTAL INTERESTS ARE AT STAKE; OR
(IV) THE BEST INTERESTS OF THE STATE ARE SERVED THEREBY.
CONTRACTOR'S OBLIGATION TO PAY FOR ALL PRICES AND EXPENSES
MUST INCLUDE THOSE INCURRED BY THE STATE IN ASSUMING ITS OWN
DEFENSE AND THAT OF ITS OFFICERS, EMPLOYEES, OR AGENTS UNDER (1)
AND (II)ABOVE.
18.3 With the exception of defense costs and expenses pursuant to Section 18.1, neither
party will be entitled to recover attorney's fees, court and investigative prices, or any
other fees or expenses associated with pursuing a remedy for damages arising out of or
relating to the Price Agreement.
19.0 NOTICES:
All notices required under the Price Agreement must be in writing and addressed to the
Party's authorized representative. Authorized Purchaser will list its authorized
representative in each Purchase Order. Contractor's authorized representative must be the
individual identified in a notice to the State and Authorized Purchaser prior to the
Effective Date. Mailed notices are deemed received five (5) business days after post
marked, when deposited, properly addressed and prepaid, into the U.S. postal service.
Faxed notices are deemed received upon electronic confirmation of successful
LIDAR Data Acquisition Price Agreement
transmission to the designated fax number. Personal delivery must be effective upon
delivery.
20.0 GOVERNING LAW, VENUE AND CONSENT TO JURISDICTION:
20.1 The Price Agreement will be governed by and construed in accordance with the laws
of the State of Oregon,without regard to principles of conflicts of laws. To the extent not
modified by the terms of this Price Agreement, the UCC shall govern this transaction.
20.2 Any claim, action, suit or proceeding(collectively, "Dispute")between the State and
Contractor that arises from or relates to the Price Agreement must be brought and
conducted solely and exclusively within the Circuit Court of Marion County for the State
of Oregon, provided, however, if a Dispute must be brought in a federal forum, then
unless otherwise prohibited by law it must be brought and conducted solely and
exclusively within the United States District Court for the District of Oregon.
CONTRACTOR HEREBY CONSENTS TO THE IN PERSONAM JURISDICTION OF
SAID COURTS AND WAIVES ANY OBJECTION TO VENUE IN SUCH COURTS,
AND WANES ANY CLAIM THAT SUCH FORUM IS AN INCONVENIENT
FORUM. Nothing herein constitutes a waiver of the State's sovereign or governmental
immunity, whether derived from the Eleventh Amendment to the United States
Constitution or otherwise,or of any defenses to Disputes or jurisdiction based thereon.
21.0 SURVIVAL:
Any terms of this Price Agreement, which by their context or nature are intended to
survive termination or expiration including but not limited to warranty, indemnification,
access to records, governing law,venue, consent to jurisdiction, termination and remedies
provisions survive the termination or expiration of this Price Agreement.
22.0 SEVERABILITY:
If any provision of the Price Agreement is declared by a court of competent jurisdiction
to be illegal or otherwise invalid, the validity of the remaining terms and provisions are
not affected, and the rights and obligations of the parties must be construed and enforced
as if the Price Agreement did not contain the particular provision held to be invalid.
23.0 ASSIGNMENT/SUBCONTRACT-AGREEMENT/SUCCESSORS:
Contractor must not assign, sell, transfer, or subcontract rights, or delegate
responsibilities arising under the Price Agreement, in whole or in part, without the prior
written approval of the State. Further, no such written approval relieves Contractor of
any obligations under the Price Agreement, and any assignee, transferee, or delegate is
considered the agent of Contractor. The provisions of the Price Agreement are binding
upon and inure to the benefit of the parties to the Price Agreement and their respective
successors and permitted assigns.
LIDAR Data Acquisition Price Agreement
24.0 MERGER CLAUSE; AMENDMENT; WAIVER:
The Price Agreement constitutes the entire agreement between the Parties on the subject
matter thereof There are no understandings, agreements, or representations, oral or
written, not specified therein regarding the Price Agreement. No waiver, consent, or
amendment of terms of the Price Agreement is binding upon either party unless in writing
and signed by both parties, and all necessary approvals have been obtained. Waivers and
consents are effective only in the specific instance and for the specific purpose given.
The failure of State to enforce any provision of the Price Agreement does not constitute a
waiver by State of that or any other provision.
i.All amendments to this Contract are Unanticipated Amendments unless subsections ii and iii
of this section are completed for Anticipated Amendments. OAR 125-246-0560 applies to all
Price Agreement amendments.
ii. Circumstances Requiring Amendments. State has determined that during the term of the
Price Agreement, the Parties and Contractor may need to modify selected terms, conditions,
price(s) and types of products and services under circumstances related to the following
illustrative,although not exhaustive,categories of anticipated amendments:
1.Amendments to extend the term of the Price Agreement for additional periods;
2.Amendments to modify the Services;
3.Amendments to modify the price per area.
4. Amendments required as a result of necessary changes in the State's business process that
may restructure Authorized Purchaser;
5. Amendments required as a result of changes in Authorized Purchaser's business needs that
require changes to this Price Agreement;
6. Amendments based upon Legislative and or changes in Authorized Purchaser's policy
related to the services;
iii Amendment Process. Upon identification of any of the circumstances identified in section
ii, the Parties may enter into negotiations regarding the proposed amendment to the Price
Agreement.
25.0 NO OTHER THIRD PARTY BENEFICIARIES:
State and Contractor are the only parties to this Price Agreement and are the only parties
entitled to enforce the terms of this Price Agreement. Nothing in this Price Agreement
gives, is intended to give, or may be construed to give or provide any benefit or right not
held by or made generally available to the public, whether directly, indirectly or
otherwise, to other third persons unless such other third persons are individually
identified by name herein and expressly described as intended beneficiaries of the terms
of this Price Agreement. Authorized Purchaser is an intended beneficiary of this Price
Agreement.
LIDAR Data Acquisition Price Agreement
CERTIFICATION OF COMPLIANCE WITH TAX LAWS
By my signature on this Price Agreement, 1, hereby attest or affirm under penalty of
perjury: That I am authorized to act on behalf of the Contractor in this matter, that I have
authority and knowledge regarding the payment of taxes, and that Contractor is, to the
best of my knowledge, not in violation of any Oregon Tax Laws. For purposes of this
certification, "Oregon Tax Laws" are those tax laws listed in ORS 305.380(4), namely
ORS Chapters 118, 314, 316, 317, 318, 320, 321 and 323 and Sections 10 to 20, Chapter
533, Oregon Laws 1981, as amended by Chapter 16, Oregon Laws 1982 (first special
session); the elderly rental assistance program under ORS 310.630 to 310.706; and any
local tax laws administered by the Oregon Department of Revenue under QRS 305.620.
CERTIFICATION OF COMPLIANCE WITH NON-DISCRIMINATION LAWS
By my signature on this Price Agreement, I hereby attest or affirm under penalty of perjury:
that I am authorized to act on behalf of Contractor in this matter, and to the best of my
knowledge the Contractor has not discriminated against minority, women or emerging small
business enterprises in obtaining any required subcontracts, and that the Contractor is not in
violation of any Discrimination Laws.
CERTFICATION REGARDING OFFICE OF FOREIGN ASSETS CONTROL AND
U.S.DEPARTMENT OF STATE
By my signature on this Price Agreement, I hereby attest or affirm under penalty of perjury:
that I am authorized to act on behalf of Contractor in this matter, and to the best of my
knowledge the Contractor and Contractor's employees and agents are not included on:
a) the list entitled "Specially Designated Nationals and Blocked Persons" maintained by the
Office of Foreign Assets Control of the United States Department of the Treasury and
currently found at hqp://www.treas.goy/offices/enforeement/ofac/sdn/tl lsdn.pdf;or
b) the list entitled "Current List of Designated Foreign Terrorist Organizations of the US
Department of State"and currently found at http://wvwv.state.gov/s/ct/rls/fs/37191.htm.
SIGNATURE OF CONTRACTOR'S DULY AUTHORIZED REPRESENTATIVE
THIS PRICE AGREEMENT MUST BE SIGNED IN BLUE OR BLACK INK BY AN
AUTHORIZED REPRESENTATIVE OF THE CONTRACTOR; ANY ALTERATIONS
OR ERASURES TO THE OFFER MUST BE INITIALED IN INK BY THE
UNDERSIGNED AUTHORIZED REPRESENTATIVE.
The undersigned acknowledges, attests and certifies individually and on behalf of the
Contractor that:
LIDAR Data Acquisition Price Agreement
(1) He,/she is a duly authorized representative of the Contractor, has been authorized by
Contractor to make all representations, attestations, and certifications contained in this Price
Agreement, if any, issued, and to execute this Price Agreement on behalf of Contractor; (2)
Contractor is bound by and will comply with all requirements, Specifications, and terms and
conditions contained in this Price Agreement(including all Exhibits and amendments, if any,
issued; (3) Contractor will furnish the designated Services in accordance with the Price
Agreement,Specifications,and requirements,and will comply in all respects with the terms of
the resulting Price Agreement upon award; and (4) CONTRACTOR WILL
PROVIDEM KNISH FEDERAL EMPLOYEE IDENTIFICATION NUMBER OR
SOCIAL SECURITY NUMBER WITH OFFER.
Contractor's Name: Watershed Sciences,Inc.
Authorized Signature: J ��
Title: S2&,S!o(a•1-t
FEIN lD#or SSN#(required):
Contact Person(Type or Print): K uL SSf-\\ F-0,t1)(
Telephone Number: (,$q 1 ) `75-7- - ) 7-0`f
Fax Number: ✓t'�l 1 1.9'2- - 37 70
STATE SIGNATURE(to be completed by the State of Oregon)
The State of Oregon,acting by and through SPO hereby accepts Contractor's offer and awards
a Price Agreement to the above Contractor for the Service(s)described herein.
Name: DA,SQ
Authorized Signature:
Date: ;�l/g/
T
Term of Price Agreement:
Price Agreement No.: C-7
SPO Contact Person: Mary Mattison
Telephone Number: (503)3784648
Fax Number: (503)373-1626
LIDAR Data Acquisition Price Agreement
Approved for Legal Sufficiency pursuant to ORS 291.047:
By: ,/ I a. F--Ma 11— Date:
Jonathan M. Ward
Assistant Attorney General
Oregon Department of Justice
LIDAR Data Acquisition Price Agreement
EXHIBIT A
DESCRIPTION AND SPECIFICATION OF THE SERVICES
1.0 Specifications of the Services
1.1 LIDAR Data
At the time and place specified in a Contract, Contractor shall provide the LIDAR Data
("Services")that meet or exceed the Specifications in this Exhibit A.
2.0 Services to be provided
Subject to the remaining provisions of this Section 2 and Section 3 the obligation to perform
the Services includes providing all facilities, components,personnel and equipment required
to provide the Services.
A.Technical Specifications:
Lidar instrument
The instrument used for the surveys must produce an on-ground laser spot diameter no less
than 15 cm and no greater than 40 cm.
The instrument must have the ability to record at least 4 (or more) returns per laser pulse,
including I"and last returns.
The instrument must record intensity with a range of at least 8 bits. If laser power is
adjustable,it is desirable that laser power be recorded,or that intensity be normalized by laser
power.
The laser scan angle must not exceed 30 degrees overall,that is,+15 to—15 degrees.
Survey design
Each survey project area must be of contiguous areas no smaller than 60 square miles and
may range to in excess of 2,000 square miles. In order to maximize efficiency, survey
outlines shall be finalized only with the approval of the Contractor. The survey project area
includes all land area within a survey and the area of all water bodies with minimum
dimension less than 1/2 mile. Larger water bodies,except for a 100-meter-wide seaward buffer
along the shoreline,must be excluded from the calculation of the survey area.
Surveys must be planned with 50% sidelap of adjacent swaths [the survey shall be designed
for 100% double coverage at planned aircraft height above the ground]. Aggregate design
multi-swath pulse density of 8.0 pulses per square meter or higher.
LIDAR Data Acquisition Price Agreement
In areas of large relief, more closely spaced flightlines may be necessary to meet minimum
point density and double coverage described under the heading Data Quality.
Survey execution
Contractors shall fully describe all steps taken to calibrate the aircraft's onboard inertial
measurement unit(IMU)and sensor offsets/settings.
Surveys must be conducted in leaf-off conditions with minimal snow cover. For lowland
regions, this has typically been between l November and 1 April. In areas above timberline,
fall acquisition is preferred. Authorized Purchaser shall determine if leaf and snow cover are
acceptable. Authorized Purchaser may accept surveys in leaf-on conditions if it can be
demonstrated that such surveys provide adequate detail. Data for intertidal areas shall be
acquired at low tide stages on a best efforts basis.
GPS Procedures
Contractors shall fully describe GPS procedures (including GPS instrument specifications)
used to establish the following:
1. The spatial reference (coordinate) framework and vertical datum that will be used for
the purposes of LIDAR data collection and survey reduction;and,
2. The collection and processing of ground control points (GCP's) for the purposes of
undertaking LIDAR QA/QC by the applicant.
All GPS measurements must be made with dual frequency L1-L2 receivers with carrier-phase
correction.All GPS measurements must be made during periods with PROP less than or equal
to 3.0 and with at least 6 satellites in common view of both a stationary reference receiver and
the roving receiver.
The horizontal datum for each survey shall be NAD 83 (CORS 1996,epic 2002 (or most
current))and the vertical datum shall be NAVD88 (Z units shall be identical to XY
units).
Stationary reference receivers must be located at existing National Geodetic Survey (NGS)
marks or at new marks. In the case of an existing mark, its location must be verified by
processing one GPS session of at least two hours duration and comparing the computed
position with the position published by NGS. Each new mark must be located by tying to one
or more NGS Continuously Operating Reference Stations(CORS)by static GPS methods. If
the distance to the nearest CORS is less than 80 km,use at least 2 independent GPS sessions,
each at least 2 hours long. If the distance to the nearest CORS is greater than 80 km, use at
least 2 sessions each at least 4 hours long.
At least two GPS reference receivers must be in operation during all LIDAR missions,
sampling positions at greater than or equal to 1 Hz. The roving GPS receiver in the aircraft
must sample positions at greater than or equal to 2.0 Hz. Differential GPS baseline lengths
shall be no longer than 30 km
Ground control points (GCPs), used for both survey calibration and assessment of absolute
vertical accuracy,must be established using GPS and(or)other techniques that are expected to
LIDAR Data Acquisition Price Agreement
result in accuracies of 1.5 cm (RMSE) or better. Strongly clustered GCPs are useful,perhaps
even desirable, for calibration. Vertical accuracy must be assessed by calculating and
averaging the distances between a subset of at least 30 GCPs that are not clustered and a
surface interpolated from LIDAR I st returns.At least 20%of flight line swaths should contain
points in this subset and the maximum distance between these GCPs should be no less than
one-half the maximum distance across the survey area.
The Report of Survey must document the identity, published position,and measured position
of all existing NGS marks used for reference stations. The locations of new marks must be
described, along with their measured positions and the identity and published positions of
CORS to which their Iocations were tied.The Report of Survey must describe the technique(s)
used to establish GCPs and document the positions and residuals of all GCPs used to evaluate
survey accuracy.
B.Project Deliverables
All data delivered to Authorized Purchaser under this Contract shall be in the public domain.
Contractor is allowed to resell such data as it sees fit.
Spatial Reference Framework:
All data must be delivered in the Oregon Coordinate Reference System Standard,Oregon
Lambert(NAD 83), international feet(specific details on the Oregon Lambert projection
can be seen at
b"://www oregon gov/DASIEISPD/GEO/coordination/projections/projections.shtml#Or
egon_Lambert_Projection),while the vertical datum must be NAVD88 (Z units must be
identical to XY units (Le.: international feet)).
Data must be delivered in tiles that are rectangular in geographic coordinates,corresponding to
standard USGS 7.5-minute quadrangles and divisions thereof,and are named according to the
scheme
gAA000RCQ (quarter-quadrangle,3.75 minute by 3.75 minute region)
gAA000RCQNN (1/1 Oe quadrangle,0.75 minute by 0.75 minute region)
where AA is the integer north latitude of the SE corner of the 10 by 10 region that contains the
quadrangle,000 is the integer west longitude of the SE comer of the 1°by 10 region,R is the
row,labeled from a to h, south to north,and C is the column,labeled from 1 to 8,east to west.
That is, in diagram A below of the 10 by 10 region with a southeast comer at 45N, longitude
118W,the highlighted quadrangle is g45l l 8d2.
Q is the quadrangle quadrant,which is numbered west-to-east,north-to-south, as is shown in
diagram B below.That is,the highlighted quarter-quadrangle file in diagram B is g45118d22.
QNN identifies the 1/100'x'quadrangle,which is labeled by numbering the 25 divisions of each
quarter-quadrangle west-to-east, north-to-south, as shown in diagram C below. That is, the
highlighted file in diagram C is g45118d2209.
LIDAR Data Acquisition Price Agreement
.......... ---
...........
h8 46 N 01 05
1 2
................... ........
1
b7 6
45 N 25
119 W 118 W
Contractor shall provide to the Authorized Purchaser a Report of Survey,Aircraft trajectories,
LAS format all-return point files, Ground (Bare-earth) DEM, Full-feature(highest-hit)DEM,
ground point list,intensity image,and formal metadata-
The Report of Survey must be a digital text report that describes survey methods, results,
Contractor's accuracy assessments, including internal reproducibility and absolute accuracy,
file formats,file naming schemes,and tiling schemes.
Aircraft trajectories(SBET files)must be ASCII point files or ESRI shape files,with aircraft
position (easting, northing,elevation), attitude(heading,pitch, roll)and GPS time recorded at
regular intervals of I second or less. May include additional attributes, such as temperature
and humidity.
All-return point cloud must be LAS 2.0 format files listing all valid returns, with all fields
populated. For each return: GPS week and GPS second OR Posix time, easting, northing,
elevation, intensity, return#, and return classification. May include additional attributes. No
duplicate entries are permitted. Time must be reported to the nearest microsecond or better.
Easting, northing, and elevation must be reported to nearest 0.01 meter (nearest 0.01 feet).
Classification of returns must be as complete as is feasible and without avoidable return
misclassification. 1/100'b USGS 7.5-minute quadrangle(0.75 minute by 0.75 minute)tiles.
Bare-earth surface model: Raster of ground surface, interpolated via triangulated irregular
network from identified ground points.Grids must conform to the following specifications:
ESRI floating point grid, 3 ft cell size, snapped to (0,0), 1/4" USGS, 7.5-
minute quadrangle(3.75 minute by 3.75 minute)files
The triangulated irregular networks from which ground surface raster models are interpolated
should not include breaklines derived from other data sources. Surface models must not have
LIDAR Data Acquisition Price Agreement
riling artifacts or gaps at tile boundaries. Areas outside survey boundary shall be coded as
NoData. Internal voids(e.g. open water areas)may be coded as NoData.
Full-feature DEM: Raster of first-return surface, cell heights are highest first return within
that cell, cells without first returns shall be coded as NoData. Must conform to the same file
and grid formats as Bare-earth DEM. Ile USGS 7.5-minute quadrangle(3.75 minute by 3.75
minute)tiles.
Ground point file must be in ESRI shape format and will list X,Y and Z coordinates of all
identified ground points. Ile USGS 7.5-minute quadrangle (3.75 minute by 3.75 minute)
tiles.
Intensity image: Raster of 0-return intensity. TIFF, 1 ft pixel size, 1/0 USGS 7.5-minute
quadrangle(3.75 minute by 3.75 minute)tiles.
Formal metadata: GIS-compatible data and files must be explained with XML format
metadata that follows the Federal Geographic Data Committee's (FGDC) Content Standard
for Digital Geospatial Data_ Metadata may be a single file that describes an entire survey or
multiple files each of which describes a constituent part(e.g., area A, area B, area C) of the
survey.Metadata must include,but is not limited to,the following:
Under Identification Information
Description,Abstract
An abstract summarizing the datasets delivered Include project area.
Include general tiling scheme(e.g.,USGS 7.5 quarter quad). For
each data layer,describe
Data structure and attributes,including resolution and
precision
Total number of files
Time Period
Date(s)of data capture(range of dates)
For these dates,use the Current Reference:ground condition.
Status
Statement regarding completeness status.
Spatial Domain,Bounding Coordinates and G-Polygon
Project survey area bounding coordinates in decimal degrees
Data Set Credit
Name and address of the Contractor.
Names of the agencies that contributed funds and participated in the
acquisition of the data.Other citation details for explanation of the
LIDAR Data Acquisition Price Agreement
data acquisition project.The names of these agencies will be
provided to the Contractor by the Authorized Purchaser.
Under Data Quality
Process Step
Process Description for manufacturer,model,and serial number of
LIDAR instrument(s).May include separate specifications for
scanning laser rangefinder,inertial navigation system,and GPS unit
Value(s)of instrument parameters during survey,including
Nominal on-ground beam diameter
pulse rate
maximum number of returns recorded
minimum separation between detected returns from a single
pulse,expressed as a distance
laser output power
minimum return power required to produce a return
beam wavelength
frequency of GPS sampling
frequency of IMU sampling
Nominal swath width
Nominal single-swath pulse density
Nominal aggregate pulse density
Identity and assumed coordinates of reference survey monument(s)
Nature of vertical control(e.g.,RTK GPS or water surface+tidal
observations)
Calibration procedures
Return classification procedures
Positional Accuracy
Vertical Accuracy Report.Accuracy may be specified as RMSE or
95%confidence(indicate which).Vertical accuracy shall be reported
for LIDAR measurements and,optionally,for the derived ground
(bare-earth)surface model.XY accuracy of LIDAR measurements
may also be reported. Shall include one or more of the following
sections:
Accuracy as predicted by creator of survey
Accuracy as measured by creator of survey
LIDAR Data Acquisition Price Agreement
Accuracy as verified by contracting agency or independent
3'd party.
The accuracy as verified by the contracting agency or
independent 3`a party will be provided to the Contractor by
the Authorized Purchaser.
Under Spatial Data Organization Information
Indirect Spatial Reference
tiling scheme(if any). (e.g.LAS data is divided into 1/10(}'�USGS
7.5"quad)
Under Spatial Reference Information
Horizontal Coordinate System Definition:
Geographic Coordinate System for the captured data
Projected Coordinate System for the delivered data
Horizontal Datum for the delivered data
Ellipsoid Name(identify both the ellipsoid and the geoid model used
to translate from ellipsoid to orthometric heights)
Vertical Coordinate System Definition
Datum Name
Vertical units
Under Entity and Attribute Information
Overview Description, Entity and Attribute Overview
Attribute descriptions if applicable(e.g.user bit field in LAS format).
For all-retum data,definition of return classification codes. Any
other relevant attribute information.
Under Distribution Information
Distributor
Distribution point of contact
The distribution point of contact will be provided to the Contractor
by the Authorized Purchaser.
Standard Order Process
Ordering Instructions-web location,if applicable
The ordering instructions will be provided to the Contractor by the
Authorized Purchaser.
Distribution Liability
Absence of intellectual property restrictions
LIDAR Data Acquisition Price Agreement
The absence of intellectual property restrictions will be provided to
the Contractor by the Authorized Purchaser.
Under Metadata Reference Information
Metadata Contact
Details for author(s)of metadata: The details shall include the name
of the Contractors personnel,telephone number and email address.
Metadata Standard Name
"FGDC Content Standards for Digital Geospatial Metadata"
Metadata Standard Version
"FGDC-STD-001-1998"unless updated or otherwise substituted
Usabili :
Names of data files must be composed of the tile name followed,in some cases,by a suffix
that denotes the data layer and(or)the file format.Where appropriate,this name must have
additional suffixes that denote an export file and(or)file compression.
For the quarter-quadrangle g45123a3 and constituent 1/100`-quadrangle file
g45123a301,these are the names of data files:
all-return point cloud
g45123001.las (las file)
ground(bare-earth)surface model
g45123a3be (ESRI grid name)
g45123a3be.e00 (ESRI export file)
first-return(highest-hit)surface model
g45123a3hh (ESRI grid name)
g45123a3hh.e00 (ESRI export file)
ground point list
g45123a3 ESRI shape file
first-return(highest-hit)intensity image
g45123a3hh.tif (TIFF image;with accompanying.tfw file)
Files must have consistent formats.
Contractor shall propose all details of file names and file formats that are not specified here.
Contractor's proposed names and formats must be approved by Authorized Purchaser.
GIS(SSRI grids,shapefiles)must have complete and correct associated projection files.
All files must be readable.
If data fails to meet format specifications,files have inconsistent internal formats or are not
readable,or GIS data has incomplete or incorrect associated projection files,Contractor shall
reformat and redeliver to conform with the detailed requirements.
LIDAR Data Acquisition Price Agreement
C.Delivery Schedule
Contractor shall provide digital data to Authorized Purchaser on new portable hard drives at
Contractor's expense. Contractor shall make final delivery no later than 110 Business Days
from end of data acquisition. Authorized Purchaser and Contractor will mutually agree upon
the data acquisition timeline. Contractor is encouraged to deliver products sequentially as they
become available rather than all at one time. Authorized Purchaser will review and accept or
reject products within 30 Business Days of delivery.
Following a thorough Quality Control review by Authorized Purchaser staff, data will be
accepted or rejected based on specifications in Exhibit A. if it is determined that the acquired
LIDAR data is insufficient to meet the specifications, the Contractor shall reprocess or re-fly
problem areas.
D.Data Quality
Survey data must meet or exceed requirements, described below, for within-swath
reproducibility, first-return swath-to-swath reproducibility, absolute accuracy, completeness,
and surface quality. Authorized Purchaser may reject data if it can demonstrate, to the
satisfaction of the Contractor or a qualified independent observer, that data do not meet
specifications. Authorized Purchaser may, in its discretion, either require Contractor to
rework rejected data(including re-acquisition if necessary),or refuse payment. At Authorized
Purchaser's discretion, Authorized Purchaser may agree to partial payment for partially
unsatisfactory data. Contractor shall not charge, and Authorized Purchaser will not pay, any
additional cost or mobilization fee for any necessary re-acquisition.
Within-swath reproducibility—Single-swath data from planar surfaces must show no
departures from planarity greater than 10 cm for project as a whole, and the average (RMSE)
departure from planarity within any l Om x 1 Om area shall be no greater than 5 cm.
First-return swath-to-swath reproducibility Absent real changes in surface elevation
between successive measurements, the root mean square vertical error as estimated by the
internal reproducibility of a survey must not exceed 15 cm. Contractor shall establish this
value by averaging of reproducibility determined from suitable near-planar areas across an
entire survey (50 mit minimum) area. Vertical errors may be greater on sloping surfaces;
error will be normalized by the following rule:
normalized error=observed error/(1 +slope%/29.7+slope%2/8500)
This rule is equivalent to the following permissible errors (with errors on intermediate slopes
obtained by interpolation:
Slope Elevation
reproducibility
(RMSE)
0 degrees 15 cm
20 degrees 35 cm
F- 50 degrees 100 cin
LIDAR Data Acquisition Pdce Agreement
In addition, no arbitrary 1 km by 1 km area may have estimated slope-normalized vertical
RMSE<=20 cm.
Absolute accuracy—Bare-earth DEMs, as tested against independent high-accuracy ground
control points,must have vertical root-mean-square-error(RMSE)no greater than
RMSE <=20 cm*(((n-l)–2.326*(n-1)12)/n)12
where n is the number of ground-control points.
Completeness—Minimum acceptable swath overlap and aggregate lu-returrm density are:
1. Coverage:No voids between swaths
2. Coverage:No voids because of cloud cover or instrument failure
3. Swath Overlap:Less than or equal to 20%no-overlap area per project area.
4. Swath Overlap:No arbitrary 1 km by 1 km area with less than 50%double coverage
5. Aggregate 1" return density: Barring non-scattering areas (e.g.: open water, wet
asphalt)
a. For any entire project area,greater than or equal to 85%design pulse density
b. Within any 30m x 30m area within swath overlap, greater than or equal to
50%design pulse density
Surface quality---there must be no tile-boundary artifacts,no voids between DEM tiles, and
no avoidable misclassification of returns.
3.0 Special Provisions.
3.1 Inspection: Contractor shall make its facilities and equipment available for
inspection at any time by a representative of the Authorized Purchaser.
3.2 Ownership of Data: All products, data, information, findings and documents
prepared or obtained under the terms of this Price Agreement are hereby deemed the
exclusive property of the Authorized Purchaser. Agency intends to make all such
products, data, information, findings and documents freely available to the public.
Contractor is hereby granted a nonexclusive license to use, sell, distribute, display, or
prepare derivative works from all such products, data, information, findings and
documents as it may see fit
3.3 Access Agreements: Contractor shall provide written notification to the
Authorized Purchaser on the number and locations of ground control points used in
this Price Agreement. Contractor shall determine land ownership encompassing those
locations and as required, obtain site access permission. Contractor shall notify
landowners and coordinate with the appropriate personnel prior to on-site or over-site
activities. Contractor shall be solely responsible for the requisite filing of flight plans
and obtaining appropriate permissions from the FAA and other agencies as necessary.
3.4 Key Personnel: Contractor and State agree that each individual specified below is
an individual whose special qualifications and involvement in Contractor's
performance of Services form part of the basis of agreement between the parties for
this Contract and is an individual through whom Contractor shall provide to
Authorized Purchaser the expertise, experience, judgment, and personal attention
LIDAR Data Aoquisition Price Agreement
required to perform Services ("Key Person"). Each of the following is a Key Person
under this Price Agreement:
Matthew Boyd,Project Manager
Michael Wing,Oregon Land Surveyor
Eric McNeill,Acquisition Manager
Neither Contractor nor any Key Person of Contractor shall delegate performance of
Services any Key Person is required to perform under this Price Agreement to others
without first obtaining Authorized Purchaser's written consent. Further, Contractor
shall not, without first obtaining Authorized Purchaser's prior written consent, re-
assign or transfer any Key Person to other duties or positions so that the Key Person is
no longer available to provide Authorized Purchaser with that Key Person's expertise,
experience, judgment, and personal attention. If Contractor requests Authorized
Purchaser to approve a re-assignment or transfer of a Key Person, Authorized
Purchaser has the right to interview, review the qualifications of, and approve or
disapprove the proposed replacement(s) for the Key Person. Any individual
Authorized Purchaser approves as a replacement for a Key Person is deemed a Key
Person under this Price Agreement.
3.5 Aircraft Passengers: Contractor shall not permit any persons, other than
Contractor, employees of Contractor, or agents of Contractor included under
Contractor's insurance coverages required under this Price Agreement, in any
aircraft being operated by or on behalf of Contractor in the performance of services
under this Price Agreement, without express written permission of Authorized
Purchaser.
3.6 The Services performed under this Price Agreement must be done under the
supervision of a State of Oregon registered and certified Professional Land
Surveyor.
LIDAR Data Acquisition Price Agreement
EXHIBIT B
PURCHASE ORDER,PRICING,INVOICING AND PAYMENT
1. DEFINITIONS
"Price "means the per-area unit price for the LIDAR data as set forth in Appendix 1 to
Exhibit B. The Price must be a delivered price and must include all direct and indirect
costs incurred by the Contractor including but not limited to all overhead,profit, and taxes
arising out of the transaction.
"Total Price" means the Price multiplied by the number of units purchased by the
Authorized Purchaser in the particular transaction. The Total Price must be a delivered
price and must include all direct and indirect costs incurred by the Contractor including but
not limited to all overhead, profit, and taxes arising out of the transaction. Contractor shall
not add any other prices,fees or other charges in determining the Price Agreement Price.
2. ORDERS BY AUTHORIZED PURCHASER
Authorized Purchaser will issue a Purchase Order in the form attached as Appendix I to
Exhibit B for the purchase of all Services under the Price Agreement. The terms and
conditions of the Purchase Order are as set forth in Appendix 2 to this Exhibit B.
3.0 INVOICING BY CONTRACTOR
3.1 Contractor shall only invoice Authorized Purchaser for the purchased Services using an
invoice format approved by Authorized Purchaser. Contractor shall send invoices to
Authorized Purchaser upon completion of each milestone listed in Section 4.1 below, unless
otherwise instructed by Authorized Purchaser.
3.2 Contractor shall send invoices to the address specified by the Authorized Purchaser or to a
different address as directed by the Authorized Purchaser in writing.
Don Lewis,Assistant Director
Oregon Department of Geology&Mineral Industries
800 NE Oregon Street, Suite 965
Portland,OR 97232
4.0 PAYMENT
4.1 Milestone progress payments for completed Services. Agency shall pay Contractor all
amounts due for Services completed and accepted by Agency at the following milestones after
Agency's approval of Contractor's invoice to Agency for those Services:
LIDAR Data Acquisifion Price Agreement
Exhibit C
CERTIFICATE OF INSURANCE
During the Term of the Agreement, including warranty periods, if any, Contractor shalt
maintain in full force and at its own expense each insurance coverage or policy noted
below,from insurance companies or entities that are authorized to transact the business of
insurance and issue coverage in the State of Oregon and are acceptable to SPO.
1. COMMERCIAL GENERAL LIABILITY. Contractor shall obtain, at Contractor's
expense, and keep in effect during the term of this Price Agreement, Commercial General
Liability Insurance covering bodily injury and property damage in a form and with
coverage that is satisfactory to the SPO. This insurance must include personal injury
liability, products and completed operations, and contractual liability coverage for the
indemnity provided under this Price Agreement, and is made on an occurrence basis.
Combined single limit per occurrence may not be less than $ 1,000,000.00. Each annual
aggregate limit must not be less than$3,000,000.00.
2. AUTOMOBILE LIABILITY INSURANCE: AUTOMOBILE LIABILITY.
Contractor shall obtain, at Contractor's expense, and keep in effect during the term of this
Price Agreement, Automobile Liability Insurance covering all owned, non-owned, or
hired vehicles. This coverage may be written in combination with the Commercial
General Liability Insurance. Combined single limit per occurrence must not be less than
$1,000,000.00.
3. EMPLOYERS' LIABILITY. If Contractor is a subject employer, as defined in ORS
656.023, with regard to work under the Price Agreement, Contractor shall obtain
employers' liability insurance coverage with combined single limit per occurrence of not
less that$500,000.00, and annual aggregate limits of not less than$1 million.
4. WORKERS' COMPENSATION: All employers, including Contractor, that employ
subject workers who work under this Price Agreement in the State of Oregon shall
comply with ORS 656.017 and provide the required Workers' Compensation coverage,
unless such employers are exempt under ORS 656.126. Contractor shall ensure that each
of its subcontractors complies with these requirements.
5. AIRCRAFT/AVIATION LIABILITY: Contractor shall obtain at Contractor's
expense, and keep in effect during the term of this Contract, Aircraft Liability Insurance.
Combined single limit for bodily injury and property damage liability including
passengers must not be less than $5,000,000.00 per occurrence/aggregate. Contractor
shall ensure that each of its subcontractors complies with these requirements.
ADDITIONAL INSURED: The liability insurance coverage, except Professional
Liability, Errors and Omissions, or Workers' Compensation, if included, required for
performance of the Price Agreement must include the State of Oregon, and its
departments, divisions, commissions, branches, officers and employees as Additional
LIDAR Data Acquisition Price Agreement
Insured but only with respect to the Contractor's activities to be performed under this
Price Agreement and any Contract issued in accordance with this Price Agreement.
Coverage must be primary and non-contributory with any other insurance and self-
insurance.
"TAIL" COVERAGE_ If any of the required liability insurance is on a "claims made"
basis, "tail" coverage will be required at the completion of this Price Agreement for a
duration of 24 months, or the maximum time period reasonably available in the
marketplace. Contractor shall furnish certification of "tail" coverage as described or
continuous "claims made" liability coverage for 24 months following Price Agreement
completion. Continuous "claims made" coverage is acceptable in lieu of"tail" coverage,
provided its retroactive date is on or before the effective date of this Price Agreement. If
Continuous "claims made" coverage is used, Contractor shall keep the coverage in effect
for a duration of not less than twenty-four (24) months from the end of the Price
Agreement. This is a condition of the final acceptance of work or services.
NOTICE OF CANCELLATION OR CHANGE. Contractor shall not cancel, materially
change, potentially exhaust aggregate limits, or fail to renew insurance coverage(s)
without sixty (60) calendar days' written notice from the Contractor or its insurer(s) to
SPO. Any failure to comply with the reporting provisions of this clause constitutes a
material breach of Price Agreement and is grounds for immediate termination of this
Price Agreement by State.
CERTIFICATE(S) OF INSURANCE: Prior to performing under the Price Agreement,as
evidence of the insurance coverage required by this Price Agreement,the Contractor shall
furnish Certificate(s) of Insurance for all required insurance to the SPC referenced in
section 1.4 of RFP prior to the award of the Price Agreement if required by the RFP, but
in all events prior to Contractor's commencement of work under this Price Agreement.
The Certificate(s) must specify all of the parties who are endorsed on the policy as
Additional Insured (or Loss Payees). Insurance coverage required under this Price
Agreement must be obtained from insurance companies acceptable to SPO. The
Contractor shall pay for all deductibles, self-insured retention and self-insurance included
hereunder.
LIDAR Data Acquisition Price Agreement
40%initial payment upon collection of data;
30% payment upon first data delivery for QC pass/fail exam by the
Authorized Purchaser; and
30%payment upon final acceptance.
4.2 Authorized Purchaser shall pay Contractor within thirty(30)days after the approval of the
invoice by the Authorized Purchaser. Authorized Purchaser shall send payment to Contractor
at the address specified in the invoice.
4.3 If Authorized Purchaser fails to pay an invoice within forty-five (45) days after approval,
Contractor may assess overdue account charges to an Authorized Purchaser at a percentage
which is the same as the usual overdue account charges to the general clientele of the
Contractor but in no event may such overdue account charges exceed two-thirds of one
percent per month or 8%per annum.
4.4 Authorized Purchaser obtaining Services under this Contract is solely responsible for the
payment of all amounts due to the Contractor. Contractor shall look only to the Authorized
Purchaser for payment.
4.5 Prices for the Services may be adjusted only as described in the Price Agreement
4.6 Contractor understands and agrees that Authorized Purchaser's payment of amounts under
this Contract is contingent on Authorized Purchaser receiving funding, appropriations,
limitations, allotments or other expenditure authority at levels sufficient to allow Authorized
Purchaser, in the exercise of its reasonable administrative discretion, to make payments under
this Contract.
5. PRICING: Contractor is entitled to receive the Price per area quoted in its successful
Proposal, unless otherwise changed in accordance with the Price Agreement,purchased by
Authorized Purchaser for which Contractor has performed services acceptable to
Authorized Purchaser,in accordance with the terms of Exhibits A and B.
6. DEFAULT AND TERMINATION: Authorized Purchaser is in default if it fails to
pay invoiced charges in accordance with this Exhibit B,and such invoices remain unpaid
for sixty (60) calendar days after the receipt of an invoice for the charges. If Authorized
Purchaser is in default, and regardless of whether Contractor elects to exercise its rights to
terminate Authorized Purchaser from further purchasing under the Price Agreement
pursuant to Section 6.3 of the Price Agreement, Contractor's sole remedy shall be a claim
against Authorized Purchaser for the unpaid Price for Services delivered and accepted by
Authorized Purchaser, less previous amounts paid and any claim(s) which Authorized
Purchaser has against Contractor. If previous amounts paid to Contractor exceed the
amount due to Contractor under this Section, Contractor shall pay any excess to Authorized
Purchaser upon written demand.
LIDAR Data Acquisition Price Agreement
Appendix 1 to Exhibit B
1. Price
Size of Area Price per
Square Mile
50 to 100 sq. miles $ 909.00
100 to 150 sq.miles $ 710.00
150 to 200 sq. miles $ 602.00
200 to 250 sq miles $ 538.00
Greater than 250 Sq. miles $499.00
Optional Services: Contours may be added for 10%of the project area amount.
2.Form of Purchase Order
THE FORM OF THE PURCHASE ORDER WILL BE ATTACHED HERE.
LIDAR Data Acquisition Price Agreement
Appendix 2 to Exhibit B
Price Agreement Terms and Conditions Incorporated into Resulting Purchase
Orders
The following Sections of the Price Agreement are incorporated by reference into any
resulting Purchase Order issued under this Price Agreement. In incorporating these
provisions, "Price Agreement" is deemed to mean "Contract", and "State" or "SPO", is
deemed to mean "Authorized Purchaser" in all instances unless the context requires
otherwise.
Sections 1-3 and 5-25 of the Price Agreement, and all Sections of Exhibits B
and C.
LIDAR Data Acquisition Price Agreement
Amendment 4
to
Agreement#8865
1. This is Amendment 4 to Agreement#8865 (this"Amendment')is entered into between the
State of Oregon acting by and through its Department of Administrative Services ("DAS"),
Procurement Services on behalf of the Oregon Department of Geology and Mineral Industries
("DOGAMI") and Watershed Sciences Inc. ("Contractor"). This Amendment amends the Agency-
Specific Price Agreement between DAS and Contractor dated March 19,2008(as amended,the
"Contract"). This Amendment is effective on the date it has been signed the parties and approved in
accordance with applicable law.
2. The parties previously amended the Contract three times. Amendment 1 extended the
termination date from March 18, 2010 until March 18,2011. Amendment 2 extended the termination
date from March 18,2011 until March 18,2012,and updated contact information for Contractor.
Amendment 3 extended the termination date from March 18,2012 until March 18,2013.
3. The purposes of this Amendment are to add additional Contractor services and deliverables,
and to extend the Contract. Regarding the added services and deliverables,the primary deliverable
specified in Exhibit A of the Contract (the all-return point cloud) is the LIDAR data file which must be
provided to DOGAMI in LAS 1.2 or 2.0 file format. The Contract allows for inclusion of the
additional information and deliverables. In this Amendment,Contractor agrees to provide,if requested
by DOGAMI,(1) RGBI(red green blue infrared)color values for each point in the point cloud in the
LAS data file, and(2)photographic images of the land corresponding to the land surveyed in the LAS
data file. The RGBI color values must be derived from orthophoto imagery collected at the same time
and from the same platform as the LIDAR data. The deliverables under this Amendment are identical
to the deliverables under the Contract,except that RGBI data must be included when requested, and
the orthophotos used to derive the RGBI.LAS data values must also be delivered.
4. The Contract is hereby amended as follows:
4.1 The term of the Contract is extended until June 30,2014.
4.2 Exhibit A to the Contract("Description and Specification of the Services")is entirely deleted
and replaced with Exhibit A to this Amendment. (In addition to other changes, Section 2.5 of Exhibit
A is a newly added by this Amendment.)
4.3 Exhibit B to the Contract is entirely deleted and replaced with Exhibit B to this Amendment.
Appendices i and 2 of Exhibit B are entirely deleted. (The price table which was formerly part of
Appendix 1 to Exhibit B has been moved to Section 2.5(e)of Exhibit A.) Exhibit C to the Contract
remains unchanged. Exhibit D (the DOGAMI purchase order form)is added to the Contract.
5. As modified by this Amendment,the Contract remains in full force. Contractor certifies that
the representations,warranties and certifications in the Contract are true and correct as of the effective
date of this Amendment.
6. Contractor certification. By signature on this Amendment for Contractor,the undersigned
hereby certifies under penalty of perjury that he or she is authorized to act on behalf of Contractor and
Amendment 4 to Contract 8865
Page 1 of 18
R
that Contractor is,to the best of the undersigned's knowledge,not in violation of any Oregon Tax
Laves. For purposes of this certification, "Oregon Tax Laws"means a state tax imposed by ORS
320.005 to 320.150(Amusement Device Taxes), 403.200 to 403.250(Tax For Emergency
Communications), 118 (Inheritance Tax),314(Income Tax), 316(Personal Income Tax),317
(Corporation Excise Tax), 318(Corporation Income Tax), 321 (Timber and Forest Land Taxation)and
323 (Cigarettes And Tobacco Products)and the elderly rental assistance program under ORS 310.630
to 310.706 and any local taxes administered by the Department of Revenue under ORS 305.620.
Contractor YXAtershe S •ences Inc.
By: c� Co -CEO I? 12
Name: jN,-+1%.e,U oc,C.1 Title: ate
D0GAM�LLDp eology and Mineral Industries
By: 7 1
Name: t/ S M GTitle: Dat
DAS: Department of Administrative Services State Procurement Office
Approved by: 9•�g
Name: Title: Date
Approved for legal sufficiency under ORS 291.047 and OAR 137-045-0015.
Approved by: Email: September 13,2012 @ 9:48am
Boyd Burnett AAG 9/13/2012
Name: Title: Date
Amendment 4 to Contract 8865
Page 2 of 18
Exhibit A
to
Amendment 4 to Agreement#8865
Description and Specification of the Services
1. Specifications of the Services.
1.1 LIDAR Data
At the time and place specified in the Contract,Contractor shall provide the light detection and ranging
("LIDAR")data services(the"Services")that meet or exceed the specifications in this Exhibit A.
2. Services to be provided. Contractor's obligation to perform the Services includes providing all
facilities,components,personnel,and equipment required to provide the Services.
2.1 Technical specifications.
(a) Lidar instrument
The instrument used for the surveys must produce an on-ground laser spot-diameter no less than 15 cm
and no greater than 40 cm.
The instrument must have the ability to record at least 4 (or more) returns per laser pulse, including
first and last returns.
The instrument must record intensity with a range of at least 8 bits. If laser power is adjustable, it is
desirable that laser power be recorded, or that intensity be normalized by laser power.
The laser scan angle must not exceed 30 degrees overall, that is, +15 to—15 degrees.
(b) Survey design.
Each survey project area must be of contiguous areas no smaller than 60 square miles and may range
to in excess of 2,000 square miles. In order to maximize efficiency,survey outlines shall be finalized
only with the approval of Contractor. The survey project area includes all land area within a survey and
the area of all water bodies with minimum dimension less than%mile. Larger water bodies,except for
a 100-meter-wide seaward buffer along the shoreline,must be excluded from the calculation of the
survey area.
Surveys must be planned by Contractor with 50% sidelap of adjacent swaths. The survey shall be
designed for 100%double coverage at planned aircraft height above the ground. Aggregate design
multi-swath pulse density of 8.0 pulses per square meter or higher.
In areas of targe relief, more closely spaced flightlines may be necessary to meet minimum point
density and double coverage described under the heading Data Quality,
Amendment 4 to Contract 8865
Page 3 of 18
(c) Survey execution.
Contractor shall fully describe all steps taken to calibrate the aircraft's onboard inertial measurement
unit(IM J) and sensor offsets and settings.
Surveys must be conducted in leaf-off conditions with minimal snow cover.For lowland regions, this
is typically between November 1 and April 1. In areas above timberline,fall acquisition is preferred.
DAS shall determine if leaf and snow cover are acceptable. DAS may accept surveys in leaf-on
conditions if Contractor can demonstrate that such surveys provide adequate detail. Data for intertidal
areas shall be acquired at low tide stages on a best efforts basis.
(d) GPS Procedures.
Contractor shall fully describe GPS procedures(including GPS instrument specifications)used to
establish the following:
1. . The spatial reference(coordinate) framework and vertical datum that will be used for the
purposes of LIDAR data collection and survey reduction; and,
2. The collection and processing of ground control points(GCPs)for the purposes of undertaking
LIDAR QA/QC by Contractor.
All GPS measurements must be made by Contractor with dual frequency L1-L2 receivers with
carrier-phase correction. All GPS measurements must be made during periods with PDOP less than or
equal to 3.0 and with at least 6 satellites in common view of both a stationary reference receiver and
the roving receiver.
The horizontal datum for each survey shall be NAD 83(CORS 1996,epic 2002 (or most
current))and the vertical datum shall be NAVD88 (Z units shall be identical to XY units).
Stationary reference receivers must be located at existing National Geodetic Survey(NGS)
marks or at new marks. In the case of an existing mark, its location must be verified by processing one
GPS session of at least two hours duration and comparing the computed position with the position
published by NGS. Each new mark must be located by tying to one or more NGS Continuously
Operating Reference Stations (CORS)by static GPS methods. If the distance to the nearest CORS is
less than 80 km,use at least 2 independent GPS sessions, each at least 2 hours long. If the distance to
the nearest CORS is greater than 80 km,use at least 2 sessions each at least 4 hours long.
At least two GPS reference receivers must be in operation during all LIDAR missions,
sampling positions at greater than or equal to 1 Hz. The roving GPS receiver in the aircraft must
sample positions at greater than or equal to 2.0 Hz. Differential GPS baseline lengths shall be no
longer than 30 km.
Ground control points(GCPs),used for both survey calibration and assessment of absolute
vertical accuracy,must be established using GPS or other techniques that result in accuracies of 1.5 cm
root-mean-square-error(RMSE)or better. Strongly clustered GCPs are useful,perhaps even desirable,
for calibration. Vertical accuracy must be assessed by calculating and averaging the distances between
a subset of at least 30 GCPs that are not clustered and a surface interpolated from LIDAR first returns.
At least 20%of flight line swaths should contain points in this subset and the maximum distance
between these GCPs should be no less than one-half the maximum distance across the survey area.
Amendment 4 to Contract 8865
Page 4 of 18
The Report of Survey must document the identity, published position, and measured position of
all existing NGS marks used for reference stations. The locations of new marks must be described,
along with their measured positions and the identity and published positions of CORS to which their
locations were tied. The Report of Survey must describe the technique(s)used to establish GCPs and
document the positions and residuals of all GCPs used to evaluate survey accuracy.
2.2 Project Deliverables. All data delivered to DOGAMI under this Contract shaU be in the
public domain. With DOGAMI's advance written consent in each case,Contractor may resell the
LIDAR data provided under this Contract after the data has been made available to the public.
2.2(a) Spatial Reference Framework:
All data must be delivered to DOGAMI iii the Oregon Coordinate Reference System Standard, Oregon
Lambert (NAD 83), international feet. Specific details on the Oregon Lambert projection are available
at the following web link:
http://www.oregon.gov/DAS/EISPD/GEO/coordination/projections/projections.shtml#Oregon_
Lambert_Projection
The vertical datum must be NAVD88 (Z units must be identical to XY units(i.e.: international feet)).
Data must be delivered in tiles that are rectangular in geographic coordinates,corresponding to
standard USGS 7.5-minute quadrangles and divisions thereof,and are named according to the
following schemes:
gAA000RCQ (quarter-quadrangle, 3.75 minute by 3.75 minute region)
gAA000RCQNN (1/100`h quadrangle,0.75 minute by 0.75 minute region)'
where AA is the integer north latitude of the SE comer of the 1°by 10 region that contains the
quadrangle,000 is the integer west longitude of the SE comer of the 10 by 10 region, R is the row,
labeled from a to h,south to north, and C is the column, labeled from i to 8,east to west. That is, in
Diagram A below, for the 10 by I°region with a southeast corner at 45N,longitude 1 I8W,the
highlighted quadrangle is g45118d2.
Q is the quadrangle quadrant,which is numbered west-to-east,north-to-south, as is shown in Diagram
B below.That is,the highlighted quarter-quadrangle tile in diagram B is g45118d22.
QNN identifies the 1/1001h quadrangle,which is labeled by numbering the 25 divisions of each quarter-
quadrangle west-to-east, north-to-south, as shown in Diagram C below. That is,the highlighted tile in
Diagram C is g45118d2209.
Amendment 4 to Contract 8865
Page 5 of 18
Diagrams A, B, and C
..............
h8 46 N l I I 1 01 05
1 2
... ............... 3 4'%-..,.
.............
1
b7 6
45 N 25
119W 118 W
Contractor shall provide to DOGAMI a Report of Survey, Aircraft trajectories,LAS 1.2 or 2.0 format
all-return point files, Ground(Bare-earth)DEM, Full-feature(highest-hit)DEM,ground point list,
intensity image, and formal metadata.
The Report of Survey must be a digital text report that describes survey methods,results, Contractor's
accuracy assessments, including internal reproducibility and absolute accuracy,file formats, file
naming schemes, and filing schemes.
Aircraft trajectories (SBFT files)must be ASCII point files or ESRI shape files,with aircraft position
(easting,northing,elevation),attitude(heading,pitch,roll)and GPS time recorded at regular intervals
of I second or less.The data files may include additional attributes,such as temperature and humidity.
All-return point cloud must be LAS 1.2 or 2.0 format files listing all valid returns,with all fields
populated. For each return: GPS week and GPS second OR Posix time,easting,northing, elevation,
intensity,return#, and return classification. May include additional attributes. No duplicate entries
are permitted. Time must be reported to the nearest microsecond or better. Easting,northing, and
elevation must be reported to nearest 0.01 meter(nearest 0.01 feet). Classification of returns must be
as complete as is feasible and without avoidable return misclassification. 1/1006USGS7,5-niinute
quadrangle(0.75 minute by 0175 minute)tiles.
Bare-earth surface model; Raster of ground surface, interpolated via triangulated irregular network
from identified ground points. Grids must conform to the following specifications:
ESRI floating point grid,3 ft cell size, snapped to (0,0), 1/4th USGS 7.5-minute
quadrangle (3.75 minute by 3.75 minute)tiles
Amendment 4 to Contract 8865
Page 6 of 18
The triangulated irregular networks from which ground surface raster models are interpolated should
not include breaklines derived from other data sources. Surface models must not have tiling artifacts or
gaps at tile boundaries. Areas outside survey boundary shall be coded as NoData. Internal voids (e.g.
open water areas)may be coded as NoData.
Full-feature DEM: Raster of first-return surface, cell heights are highest first return within that cell,
cells without first returns shall be coded as NoData. Must conform to the same file and grid formats as
Bare-earth DEM. 1/4`t'USGS 7.5-minute quadrangle(3.75 minute by 3.75 minute)tiles.
Ground point file must be in SSRI shape format and will list X,Y and Z coordinates of all identified
ground points. 1/4h USGS 7.5-minute quadrangle(3.75 minute by 3.75 minute)tiles.
Intensity image: Raster of I"-return intensity.TIFF, 1 ft pixel size, 1/4`"USGS 7.5-minute quadrangle
(3.75 minute by 3.75 minute)tiles.
Formal metadata: GIS-compatible data and files must be explained with XML format metadata that
follows the Federal Geographic Data Committee's(FGDC) Content Standard for Digital Geospatial
Data. Metadata may be a single file that describes an entire survey or multiple files each of which
describes a constituent part(e.g., area A, area B, area C)of the survey. Metadata must include,but is
not limited to, the following:
Under Identification Information
Description,Abstract
An abstract summarizing the datasets delivered. Include project area. Include general
tiling scheme(e.g.,USGS 7.5 quarter quad). For each data layer,describe
Data structure and attributes, including resolution and precision
Total number of files
Time Period
Date(s)of data capture (range of dates)
For these dates,use the Current Reference: ground condition.
Status
Statement regarding completeness status.
Spatial Domain, Bounding Coordinates and G Polygon
Project survey area bounding coordinates in decimal degrees
Data Set Credit
Name and address of Contractor.
Names of the agencies that contributed funds and participated in the acquisition of the
data. Other citation details for explanation of the data acquisition project. The names of
these agencies will be provided to Contractor by DOGAMI.
Under Data Quality
Process Step
Process Description for manufacturer,model,and serial number of LIDAR
instrument(s). May include separate specifications for scanning laser rangefinder,
inertial navigation system,•and GPS unit
Value(s) of instrument parameters during survey, including
Nominal on-ground beam diameter
pulse rate
maximum number of returns recorded
Amendment 4 to Contract 8865
Page 7 of 18
minimum separation between detected returns from a single pulse,expressed as
a distance
laser output power
minimum return power required to produce a return
beam wavelength
frequency of GPS sampling
frequency of IW sampling
Nominal swath width
Nominal single-swath pulse density
Nominal aggregate pulse density
Identity and assumed coordinates of reference survey monument(s)
Nature of vertical control (e.g., RTK GPS or water surface+tidal observations)
Calibration procedures
Return classification procedures
Positional Accuracy
Vertical Accuracy Report. Accuracy may be specified as RMSE or 95%confidence
(Contractor must specify the method used). Vertical accuracy shall be reported for
LIDAR measurements and, optionally, for the derived ground(bare-earth)surface
model. XY accuracy of LIDAR measurements may also be reported. Shall include one
or more of the following sections:
Accuracy as predicted by creator of survey
Accuracy as measured by creator of survey
Accuracy as verified by DOGAMI.
The accuracy test results as verified by DOGAMI will be provided to Contractor
by DOGAMI in the form of delivery acceptance reports.
Under Spatial Data Organization Information
Indirect Spatial Reference
tiling scheme(if any). (e.g. LAS data is divided into 1/100'h USGS 7.5" quad)
Under Spatial Reference Information
Horizontal Coordinate System Definition:
Geographic Coordinate System for the captured data
Projected Coordinate System for the delivered data
Horizontal Datum for the delivered data
Ellipsoid Name(identify both the ellipsoid and the geoid model used to translate from
ellipsoid to orthomettric heights)
Vertical Coordinate System Definition
Datum Name
Vertical units
Under Entity and Attribute Information
Overview Description, Entity and Attribute Overview
Amendment 4 to Contract 8865
Page 8of18
Attribute descriptions if applicable(e.g.user bit field in LAS format). For all-return
data,definition of return classification codes. Any other relevant attribute information.
Under Distribution Information
Distributor
DOGAMI point of contact will be provided to Contractor by DOGAMI.
Standard Order Process
Ordering Instructions -web location,if applicable
The ordering instructions will be provided to Contractor by DOGAMI.
Open distribution
The LIDAR data provided to DOGAMI is in the public domain.
Under Metadata Reference Information
Metadata Contact
Details for author(s)of metadata: The details shall include the name of Contractor
personnel,telephone number and email address.
Metadata Standard Name
"FGDC Content Standards for Digital Geospatial Metadata"
Metadata Standard Version
"FGDC-STD-001-1998"unless updated or otherwise substituted.
2.2(b) Usability.
Names of data files must be composed of the the name followed, in some cases,by a suffix that
denotes the data layer and the file format.Where appropriate,this name must have additional suffixes
that denote an export file and file compression.
For the quarter-quadrangle g45123a3 and constituent I/100' -quadrangle tile g45123001, these
are the names of data files:
all-return point cloud
g45123a301.las (las file)
ground (bare-earth)surface model
g45123a3be ' (ESRI grid name)
g451230be.e00 (ESRI export file).
first-return(highest-hit)surface model
g45123a3hh (ESRI grid name)
g451230hh.e00 (ESRI export file)
ground point list
g45123a3 ESRI shape file
first-return(highest-hit)intensity image
g45123a3hh.tif (TIFF image;with accompanying.tfw file)
Amendment 4 to Contract 8865
Page 9 of 18
Files must have consistent formats.
Contractor shall propose all details of file names and file formats that are not specified here.
Contractor's proposed names and formats must be approved by DAS_
GIS (SSRI grids, shapefiles)must have complete and correct associated projection files.
All files must be readable.
If data fiils to meet format specifications, files have inconsistent internal formats or are not
readable,or GIS data has incomplete or incorrect associated projection files, Contractor shall reformat
and re-deliver to conform with the detailed requirements.
2.3 Delivery Schedule. Contractor shall provide digital data to DOGAMI on new portable hard
drives at Contractor's expense. Contractor shall make final delivery no later than 110 Business Days
from end of data acquisition. DOGAMI and Contractor will mutually agree upon the data acquisition
timeline. Contractor is encouraged to deliver products sequentially as they become available rather
than all at one time. DOGAMI will review and accept or reject products within 30 Business Days of
delivery.
Following a thorough quality control review by DOGAMI staff,data will be accepted or
rejected based on specifications in this Exhibit A. If it is determined that the acquired LIDAR data is
insufficient to meet the specifications, Contractor shall reprocess or re-fly problem areas without
additional cost to DOGAMI.
2.4 Data Quality. Survey data must meet or exceed the requirements described in this Exhibit A
for within-swath reproducibility, first-return swath-to-swath reproducibility, absolute accuracy,
completeness, and surface quality. DOGAMI may reject data if it can reasonably demonstrate to
Contractor or a qualified independent observer that the data does not meet specifications. DOGAMI
may,in its discretion,either require Contractor to rework rejected data(including re-acquisition if
necessary), or refuse payment. At DOGAMI's discretion, it may agree to partial payment for partially
satisfactory data. Contractor shall not charge,and DOGAMI will not pay,any additional cost or
mobilization fee for any necessary re-acquisition.
Within-swath reproducibility. Single-swath data from planar surfaces must show no departures from
planarity greater than 10 cm for project as a whole, and the average(RMSE)departure from planarity
within any l Om x l Om area shall be no greater than 5 cm.
First-return swath-to-swath reproducibility. Absent real changes in surface elevation between
successive measurements,the root mean square vertical error as estimated by the internal
reproducibility of a survey must not exceed 15 cm. Contractor shall establish this value by averaging
of reproducibility determined from suitable near-planar areas across an entire survey(50 mit
minimum) area. Vertical errors may be greater on sloping surfaces; error will be normalized by the
following rule:
normalized error=observed error/(I + slope%/29.7+slope%Z/8500)
This rule is equivalent to the following permissible errors (with errors on intermediate slopes obtained
by interpolation):
Amendment 4 to Contract 8865
Page 10 of 18
Sloe Elevation reproducibility(RMSE)
0 degrees 15 cm
20 degrees 35 cm
50 degrees 100 cm
In addition, no arbitrary I km by 1 km area may have estimated slope-normalized vertical RMSE <=
20 cm. In this Exhibit A,the symbol "<="means less than or equal to.]
Absolute accuracy—Bare-earth DEMs, as tested against independent high-accuracy ground control
points, must have vertical root-mean-square-error (RMSE) no greater than the result of the following
formula:
RMSE <=20 cm *(((n-1)–2.326 * (n-1)"'2 /n)'n
where n is the number of ground-control points.
Completeness—Minimum acceptable swath overlap and aggregate first return density are:
1. Coverage: No voids between swaths.
2. Coverage:No voids because of cloud cover or instrument failure.
3. Swath Overlap: Less than or equal to 20%no-overlap area per project area.
4. Swath Overlap:No arbitrary 1 km by I km area with less than 50% double coverage.
5. Aggregate first return density: Barring non-scattering areas(e.g. open water, wet asphalt).
a. For any entire project area,greater than or equal to 85%design pulse density.
b. Within any,30m x 30m area within swath overlap, greater than or equal to 50% design
pulse density.
Surface quality. There must be no tile-boundary artifacts, no voids between DEM tiles, and no
avoidable misclassification of returns.
2.5 Data acquisition.
2.5(a) Photography specifications. Contractor must collect digital orthophotos using a gyro-
stabilized Microsoft U1traCam Eagle digital aerial camera: The Microsoft UltraCam Eagle is a 260
megapixel large format 4-band digital camera. The Eagle has an image size of 20,010 x 13,080 pixels.
The 80mm lens has a field of view of 66 degrees across track and 46 degrees along track. Flight
parameters have been adjusted to collect imagery with a native pixel size(ground sample distance)of 3
inches, at a flight elevation of 900 meters above the ground.
Orthophotography Acquisition Characteristics
260 megapixel digital camera
Focal Length 80mm
Data format RGBNIR
Image size 20010 x 13080 pixels
Amendment 4 to Contract 8865
Page 11 of 18
Frame rate <1.8 seconds
GSD at 900m <3-inch
FOV 66 x 46 deg
Aerial targets must be installed by Contractor before the flight at a distribution of two per GPS
monument within a 2 nm radius. Contractor's field crew must collect ground check points using GPS-
based real-time kinematic(RTK)survey 448"
techniques. For an RTK survey,the
ground crew must use a roving unit to Example of Aerial Target
receive radio-relayed corrected At time of flight,pre
surveyed targets will be
positional coordinates for all ground placed,with 5 target
points from a GPS base unit set up over control point .
a survey control monument. For each measurements per target.
aerial target, Contractor must collect a The image to the right is
total of five points per target, yielding an example of the actual
10 target control points(TCPs)per base targets to be deployed.
station. The expected accuracy of the
TCPs is RMSExyz< 1.5 cm(deviation
from monument coordinates).
The photo acquisition would occur at maximum solar zenith angles given latitude and time of
year, under clear conditions with no cloud cover and less than 10%cloud shadow. The resolution of
the captured radiometric data will yield a panchromatic footprint of more than 20,000 x 13,000 pixels,
and a GSD of 3 inches, with<2-foot horizontal accuracy at the 95%confidence level.
2.5(b) Data processing.
Once the LiDAR data and orthophotographs products arrive in the Contractor office, they will
enter into the following workflow.
LiDAR data must be processed by Contractor in accordance with DOGAMI specifications and
standards. For the orthoimagery processing,traditional processing techniques must be used, and
horizontal accuracy statistics must be calculated and reported.
Contractor must use orthophotography software which incorporates camera specific external
and interior orientation parameters and creates and applies aerotriangulation solutions to aerial
imagery. All orthophotography created by Contractor must be orthorectified using LiDAR derived
elevation models collected to specifications in this Exhibit A. Individual orthorectified images will be
mosaiced to a project specified tiling scheme specified by DOGAMI. Seam line artifacts between
mosaiced orthorectified images must be adjusted to remove gross offsets between vertical features(i.e.
bridges, buildings, etc.). Seam lines must be offset in areas of forests.
Images must be calibrated by Contractor to specific geometric, gain and exposure settings
associated with each captured image. The corrected images must be saved in 8-bit tiff format for input
into subsequent processes. Photo position and orientation must be calculated by linking the time of
image capture, the corresponding aircraft position and attitude,and the smoothed best estimate of
Amendment 4 to Contract 8865
Page 12 of 18
trajectory(SBFT)data. Automated aerial triangulation must be performed to tie images together and
adjust block to align with ground control. Adjusted images must then be draped upon a ground model
and orthorectified. Individual orthorectif ed tiffs must be blended together to remove seams and
corrected for any remaining radiometric differences between images. Horizontal accuracy statistics
must be calculated.
2.5(c) Services must be provided in the United States by Contractor. All aspects of the Services,
including planning,data acquisition and data processing must be conducted by employees of
Contractor. At no time may Contractor assign, delegate, transfer,outsource or offshore any portion of
the Services.
2.5(d) Accuracy and Deliverables. Deliverable Coordinate System: Contractor must provide all
deliverables in the coordinate system specified by DOGAMI at the time the Services are ordered.
Calibrated LiDAR Point Data
*.las files(v 1.2)with the following attributes:
• Number,
• X,Y, Z,
• Intensity(8-bit)
• Return Number,
• Class,
• GPSTime,
• Radiometric Assignment: RGB values from orthophotography 8-bit
Accuracy: RMSE XY< 5 cm &RMSE Z< 15 cm
Resolution/Density: 8 pulses per square meter(average)
Maximum Returns: 4
GPS Baselines: <_ 13 nrn
GPS PDOP: 5 3.0
GPS Satellite Constellation: >_6
Planned Height: 900 meters(above ground level)
Calibrated Digital Orthophotography Tiles
Imagery tiles: *.tiff format(Contractor will deliver compressed tiff files upon DOGAMI request)
Accuracy: RMSE XY< 1-foot, and<2-foot at the 95%confidence level
Equipment: Microsoft UC Eagle
Ground Control Files
Aerial target check points(ESRI shapefile format)
Technical Data Report
• Report of acquisition conditions, ground survey report,methodology,and accuracies(*.pdf and
*.doc formats).
Amendment 4 to Contract 8865
Page 13 of 18
2.5(e) Cost of Contractor Services and Deliverables. The costs in the table below indicate the price
per square mile to be paid by DOGAMI to Contractor for the Services and deliverables purchased
under this Contract, including for RGBI data and photographic images.
Table: Cost of Contractor Services
Column 1 Column 2 Column 3
Size of LiDAR Cost per square Additional cost
mile of Services of RGBI data
survey in square and deliverables and photographs
miles excluding per square mile
Column 3 costs
50 to 100 miles $909.00 $136.35
100 to 150 miles $710.00 $106.50
150 to 200 miles $602.00 $90.30
200 to 250 miles $538.00 $80.70
Greater than 250 $499.001 $74.85
Additionally DOGAMI may purchase contour data for an additional ten percent of the cost of the
UDAR survey data obtained under a purchase order.
3. Other Provisions.
3.1 Inspection: Contractor shall make its facilities and equipment available for inspection at any time
by DOGAMI.
3.2 Ownership of Data. All products,data, information, findings and docurnents prepared or
obtained under the terms of this Contract are hereby deemed the exclusive property of DOGAMI.
DOGAMI intends to make all products,data, information, findings, and documents provided under this
Contract available to the public and in the public domain.
3.3 Access to land; flight plans; other. Contractor shall provide written notification to DOGAMI
on the number and locations of ground control points used in this Contract. Contractor shall determine
land ownership encompassing those locations and, as required,obtain site access permission.
Contractor shall notify landowners and coordinate with the appropriate personnel prior to on-site or
over-site activities. Contractor shall be solely responsible for the requisite filing of flight plans and
obtaining appropriate permissions from the FAA and other agencies as necessary.
3.4 Key Personnel. Contractor and DOGAMI agree that each individual specified below is an
individual whose special qualifications and involvement in Contractor's performance of Services form
part of the basis of agreement between the parties for this Contract and is an individual through whom
Contractor shall provide to DOGAMI the expertise, experience,judgment,and personal attention
required to perform Services ("Key Person"). Each of the following is a Key Person under this
Contract:
Project Manager: Matthew Boyd 503-505-5100 mbovd a,watershedsciences.corn
Amendment 4 to Contract 8865
Page 14 of 18
Land Surveyor: Chris Yotter Brown 503-505-5120 cyotter@watershedsciences.com
Acquisition Manager: Ryan Lynch 503-505-5320 rlynch(cr�,watershedsciences.com
Neither Contractor nor any Key Person of Contractor shall delegate performance of Services
any Key Person is required to perform under this Contract to others without first obtaining DOGAMPs
written consent. Further, Contractor shall not,without first obtaining DOGAMI's prior written
consent,re-assign or transfer any Key Person to other duties or positions so that the Key Person is no
longer available to provide DOGAMI with that Key Person's expertise,experience,judgment, and
personal attention. If Contractor requests DOGAMI to approve a re-assignment or transfer of a Key
Pei-son, DOGAMI has the right to interview, review the qualifications of,and approve or disapprove
the proposed replacement(s) for the Key Person. Any individual DOGAMI approves as a replacement
for a Key Person is deemed a Key Person under this Contract.
3.5 Aircraft Passengers. Contractor shall not permit any persons,other than Contractor,employees of
Contractor,or agents of Contractor included under Contractor's insurance coverage required under
Exhibit C to this Contract, in any aircraft being operated by or on behalf of Contractor in the performance
of Services under this Contract,without advance written consent from DOGAMI.
3.6 The Services performed under this Contract must be done under the supervision of a State of
Oregon registered and certified Professional Land Surveyor.
Amendment 4 to Contract 8865
Page 15 of 18
Exhibit B
to
Amendment 4 to Agreement#8865
Purchase Order, Invoicing, and Payment Terms
1. Definitions.
"Price"means the per square mile price for the LIDAR data as set forth in Section 2.5(e)of Exhibit A.
The Price must be a delivered price and must include all direct and indirect costs incurred by the
Contractor including but not limited to all overhead,profit,and taxes arising out of the Services and
deliverables.
"Total Price"means the Price multiplied by the number of square miles purchased by the DOGAMI in a
Purchase Order. The Total Price must be a delivered price and must include all direct and indirect costs
incurred by the Contractor including but not limited to all overhead,profit, and taxes arising out of a
Purchase Order. Contractor shall not add any other prices, fees or other charges in determining the total
price.
2. Purchase Orders by DOGAMI.
DOGAMI may issue Purchase Orders in the form attached as Exhibit D for the purchase of Services and
deliverables under the Contract.The terms of the Purchase Order are incorporated into the Contract to
the extent that they do not conflict with the Contract. If there is a conflict between the terms of the
Contract and the terms of a Purchase Order,the terms of the Contract will prevail.
3. Invoicing by Contractor.
3.1 Contractor may only invoice DOGAMI for the purchased Services using an invoice format approved
by DOGAML Contractor may send invoices to DOGANE upon completion of each milestone listed in
Section 4.1 below,unless otherwise instructed by DOGAMI.
3.2 Contractor must send invoices to the address specified by DOGAMI or to a different address as
directed by the DOGAMI in writing.
Andree Pollock,Assistant Director
Oregon Department of Geology&Mineral Industries
800 NE Oregon Street, Suite 965
Portland, OR 97232
4. Payment.
4.1 Milestone progress payments for completed Services. DOGAMI shall pay Contractor all
amounts due for Services completed and accepted by DOGAMI at the following milestones after its
approval of Contractor's invoice for those Services:
Amendment 4 to Contract 8865
Page 16 of 18
40% initial payment upon collection of data.
30% payment upon fust data delivery for QC pass/fail exam by the DOGAMI.
30% payment upon final acceptance.
4.2 DOGAMI shall pay Contractor within thirty(30)days after the approval of the invoice by the
DOGAML DOGAMI shall send payment to Contractor at the address specified in the invoice.
4.3 if DOGAMI fails to pay an invoice within forty-five(45)days after approval,Contractor may assess
overdue account charges to an DOGAMI at a percentage which is the same as the usual overdue account
charges to the general clientele of the Contractor but in no event may such overdue account charges exceed
two-thirds of one percent per month or 8%per annum.
4.4 DOGAMI is solely responsible for the payment of all amounts due to the Contractor. Contractor
shall look orily to DOGAMI for payment.
4.5 Prices for the Services may be adjusted only as described in the Contract.
4.6 Contractor understands and agrees that DOGAMI's payment of amounts under this Contract is
contingent on DOGAMI receiving funding,appropriations,limitations,allotments or other expenditure
authority at levels sufficient to allow DOGAML in the exercise of its reasonable administrative discretion,to
make payments under this Contract.
5. Pricing. Contractor is entitled to receive the price for the Services and deliverables as listed in
Section 2.5(e)of Exhibit A,unless otherwise changed in accordance with the Contract.
6. Default and Termination. DOGAMI will be in default if it fails to pay undisputed invoiced
charges in accordance with this Exhibit B,and such invoices remain unpaid for sixty(60) calendar
days after the receipt of an invoice. If DOGANII is in default,and regardless of whether Contractor
elects to exercise its rights to terminate DOGAMI from further purchasing under the Contract under
Section 6.3 of the Contract,Contractor's sole remedy shall be a claim against DOGAMI for the unpaid
Services delivered and accepted by DOGAMI,less previous amounts paid and any claims which
DOGAMI has against Contractor. If previous amounts paid to Contractor exceed the amount due to
Conti-actor,Contractor shall pay any excess to DOGAMI upon written demand.
Amendment 4 to Contract 8865
Page 17 of 18
Exhibit D
to
Amendment 4 to Agreement#8865
Form of Purchase Order
DOGAMT's form of Purchase Order is attached hereto.
Amendment 4 to Contract 8865
Page 18 of 18
City of Tigard
It
FINANCE AND INFORMATION SERVICES - CONTRACTS AND PURCHASING OFFICE
Purchase Order
VENDOR: SHIP TO: PURCHASE ORDER
Oregon Dept of City of Tigard No. C1130001
Geology& Mineral Ind
800 NE Oregon St#28 13125 SW Hall Blvd
Portland, OR 97232 Tigard, OR 97223
VENDOR NO. I VENDOR PHONE NUMBER TERMS ORDER DATE FAX NUMBER
V003261 1 30 03/04/2013
SHIPPING INSTRUCTIONS SPECIAL INSTRUCTIONS
(none)
ITEM QTY U/M DESCRIPTION UNIT AMOUNT
1 0.00 IGA for LiDar Data 41300-10182012 $8,207.00 $8,207.00
SUBTOTAL: $8,207.00
TAX: $0.00
SHIPPING: $0.00
TOTAL: $8,207.00
1. The City of Tigard purchase order number must appear on all invoices, packing slips, and correspondence.
2. Unless the City is notified within 10(ten)days of the date of this order,the vendor hereby agrees to be bound by the
terms and conditions printed on the reverse side of this purchase order, and those incorporated by reference.
AUTHORIZED SIGNATURE
City of Tigard 13125 SW Hall Blvd., Tigard, OR 97223 www.tigard-or.gov
CITY OF TIGARD, OREGON
CONTRACT SUMMARY FORM
(FORMMUST ACCOMPANY EACH CONTRACT FOR AUTHORIZATION
iZ Capp j
Contract Title: IGA With State of Oregon Number: IGA
Contractor: Department of Geology and Mineral Industries
(DOGAMI) Contract Total: $ 8,207
Contract Overview: LIDAR imagery and aerial photography for City of Tigard. We are joining CWS,
Beaverton and Hillsboro in this flight.
Type: ❑ Purchase Agreement Start Date: upon signatures End Date: 12/31/2013
❑ Personal Service
❑ Public Improvement LCRB Award: Department:FIS
® IGA
❑ Other: Contract Manager: Preston Beck
Quotes/Bids/Proposal: FIRM AMOUNT/SCORE
Account String: FUND/DIVISION ACCOUNT AMOUNT
Year 1 600-2300-56007 $8,207
Year 2
Year 3
Year 4
Year 5
Approvals
Department Comments:
Department Signature:
Purchasing Comments:
Purchasing Signature:
City Manager Comments:
City Manager Signature:
After securing all required approvals,forward original copy to the Contracting and Purchasing Office along with a
completed Contract Checklist.