06-033, County of Santa Claral
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ORTHOPHOTO AGREEMENT
BETWEEN THE CITY OF CUPERTINO
AND
THE COUNTY OF SANTA CLARA
FOR OBTAINING ORTHORECTIFIED AERIAL PHOTOGRAPHS
This Agreement is entered into effectively February 1, 2006, between the County of Santa
Clara (COUNTY) and the City of Cupertino (CITY), collectively know as the "Parties".
The Purpose of the Agreement is for the COUNTY to provide the CITY with a
refreshed set of Orthorectified Aerial Photographs (orthophotos) for the year 2006,
subject to the terms of this Agreement.
RECITALS
WHEREAS, the COUNTY maintains a Basemap using Spring 2001 orthophotos for the purpose
of supporting COUNTY business functions and the Basemap is also used by several regional
entities, as well as the CITY for its business, by means of a Basemap License Agreement; and
WHEREAS the Spring 2001 orthophotos have become outdated as significant development has
occurred in the countywide since the last flight; and
WHERERAS, the COUNTY, several cities and utilities, as well as the CITY seek an
infonnation~building and cost-sharing partnership opportunity to refresh the orthophotos in 2006
by working collaboratively in an orthophoto project; and
WHEREAS, the COUNTY will administer and implement the orthophotos project enabling
economies of scale benefit for all agencies participating in this effort; and
WHEREAS, cities of Palo Alto, Milpitas, Monte Sereno, Los Altos, Cupertino, Sunnyvale,
Mountain View, Morgan Hill, S~toga, San Jose, and Campbell, as well as the Santa Clara
Valley Water District and Leland Stanford University are committed to this joint ortho effort;
and
WHEREAS, the COUNTY and the CITY share a mutual interest in working together in a
collaborative manner on GIS infonnation-building efforts to support the business needs of both
parties, and to better serve the public interest.
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January 13, 2006
SECTION 1.
GENERAL
A. DESCRIPTION OF PROJECT AREA
The project area for the Spring 2006 Orthophoto project administered .and managed by
the COUNTY includes all of Santa Clara County with deftned areas extending outside of
the COUNTY boundary. The project will be flown using two scales of photography. The
low level photography used to depict the valley floor (3" resolution flight plan) is to be
flown at a nominal scale of 1 "= 630'. High level photography used to depict both the
rural and mountainous county (6" resolution flight plan), is to be flown at a nominal scale
of 1 "= 1200'. These flight plan polygons when combined, define the extent of the
countywide project area as described in Attachments lA and lB.
B. DESCRIPTION OF CITY PROJECT AREA
The City of Cupertino project area includes all the geography within the CITY limits, as
well as a 500-foot buffer around the CITY limit perimeter. The area shall be flown at
low level, at a nominal scale of 1"= 630' resulting in 3" resolution orthorectifted imagery.
A map of the CITY'S area of interest is shown in Attachment 2.
The COUNTY shall hire Triathlon Inc, d/b/a IMDA Geospatial Services (MDA), to
perform the following services to cover the CITY project area:
1. Aerial Photography at 1"= 630' for CITY coverage in Attachment 2;
2. Aerial Triangulation including coordination of existing control from 2001
project
3. Orthophoto production to produce 3" pixel resolution ortho imagery
SECTION 2.
SPECIFICATIONS
All work and services undertaken by the COUNTY to produce orthophotos for the CITY
is in accordance with specifications defined in the Orthophoto Contract the COUNTY has
with MDA, and shall be quality-tested by another certified photogrammetric vendor that
the COUNTY shall hire after the orthophoto project is underway.
At a minimum, the CITY shall be provided orthophotos in accordance with the following:
1 d/b/a stands for Mdoing business as.- Triathlon is in the process of completing merger with parent
company MDAlMacdonald Oettwiler Company.
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January 13, 2006
A. All coordinates shall be furnished in California State Plane Coordinates - Zone 3.
Horizontal datum shall be NAD 83; vertical datum shall be NA VDINGS 1988. Working
units shall be Survey Feet.
B. The digital metadata files produced through the COUNTY ortho project shall be
in accordance with FGDC (Federal Geographic Data Committee) Standards for all
product deliverables.
C. The acceptable window for photo acquisition for this project is between 15
January and 15 March 2006. COUNTY shall ensure that MDA selects the most optimal
conditions where images shall be captured in leaf-off conditions of vegetation when the
area is free of clouds, haze, fog, dust, smoke, floodwaters, and the ground is free of snow.
D. The COUNTY is responsible for MDA applying for, and obtaining, any required
permit for access, overflight, or intrusion into restriction or otherwise limited ground
access and/or airspace. Every effort shall be made to avoid breaks within individual
flight lines. Where breaks within a flight line are necessary, the entire flight line
composed of the resulting segments shall meet all of the requirements set forth in these
specifications. Where breaks occur, these shall have an overlap of at least two frames to
ensure a stereo model of overlap or tie. All photos within a single flight line shall be
acquired with the same aerial camera and with the camera oriented in the same direction.
E. All photography shall be acquired to provide adequate stereo coverage. Nominal
overlap shall be 60% forward and 300/0 sidelap. The imagery shall not contain any
objectionable shadows caused by terrain relief or low solar altitude.
F. Each photo shall be annotated with the following:
1. Roll number
2. Exposure number
3. Camera counter number
4. Date flown (YYYYMMDD)
5. Lens Number
6. Focal Length
7. Nominal Scale
G. All orthorectified images produced covering the CITY project portion shall be
clear and sharp in detail with no light streaks, static marks, scratches, dust marks, or other
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January 13. 2006
noticeable blemishes. The imagery shall be free from defects, such as out~of~focus
imagery, and should not contain inconsistencies in tone and/or density between individual
orthos and/or adjacent sheets.
All orthophoto imagery shall conform to horizontal National Map Accuracy Standards
(NMAS) for the scales shown in the Table 1. below and use the indicated pixel sizes:
Area A Area B
Photo Scale I" == 630' I" = 1200'
Map Scale 1"= 100' I" = 200'
HorizontlI Accuracy at
National Map Accuracy 90% < 2' 90%< 4'
Standards
Pixel Resolution 3" 6"
H. The orthophoto mosaic shall be cut into image tiles in accordance with the
following Table II.
Tile Dimensions and File Sizes for Uncom ressed and Resam led Tile Sizes
Pixel Approx.
Pixels Pixels Uncompressed
X (ft) Y (ft) Size x y Color File size
(ft)
0.25 2000 2000
0.5 750 750
4.0 2500 2500
16.0 1875 1875
0.25 2000 2000
0.75 1125 1125
500 500
1,500 1,500
10,000 10,000
30,000 30,000
500 500
1,500 1,500
12
12
18
10
4
1
SECTION 3.
GROUND CONTROL
The targeted ground control points and photo identifiable control from the Spring 2001
region~wide orthophotos project shall be used as primary control to register the imagery
according to the absolute positioning standards.
The CITY shall upload to the MDA'S website more recent ground control for MDA to
use to process the 3" orthophotos for the CITY region, if these happen to be more recent
than the 2001 ground~control, and if available.
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January 13, 2006
SECTION 4.
COST SHARING UNDERSTANDING
The cost calculation for the CITY is described in Attachment 3 of this Agreement.
The CITY shall contribute the full cost for Orthorectified Aerial Photos, Administration,
QAQC of Ortho, Delivery & Media, as identified below, within fourteen (14) business
days of executing this Agreement, in order for the COUNTY to commit to acquiring the
CITY coverage area as described in Attachment 2.
The CITY shall pay the following amounts within fourteen (14) days of executing this
Agreement:
Orthorectified Aerial Photos
Administration Costs:
QAQC for the CITY Photos
Delivery & Media:
Total:
$8932.40
$3571.40
$739.80
$1500.00
$14,743.60
SECTION 5.
CITY'S RESPONSmILITY
The CITY agrees to each of the following:
1. COUNTY assumes no financial responsibility under this Agreement, except for
progress payments to MDA for services and/or goods for which CITY has contributed
the full sum noted above.
2. CITY acknowledges that this project is a cooperative effort between the various
jurisdictions. As suc~ the CITY hereby waives and relinquishes, forever, in its
entirety, any present and future rights of recovery, claims, actions, or causes of action
of every kind and nature, whether known or unknown, claims against the COUNTY
based upon the work performed by MDA and COUNTY QA Contractor.
SECTION 6.
DELIVERABLES
The CITY shall begin receiving its deliverables for its area of interest depicted in
Attachment 2 in this Agreement, starting no later than September 2006, as follows:
One set of seamless ortho-rectified photos in GeoTIFF, JPEG 2000, or ECW Files
along with source information on DVD or portable hard-drive media specified by the
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January 13, 2006
CITY for CITY'S area of interest depicted in Attachment 2. The flight date for
coverage of the CITY'S area of interest shall be determined only at the time of flight
mobilization as this will be organized based upon suitable weather conditions for
flying within the optimal flying period. The exact delivery date of the orthophoto for
the CITY shall be determined after the region is flown and the post-processing of the
data begins.
If the CITY has, by post-processing time, made a determination that it needs more
than its area of interest as seen in Attachment 2., then the CITY shall provide the
COUNTY with a shapefile for this "area of orthophoto access," to the COUNTY.
The COUNTY shall inform the CITY as to when this information is required prior to
making copies of the deliverables for the CITY. The CITY can obtain access to any
part of the region flown by the COUNTY in the Spring 2006 ortho project.
SECTION 7.
RESTRICTIONS ON USE
The CITY'S possession and use of all deliverables, including any source material
provided pursuant to this Agreement defmed by .the boundary in Attachment 2, are the
property of the CITY, not subject to terms and conditions of use. The CITY may utilize
the orthophoto from Attachment 2 for any business purpose of the CITY.
As per SECTION 6. DELIVERABLES, if the COUNTY provides CITY access to more
than CITY'S area of interest as depicted in Attachment 2., the CITY shall perform its
best efforts in redirecting requestors of orthorectified imagery beyond what is depicted in
Attachment 2, back to the COUNTY.
SECTION 8.
INDEMNIFICATION AND HOLD HARMLESS
Hold Harmless: In lieu of and not withstanding the pro rata risk allocation which might
otherwise be imposed between the Parties pursuant to Government Code Section 895.6,
the Parties agree that all losses or liabilities incurred by a party shall not be shared pro
rata but instead the COUNTY and CITY agree that pursuant to Government Code Section
895.4, each of the parties hereto shall fully indemnity and hold each of the other parties,
their officers, board members, employees and agents, harmless from any claim, expense
or cost, damage or liability imposed for injwy (as defined by Government Code Section
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January 13, 2006
810.8) occurring by reason of the negligent acts or omissions or willful misconduct of the
indemnifying party, its officers, board members, employees or agents, under or in
connection with or arising out of any work, authority or jurisdiction delegated to such
party under this Agreement. No party, nor any officer, board member, employee or agent
thereof shall be responsible for any damage or liability occurring by reason of the
negligent acts or omissions or willful misconduct of other parties hereto, their officers,
board members, employees or agents, under or in connection with or arising out of any
work, authority or jurisdiction delegated to such other parties under this Agreement.
SECTION 9.
NOTICE
All communications, invoices, payments and notices shall be delivered to the parties by
personal service. hand delivery, or United States mail at the following addresses:
TO COUNTY:
GIS Program Manger
County of Santa Clara
Information Services Department
1555 Berger Drive. Building 2, Floor 3
San Jose, CA 95112
TO CITY:
GIS Coordinator
City of Cupertino
10300 Torre Avenue
Cupertino, CA
SECTION 10.
EXHIBITS
Any and all attachments that are referred to in this Agreement are incorporated herein by
reference and are deemed a part hereof. This Agreement constitutes the entire
understanding of the parties and supersedes any and all prior understandings. This
Agreement may only be amended by formal written agreement executed by both parties.
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Janus!)' 13, 2006
SECTION 11.
WAIVER:
No delay or failure to require performance of any provision of this Agreement shall
constitute a waiver of that provision as to that or any other instance. Any waiver granted
by a party must be in writing, and shall apply only to the specific instance expressly
stated.
SECTION 12.
GOVERNING LAW:
This Agreement has been executed and delivered in, and will be construed and enforced
in accordance wi~ the laws of the State of California. The venue for legal action
regarding this Agreement shall be in the County of Santa Clara.
SECTION 13.
TERMINATION
a) Convenience: The COUNTY reserves the right to terminate this Agreement, in whole
or in part, at any time, for any reason, without penalty. County shall give CITY thirty
(30) days written notice before the effective date oftermination.
b) For Default: The contract may be terminated immediately for any "Material Breach".
The COUNTY may, at its discretion, provide CITY notice of the Material Breach and
allow a reasonable amount of time to "cure". If CITY has failed to make satisfactory
progress to cure such performance, the COUNTY may terminate the Agreement by
reason of default. In any event, the COUNTY is entitled to all rights and remedies to
"cure" as provided by law.
c) Non-a/Jocation of funds: The term of this contract and any extensions thereof, and the
purchase of products or services there under, are contingent on the appropriation of funds
by the COUNTY from all the committed participants in this project. Should sufficient
funds to fly the entire region not be appropriated, the products and services provided may
be modified, or this Agreement terminated at any time by giving CITY thirty (30) day
advance written notice.
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January 13, 2006
SECTION 14.
TERM
The term of this Agreement is February 1, 2006, through February 30, 2007, unless
terminated earlier in accordance with its provisions. By advance written notice to the
CITY, COUNTY has the right to extend the start and expiration of this Agreement for an
additional period or periods not to exceed a total of 5 years.
SECTION 15.
SIGNING OF TillS AGREEMENT
Each party acknowledges that it has read and understands this Agreement and agrees to
be bound by its terms.
IN WITNESS WEREOF, the COUNTY and the CITY, hereto have executed this
Agreement:
CITY OF CUPERTINO COUNTY OF SANTA CLARA
BY.!Yt~ ~/I~ BY:~U ~
Name: Mcariya.h ,<;e~ Name: Jo~c.e WI'~
Title: II MGtnClY Title:1~ ~(O
Date:
\}"3\/O(P
Date: 3 - ;;t::;- -Ob
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January 13. 2006
ATTACHMENT 18
TOTAL AREA OF INTEREST
Digital Ortho-Photography 3 inch Project Area
Proposed Flight Plan
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6300000
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10 0 10 20 30 Miles
Cali mia State Plan Projection
Zone 3
11100000
11150000
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6250000
6300000
Flight Unes
Flight Plan Boundary
3 indl Project Area
Overall Project Boundary
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January 13, 2006