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Home My WebLink Aboutbocc.con.031.2012Rev. 08-30-11 jls COUNTY CLERK'S CONTRACT COVERSHEET CONTRACT #: 031.2012 ORIGINATING DEPARTMENT: Airport PROCUREMENT OFFICER: Dustin Havel PHONE #: 970-429-1867 PROJECT NAME: Intelligent Video-Based Surveillance System for the Aspen/Pitkin County Airport CONTRACTOR: Searidge Technologies DOLLAR AMOUNT: $325,000.00 LINE ITEM # 404.69.91475.8600 CONTRACT EXECUTION DATE: 4/26/2012 CONTRACT END DATE: 12-31-2013 AUTOMATIC RENEWAL: ❑ YES � NO TERM: 4-26-2012 through 12-31-2013 ❑ BOCC AGENDA ITEM (Grants, IGA) ❑ STAFF AUTHORIZED SIGNATURE (Requires BOCC Signature) (Per Revised Procurement Code 7/2005) � OVER $50,000 (Requires Section Leader & County Manager's Signature) ✓ CHECK PROCUREMENT TYPE: ❑ None ❑ Informai � Formal ❑ Sole Source ❑ Emergency ❑ Outside Agency/State Bid ❑ Compliance with C.R.S. 8-17-5-101, 102 as amended (Immigration Form) ❑ Exempt ❑ Contract Renewal ✓ CHECK CONTRACT TYPE: � Services/Maintenance ❑ License/LTse ❑ Lease ❑ Construction ❑ Goods, Equipment, Supplies ❑ Other (e.g. revenue) �% ) i � � � ❑ Employment ❑ Intergovernmental Agreement (Resolution Required) ❑ Non-Profit ❑ Quasi-Public (e.g.-AVH) ❑ Grant Agreements (Notify Finance & Resolution Required) ❑ Change Order/Contract Amendment (C/O: 10% or $25K whichever is the lesser must have County Manager signature) All Contracts should be proofed and all e�ibits and notices must be attached for the following: ✓� No Pages Missing ✓� All Other Blanks Filled In ✓❑ If Page Left Intentionally Blank —Note on Page ✓� All E�ibits Attached ✓� Page numbered consecutively ✓❑ All Legal Descriptions attached ('rf applicable) ✓� All Original Signatures Affixed ✓� Notice of Award/Notice to Proceed Attached (if applicable) ✓� All Dates Filled In ✓❑ Warranty (if applicable) ✓❑ Special Instructions for Finance Department: ✓� Authorized Procurement Ofiicer's Name: Dustin Havel BY CHECHING ABOVE AND ENTERING NAME, THE AUTHORIZED STAFF PERSON INDICATES THAT THE ATTACHED DOCUMENT HAS BEEN PROOFED AND READY FOR SCANNING. NOTE: CLERK'S OFFICE WILL KEEP ORIGINAL DOCUMENTS IN COMPLIANCE WITH COLORADO STATE ARCHNES RETAINAGE SCHEDULE. ALL ATTACHMENTS MUST BE WITH THIS CHECKLIST! Contract # 031.2012 Budget Line Item # 404.69.91475.86000 � T' i� I l�T �+tlU t� T� ,�� : ,- ; � �. :;� � - NOTICE OF AWARD Date: April 13th, 2012 To: Fadi Ghourani Searidge Technologies 19 Camelot Dr Ottawa, ON 11111 Rev. 8.31.11 jaa The Owner, having duly considered the Proposal submitted on September 27th, 2011 for the work or purchase covered by the Contract Document titled "Intelligent Video-Based Surveillance System for Aspen/Pitkin County Airport", and it appearing that the proposal is in the best interest of the Owner, the offer in your Proposal is hereby accepted. In accordance with the terms of the Contract Documents, you are required to execute the Agreement in one original of contract within ten (10) consecutive days from this Notice of Award. In addition you are required to furnish in the said time Certificates of Insurance evidencing compliance with the requirement for insurance as stated in the Contract Documents to: Dustin Havel Assistant Aviation Director — Operations and Facilities 0233 East Airport Road Aspen, CO 81611 Fax: 970-429-1892 PITKIN COUNTY . _ By: Dustin Havel, Assistant Av ation Director — Operations and Facilities ACCEPTANCE OF NOTICE___________________ Receipt of the above Notice of Award is hereby acknowledged Bv this _ day of , 2011. Title Ccrntr�ct # t)3 t„�Ci i 2 [3ud��t ixin� I#em # 4C?�,Ca�.914`iSa�36�lt�U � � � �.,� �.� �° �� 1'�(�+TIC'� OF AV1rARL� Date: April 1�`',, 2Q t 2 'T"o: Fadi Gk�aar�n's Seari�d�c� Tecbrac�lca�i�s l !� Camela�t Dr Qttawa, C3A�i i 1111 f�c��; �..31,ll,jetcx Th� flr�vnerx having duty c:�ansiri�r�3 th� i�rapc�sal submitted �an S��t�mber ��`"� �lJl 1 f+nr the �rprir ar purch�se caveced by the �'c�ntra�t ik�cument tittc�i "Int�lli�;ent Vic��-Basc�.i Surveilf��ce �yst�m fc�r As�aeniP�t�Cin G�au�nty Aispcart", and i# appe�arin� that th� pz�apcasal i:� in the best int�rc��t caith� Uwner, the affer in y�aur P�pc►�al is here:by ac,4c;�,�pt+�d, [n acc;vrc��nc� with th� terms t�t tt�� Cantract I�Cacument�, yc�u are re�uir�i ta execute th+� A�re�ernent in c�nc cari�,in�l r�f cantr�ct wit�in t�°�i ( I{?j u�ns�cuti�� days fro�n thi� Nc�tic� c�fAw�rd. In additian yc�u are r�uir� tr� furnish in th� said timc, �'er�ificates c��in�uranc� �vid�ncin�; cc�mpliance with the rc�uirement �c,r in�ur�n��: as statc�rl in the C'�rntract i�c��umcnts tc�: �u�tin ��vet A��istant Avia�icrn �►ir�ctvr-- C)p�ratic�ns an�i Faczlicie� Ct23:3 Ea�t Airpt�rt IZc�ad Aspen, �'t� � t �i t 1 Fax: "97�-429-18�2 PI`i'KI�I CC?t�l'�i`I'� �Y� �°' . ,,�� ._�.� ... tJ�ustin Havel, A�sistant Av �tic�n Girectur mm p�e,�ratican*� arad �'acilxti�s ��—�- --�:w �-�-�� :�:� ��AC'C'E�'TAI�I+�� t�F NC�iI�'��.��-�,��w--�.�.4�� i caf ve S�lcatic� c�f.Av��rci i� �er�by �c�knawl�l�;�i � �..�.,�..4�� __....�.w._.. �.___� �l�x__.�_c,�t�i�Lti�is 17 d�y c��,..arlf�.� r � � — ---_ �O�t1. °I"itle. V,p _..��'r.��t^.�. � G��na cJ`� i.... . . . .. _..._. � - � _ _. .. . __...W�,. .: Contract # 031.2012 Budget Line Item # 404.69.91475.8600 �� .*�; �� ; �. �,, �� _ . +� NOTICE TO PROCEED DATE: April 26, 2012 TO: Fadi Ghourani Searidge Technologies 19 Camelot Drive Ottawa, ON 11111 FROM: Pitkin County Aspen, Colorado 81611 Rev.8.28.11 jaa/js You are hereby authorized to proceed on April 26th, with the work covered by Pitkin County Contract #031.2012 . All required permitting should be approved and on site prior to commencement of work. _�--� By: Dustin Havel, Assistant Aviation Direct — Operations and Facilities a ! .� .. ... .. . ... . . _.. _.."___.._ . Service Contract # 031.2012 Budget Line Item # 404.69.91475.8600 �� _ �� ; ,,�° a � �� °�� Reu 8.2911 jaa/js CONTRACT FOR PROVISION OF SERVICES Intelligent Video-Based Surveillance System for Aspen/Pitkin County Airport (the "Airport") THIS CONTRACT ("Agreement") is made and entered by and between the Pitkin County Board of County Commissioners ("County") and Searidge Technologies Inc. (hereinafter "Contractor"). 1. Term. The term of this Agreement is from January 20, 2012 to December 31, 2013, unless sooner terminated in accordance with the terms hereof. At the expiration of the initial term, the Agreement may be extended for an additional term of four years by the express written consent of both parties. 2. Contractor's Obli atg ions. Contractor shall provide qualified labor, all materials, training and appropriate equipment (including hardware and software) necessary to complete task orders set out in Contract # 031.2012 ( a copy of such task orders is annexed hereto), and any other services and materials together with any applicable compensation that may be detailed in separate task orders as mutually agreed from time to time in writing by the parties hereto. The scope of services collectively described in the task orders may be referred to herein as the "Work" or the "Project". 3. Compensation and Expenses, Invoicin ,�Pavment and Offset. The County shall compensate Contractor for its Work in accordance with the Project Budget and Schedule set out in Contract # 031.2012, Paragraph 2. By contract or amendment, the County and Contractor may reallocate the budget among Project tasks if the total budget amount remains unchanged. Contractor shall invoice for the Project monthly based on hours worked, with payment expected within thirty (30) days of invoice, but any payment by the County may be offset by any amount the Contractor owes the County for any reason. Payment of ten percent (10%) will be withheld by the County until the Contractor's obligations are completed. In the event the Contractor incurs time and expenses in excess of the total compensation stated above, no compensation for said time and expenses shall be required to be paid by the County without written amendment to this Agreement executed by the County. 4. Ownership, Use, Confidential Information and Insolvencv. A. Ownership. Except for the Software described below, drawings, specifications, guidelines and other documents prepared by Contractor in connection with this Agreement shall be owned exclusively by the County, and shall be provided to the County in hard copy and native format. However, Contractor shall have the right to utilize such documents in the course of its marketing, professional presentations, and for other business purposes. Except for the Software described below, Contractor assigns to County the copyrights to all Work prepared, developed, or created pursuant to this Agreement, including the right to: 1) reproduce or modify the work; 2) prepare derivative works; 3) distribute copies to the public; 4) perform the works publicly; and 5) to 1 �. _ ._._ �isplay the work publicly. Agreement for marketing business purposes. Contractor shall have right to use materials produced in the course of this purposes and professional presentations, articles, speeches and other Upon completion and payment of each task order, County shall own the hardware installed as part of that task order. However County ownership of Work and hardware does not extend to Contractor's proprietary software, including any of Contractor's proprietary software, IntelliDAR, developed and installed as part of the Project, which County will own upon completion and installation of each applicable task order. Contractor's proprietary software, including IntelliDAR, shall be referred to herein as "Software". As it relates to the Software, County acknowledges that the Software and user documentation contains proprietary and confidential information of Contractor and its third party suppliers. Use. Contractor hereby grants to County a fully paid-up, royalty-free, non-exclusive irrevocable, perpetual license to use the Work, Software and IntelliDAR for Airport purposes as contemplated by Contract # 031.2012. Upon request from County, Contractor shall provide all documentation and licenses, information, materials and assistance reasonably required by County to exercise the rights and licenses granted herein, including any additional licenses needed for new developments or additions made by Contractor in connection with regular updates (not upgrades) of the Software as required for system maintenance for a period of five (5) years from the date the Project has received final site acceptance testing in accordance with the task orders annexed hereto. Such date shall be memorialized in a writing between the parties. Contractor has obtained (or will obtain, prior to the County's use) all necessary rights and licenses for any third party materials, information, technology and methods owned by any party other than Contractor, which are incorporated into the Work or are utilized in connection with the Contractor's performance of its obligations under this Agreement ("Third Party Materials"). Contractor shall provide to or obtain for County all rights and licenses necessary for the County to use the Third Party Materials for Airport purposes. Contractor shall (i) assign or transfer to County such rights and licenses in and to the Third Party Materials as may validly be assigned or transferred by the Contractor to the County, (ii) acquire for the County a direct grant of rights or a license to the County in and to the Third Party Materials, (iii) sublicense to the County rights and licenses in and to the Third Party Materials, or (iv) take such other action as may be necessary for the County to have the rights and licenses to use the Third Party Materials for the Airport purposes. All rights, title and interest in and to the Software and related user documentation, other than those expressly granted to County, shall remain vested in Contractor or its third party suppliers, as applicable. This Agreement does not grant the County any rights to patents, copyrights, trade secrets, trade names, trademarks (whether registered or unregistered) in respect of the Software or related user documentation, except as expressly set out herein. County shall not, and shall use reasonable efforts to prevent others from copying (except to make one (1) copy of the Software for non-productive backup and disaster recovery purposes only), translating, modifying, creating derivative works, reverse engineering, de-compiling, encumbering or otherwise using the Software except as specifically authorized in this Agreement or otherwise by Contractor. County shall not rent, sell, assign, re-license or otherwise transfer the Software, nor use the Software on a time- sharing basis or for the benefit of third parties. B. Disclosure of Confidential Information. The Software and related user documentation, shall be kept in confidence by the County using the same degree of care it uses for its own confidential information, but in any event not less than a reasonable degree of care, and the 2 County shall not disclose such information to third parties nor use it except to carry out the purposes of this Agreement. All other information of either party which is marked "confidential", "proprietary" or the like shall be kept in confidence by the receiving party using the same degree of care such party uses for its own confidential information, but in any event not less than a reasonable degree of care, and the receiving party shall not disclose such information to third parties nor use it except to carry out the purposes of this Agreement. This obligation of confidentiality shall not apply to information which: (i) is or becomes in the public domain through no breach by the receiving party, (ii) is previously known or independently developed by the receiving party, (iii) is learned by the receiving party from a third party entitled to disclose it, or (iv) is required to be disclosed by operation of law. Notwithstanding anything in this paragraph, Contractor acknowledges any documents it supplies to the County under this Agreement may be subject to public inspection and copying under the Colorado Open Records Act, C.R.S. § 24-72-201 et seq., unless exempt from public disclosure by law. Insolvency. During the term of this Agreement or during the Warranty Period (defined below), should Contractor become insolvent, bankrupt or otherwise unable to perform the Work described in this Agreement, Contractor hereby grants to the County or its assigns, the right to access, use or otherwise utilize Contractor's Software, IntelliDAR and any related source code for the purpose of maintaining or operating the Project, ar transferring the maintenance and operation of the Project to a contractor or subcontractor. 5. Pitkin Countv's Obli at�ons. Pitkin County shall administer this Agreement through a County Representative. Dustin Havel, Assistant Aviation Director — Operations & Facilities will manage the project as the County's Representative. In the event that Dustin Havel is not available, Fil Meraz, Airport Operations Coordinator shall assume the County Representative's duties. The services provided and products delivered by the Contractor under this Agreement will be subject to review by the County's Representatives, or a designee, for compliance with Contractor's obligations prior to final payment. 6. Termination Prior to Expiration of Agreement Term. The County has the right to terminate this Agreement, with or without cause, by giving written notice to the Contractor other of such termination and specifying the effective date thereof. Such notice shall be given at least ten (10) days before the effective date of such termination. In such event all finished or unfinished documents, data, studies and reports, except for the Software and related user documentation, prepared by the Contractor pursuant to this Agreement shall become the County's property. Contractor shall be entitled to receive compensation in accordance with the Agreement for any satisfactory work completed pursuant to the terms of this Agreement prior to the date of termination. Not withstanding the above, Contractor shall not be relieved of liability to the County for damages sustained by the County by virtue of any breach of the Agreement by the Contractor. 7. Independent Contractor Status. A. The parties to this Agreement intend that the relationship between them contemplated by the Agreement is that of independent contractor. Contractor, and any agent, employee, or servant of Contractor shall not be deemed to be an employee, agent, or servant of Pitkin County. B. Contractor is not required to offer his services exclusively to Pitkin County under this Agreement. Contractor may choose to wark for other individuals or entities during the term of this Agreement, provided that the basic services and deliverable products required under this Agreement are submitted in the manner and on the schedule defined under this Agreement. 3 C. Contractor warrants that all work produced will conform to all applicable industry standard of care, skill and diligence in the performance of Contractor's obligations under this Agreement. D. Contractor shall not attempt to oversee or supervise the work or actions of any Pitkin County employee, servant or agent in the course of completing work under this Agreement. E. Contractor is not entitled to any Workers' Compensation benefits through Pitkin County and is responsible for payment of any federal, state, FICA and other income taxes. 8 Assignabilitv. This Agreement is not assignable by either party. Any use of subcontractors by the Contractor for performance of this Agreement must be accepted in writing by the County. 9. Binding Arbitration. Any disputes arising out of this Agreement shall be subject to binding arbitration. The parties agree that any disputes concerning the terms and conditions of this Agreement shall be submitted and finally settled by arbitration. Arbitration shall be conducted pursuant to the rules of the American Arbitration Association and shall be presided over by the Pitkin County Hearing Officer appointed to arbitrate Pitkin County contract disputes. Costs of the arbitration shall be awarded to the substantially prevailing party. 10. Severabilitv. In the event that any provision of this Agreement shall be held to be invalid or unenforceable, the remaining provisions of this Agreement shall remain valid and binding upon the parties hereto. 1 1. Inte�ration and Modification. A. This Agreement, including the related task orders, represents the entire and integrated agreement between the County and the Contractor and supersedes all prior negotiations, representations, or agreements, either written or ora1. This Agreement may be amended only by written agreement signed by both the County and the Contractor. B. The County may, from time to time, request changes in the scope of services of the Contractor to be performed hereunder. Such changes, including the increase or decrease in the amount of the Contractor's compensation, which are mutually agreed upon between the County and the Contractor, shall be in writing and upon execution shall become part of this Agreement. 12. Indemnitv. A. The Contractor agrees to indemnify, hold harmless and, not excluding the County's right to participate, defend the County, its subsidiary, parent, associated and/or affiliated entities, successors, or assigns, its elected officials, trustees, employees, agents, volunteers, and any jurisdiction or agency issuing permits for any work included in the project, hereinafter referred to as indemnitee, from: (i) all suits and claims, including attorney's fees and cost of litigation, actions, loss, damage, expense, cost or claims of any character or any nature arising out of the Work done in fulfillment of the terms of this Agreement; (ii) or on account of any act, claim or amount arising or recovered under workers' compensation law; (iii) or arising out of the failure of the Contractor to conform to any statutes, ordinances, regulation, law or court decree; (iv) or arising out of a breach of Contractor's warranties set out in Section 13 below or otherwise out of any claim of alleging that the Wark, Software or IntelliDAR infringes the intellectual property rights or other proprietary rights of any third parties as described in 4 . " .�.".__. .. . ....._ . ..___—_ aW��lilYii —"'- _ ' - _ .._._ _.__. . _ _ "" __ _"' /Ix�W�eYfi111fIfWWWItlY1'IiIY Section 13 below; (v) or if the County's rights and interests provided under this Agreement with respect to the Work, Software or , IntelliDAR or any Third Party Materials and the intellectual properly rights therein are at anytime determined by a court of law or other competent authority to be invalid, ineffective or impaired in any material respect. It is agreed that the Contractor will be responsible for primary loss investigation, defense and judgment costs where this agreement of indemnity applies. In consideration of the award of this Agreement, the Contractor agrees to waive all rights of subrogation against the County its subsidiary, parent, associated and/or affiliated entities, successors, or assigns, its elected o�icials, trustees, employees, agents, and volunteers for losses arising from the work performed by the Contractor for the County. B. The Contractor further shall investigate, process, respond to, adjust, provide defense for and defend, pay or settle all claims, demands, or lawsuits related hereto at its sole expense and shall bear all other costs and expenses related thereto, even if the claim, demand or lawsuit is groundless, false or fraudul e n t. C. The Contractor's obligations pursuant to this Section 12 shall be subject to the following: (i) the County shall furnish prompt written notice to the Contractor of any claim for which indemnity is or may be sought provided that failure to so notify the Contractor shall not relieve the Contractor of any liability it may have to the County; (ii) the County shall provide reasonable assistance to the Contractor, at the Contractor's cost and expense, in connection therewith; and (iii) any settlement that requires County's consent shall not be unreasonably withheld or delayed by County. If a claim pursuant to subsection 12.A.(iv) or subsection 12.A.(v) for which Contractor is obligated to indemnify County is made or arises, Contractor may at its option: (A) modify or replace the applicable Work or Software or part thereof so that they are no longer infringing but provide equivalent functionality, (B) substitute fully equivalent non-infringing Work or Software, or (C) obtain the right for County to use such Work or Software upon terms that are commercially reasonable to both parties but without charge to County. Furthermore, the Contractor shall have no liability or other responsibility under this Section 12 in respect of any claim for indemnity if such claim results from unauthorized modification, misuse or improper combination of the Work or Software or Third Pariy Materials by the County. D. Except for the Contractor's indemnification obligations resulting from claims pursuant to subsection 12.A.(iv) or subsection 12.A.(v), for which there shall be no limit on liability: (i) the Contractor shall not be liable for incidental, consequential or exemplary damages with respect to, arising out of, or in connection with, this Agreement; and (ii) the Contractor's liability hereunder shall not exceed the total amount to be paid by County to the Contractor hereunder. 13. Insurance and Warrantv. Contractor and subcontractors shall procure and maintain until all of their obligations have been discharged, including any warranty periods under this Agreement are satisfied, insurance against claims for injury to persons or damage to property which may arise from or in connection with the performance of the work hereunder by the Contractor, its agents, representatives, employees or subcontractors. The insurance requirements herein are minimum requirements for this Agreement and in no way limit the indemnity covenants contained in this Agreement. 5 �'he County in no way warrants that the minimum limits contained herein are sufficient to protect the Contractor from liabilities that might arise out of the performance of the work under this Agreement by the Contractor, its agents, representatives, employees, or subcontractors. The Contractor shall assess its own risks and if it deems appropriate and/or prudent, maintain higher limits and/or broader coverages. The Contractor is not relieved of any liability or other obligations assumed or pursuant to the Agreement by reason of its failure to obtain or maintain insurance in sufficient amounts, duration, or types. A. Coverage and Limits of Insurance: Contractor shall provide coverage with limits of liability not less than those stated below. An umbrella and/or excess liability policy may be used to meet the minimum liability requirements provided that the coverage is written on a"following form" basis. 1. Statutory Workers' Compensation: Colorado statutory minimums a.Policy shall contain a waiver of subrogation against the County. b. This requirement shall not apply when a contractor or subcontractor is exempt under Colorado Workers' Compensation Act., AND when such contractor or subcontractor executes the appropriate sole proprietor waiver form. Minimum Limits: Coverage A (Workers' Compensation) Coverage B (Employers Liability) Statutory $ 500,000 $ 500,000 $ 500,000 2. Commercial General Liability — ISO 1CG 0001 form or equivalent (With County named additional insured) Minimum Limits: General Aggregate Products/Completed Operations Aggregate Each Occurrence Limit PersonaUAdvertising Injury Fire Damage (Any One Fire) Medical Payments (Any One Person) $ 2,000,000 $ 2,000,000 $ 1,000,000 $ 1,000,000 $ 50,000 $ 5,000 Coverage to include: � Premises and Operations � Explosions, Collapse and Underground Hazards � Personal / Advertising Injury � Products / Completed Operations � Liability assumed under an Insttred Contract (including defense costs assumed under contract) � Independent Contractors C� i. �- s__.... .. ._.__.._.._'e_... _...�-...._W ...._ _._'"___'._... ..._ ._.-__ _..__ I'"��IM Q Designated Construction Projects(s) General Aggregate Limit, ISO CG 2503 (1997 Edition or equivalent) � Additional Insured—Owners, Lessees or Contractors Endorsement, ISO Form 2010 (2004 Edition or equivalent) � Additional Insured—Owners, Lessees or Contractors Endorsement, ISO CG 2037 (2004 Edition or equivalent) � The policy shall be endorsed to include the following additional insured language on the Additional Insured Endorsements specified above: "County, its subsidiary, parent, associated and/or affiliated entities, successors, or assigns, its elected officials, trustees, employees, agents, and volunteers named as an additional insured with respect to liability and defense of suits arising out of the activities performed by, or on behalf of the Contractor, including completed operations". 3. Auto Liability: Bodily injury and property damage for any owned, hired, and non- owned vehicles used in the performance of this Agreement. Minimum Limits: Bodily Injury/Property Damage (Each Accident) $ 1,000,000 4. Special Coverages(check as appropriate and insert amount): ❑(1) Performance Bond $ �Labor and Material $ ❑Payment Bond $ ❑(2) Professional Errors and Omissions $ 2,000,000 ❑(3) Aircraft Liability ❑(4) Owner's Protective ❑(5) Builder's Risk ❑(6) Boiler and Machinery ❑ (7) Loss of Use Insurance ❑(8) Pollution Liability ❑(9) Crime, including Employee Dishonesty Coverage, or Fidelity Bond B. Proof of Insurance: 1. Each insurance policy required by the insurance provisions of this Agreement shall provide the required coverage and shall not be suspended, voided or canceled except after thirty (30) days prior written notice has been given to the County, except when cancellation is for non-payment of premium, then ten (10) days prior notice may be given. Such notice shall be sent directly to the County (through the County's Risk Department). If the insurance carrier will not provide the required notice, the Consultant/Contractor and or its insurance broker shall notify the County of any cancellation, or reduction in coverage or limits of any insurance within seven (7) days of receipt of insurers' notification to that effect. Simultaneously with the Certificates of Insurance, the Contractor shall file with the Procurement Officer a certified statement as to claims pending against the required coverages, reserves established on account of such claims, defense costs expended and amounts remaining on policy limits. 7 ..._ ____ _ wr� 2. In addition, these Certificates of Insurance shall contain the following clauses: a. The Contractor's insurance shall be primary and non-contributory with any insurance or self-insurance purchased by the County. b. The insurance companies issuing the policy or policies hereunder shall have no recourse against the County of Pitkin for payment of any premiums or for assessments under any form of policy. c. Any and all deductibles or self insured retentions in the above-described insurance policies shall be assumed by and be for the amount of, and at the sole expense of the Contractor. d. Location of operations shall be: "all operations and locations at which work for the referenced Project is being done." 3. Certificates of Insurance for all renewal policies shall be delivered to the County's Representative at least fifteen (15) days prior to a policy's expiration date except for any policy expiring on the expiration date of this Agreement or thereafter. 4. The County reserves the right to request and receive a copy of any policy and any policy endorsement at any time during the term of this Agreement. C. Warranty: 1. Contractor shall provide Software and IntelliDAR updates required for Project maintenance free of charge for a five year period following County acceptance of each task order (the "Warranty Period"). 2. Contractor warrants and represents that: a. to the knowledge of Contractor, the Software, and IntelliDAR and any Third Party Materials are original to the Contractor or its subcontractors or third party suppliers, and do not infringe the intellectual property rights or proprietary rights of any third party; b. to the knowledge of Contractor, the County's proper use of the Work, Software, and IntelliDAR and any Third Party Materials described in this Agreement shall not infringe the intellectual property rights or proprietary rights of any third party; and c. to the knowledge of Contractor, the performance by the Contractor of its responsibilities under, pursuant to, or arising from this Agreement shall not infringe the intellectual property rights or proprietary rights of any third party. 14. Exemptions and Preferences. All purchases of construction or building or any other materials for this Agreement shall not include Federal Excise Taxes or Colorado State or local sales or use taxes. Pitkin County is exempt from such taxes under registration numbers 98-02624 and 84-78000- SK. 0 15. Records. The Contractor shall maintain comprehensive, complete and accurate books, records, and documents concerning its performance relating to this Agreement for a period of three (3) yeaxs after final payment under the Agreement and the County shall have the right within the three (3) year period to inspect and audit these books, records and documents, upon demand, in a reasonable manner and at reasonable times, for the purpose of determining, by accepted accounting and auditing standards, compliance with all provisions of the Agreement and applicable law. 16. A�reement Made in Colorado. The parties agree that this Agreement was made in accordance with the laws of the State of Colorado and shall be so construed. Venue is agreed to be exclusively in the courts of Pitkin County, Colorado. 17. Attorne, '�. In the event that legal action is necessary to enforce any of the provisions of this Agreement beyond the arbitration described in Paragraph 9, the substantially prevailing party shall be entitled to its costs and reasonable attorney's fees. 18. Governmental Immunitv. Contractor agrees and understands that Pitkin County is relying on and does not waive, by any provision of this Agreement, the monetary limitations or terms (presently $150,000 per person and $600,000 per occurrence) or any other rights, immunities, and protections provided by the Colorado Governmental Immunity Act, § 24-10-101, et seq., C.R.S., as from time to time amended, or otherwise available to Pitkin County or any of its officers, agents or employees. Further, nothing in this Agreement shall be construed or interpreted to require or provide for indemnification of the Contractor by the County for any injury to any person or any property damage whatsoever which is caused by the negligence or other misconduct of the County or its agent or employees. 19. Current Year Obligations. The parties acknowledge and agree that any payments provided for hereunder or requirements for future appropriations shall constitute only currently budgeted expenditures of Pitkin County. Pitkin County's obligations under this Agreement are subject to Pitkin County's annual right to budget and appropriate the sums necessary to provide the services set forth herein. No provisions of the Agreement shall constitute a mandatory charge or requirement in any ensuing fiscal year beyond the then current fiscal year of Pitkin County. No provision of the Agreement shall be construed or interpreted as creating a multiple-fiscal year direct or indirect debt or other financial obligation of Pitkin County within the meaning of any constitutional or statutory debt limitation. This Agreement shall not directly or indirectly obligate Pitkin County to make any payments beyond those appropriated for Pitkin County's then current fiscal year. No provisions of this Agreement shall be construed to pledge or create a lien on any class or source of Pitkin County's moneys, nor shall any provision of this Agreement restrict the future issuance of Pitkin County's bonds or any obligations payable from any class or source of Pitkin County's money. 20. Notice. Any written notice required by this Agreement shall be deemed delivered through any of the following: (1) hand delivery to the person at the address below; (2) delivery by facsimile with confirmation of receipt to the fax number below; or (3) within three (3) days of being sent certified first class mail, postage prepaid, return receipt requested addressed as follows: A. To Pitkin County: Dustin Havel Assistant Aviation Director 0233 East Airport Road with copies to: Pitkin County Attorney's Office 530 E. Main Street, #302 0 Aspen, Colorado 81611 Fax: 970-429-1892 B. To Contractor: Fadi Ghourani ATM/Airport Technology Searidge Technologies Inc. 19 Camelot Dr Ottawa, ON 11111 Fax: 613-822-8009 Aspen, Colorado 81611 Fax: (970) 920-5198 21. Ille�al Aliens — Public Contracts for Services. In conformance with the provisions of C.R.S. § 8-17.5-101 and 102, as amended; A. Contractor shall not knowingly employ or contract with an illegal alien to perform work under the public contract for services. B. Contractor shall not enter into a contract with a subcontractor that fails to certify to the contractor that the subcontractor shall not knowingly employ or contract with an illegal alien to perform work under the public contract for services. C. Contractor has confirmed the employment eligibility of all employees who are newly hired for employment to perform work under the public contract for services through participation in either the E-Verify Program or the Department Program. D. Contractor shall use either the E-Verify Program or the Department Program procedures to undertake pre-employment screening of job applicants while the public contract for services is being performed. E. Should Contractor obtain actual knowledge that a subcontractor performing work under the public contract for services knowingly employs or contracts with an illegal alien, Contractor shall be required to: 1. Notify the subcontractor and the County within three days that the contractor has actual knowledge that the subcontractor is employing or contracting with an illegal alien; 2. Terminate the subcontract with the subcontractor if within three days of receiving the required notice the subcontractor does not stop employing or contracting with the illegal alien; except that the contractor shall not terminate the contract with the subcontractor if the subcontractor provides information to establish that the subcontractor has not knowingly employed or contracted with an illegal alien; F. Contractor shall comply with any reasonable request by the department made in the course of an investigation that the department is undertaking pursuant to C.R.S. 8-17.5-102(5). I�1 WITNESS WHEREOF, the parties have executed this contract as of the date first set out herein above. CONTRACTO • By: � \ �2 x ��v 1 c� � Title V� �,�`� � G�c f I(�0 �' ��'1 t�1 O l 4 � Date r � C d�F �� PITKIN COLINTY, COLOR.ADO: : : : '"�—T �/ Dustin Havel, Assistant Aviation Director Date Jon Peacock, County Manager Date 11 � � . � � • ■ intelligent �deo Sunreillance System —ASE Solution and Project Methodology Overview Submitted to: � ��`�� ii�� ;�°�`�f ;, ,; ;� �:;?tr�tt¢v�;+..av t��crnaar n�,ttwr.�x�t on April 12, 2012 THIS DOCUMINT IS THE PROPERTY OF SEARIDGETECHNOLOGIES INC. This document and the ideas, concepts, approaches and technical descriptions conteined herein aze the property af Searidge Technologies Inc. Unauthorized reproduction or use is strictly prohibited The contents are not to be published or disclosed to arry third party without the prior written consent of Searidge Technologies Inc. Any published reproduction, in whole or in part, must include this legend. 1 2 �� EAR1ClC:E TE G'tiNCJLCICiCE S Intelligent Video Surveillance System —ASE Solution and Project Methodology Overview Table of Contents 1 ASE Intelligent Video Surveillance System Overview............ 1.1 IntelliDAR Airport Surueillance PlatForm — Overview..... 1.1.1 Sensor Coverage ...................................................... 1.2 HMI: Human Machine Interface & Automation/Alarming 1. 2.1 Ove nri ew . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1.2.2 HMI Development Process .....................................:. 1.2.3 HMI Features ............................................................ 2 Project Engineering Activities ................................................. 3 Project Deliverables ............................................................... 4 IntelliDAR Customizatian -ASE ............................................. 5 Pricing ..................................................................................... 5.1 System Hardware List ..................................................... 6 Project Methodology ............................................................... 6.1 Task Order Breakdown .................................................. 6.1.1 Task Order Number 1 .............................................. 6.1.2 Task Order Number 2{Spiral 1) .............................. 6.1.3 Task order number 3{Spiral 2) ............................... 6.1.4 Task order number 4(Spiral 3) ............................... 6.2 Project Timeline ............................................................. 7 Additional Product Information ............................................... 7.1 IntelliDAR Intelligent Video Platform .............................. 7.1.1 Overview .................................................................. 7.1.2 Intelligent Vdeo ........................................................ 7.1.3 Features and Advantages ........................................ 7.1.4 System Feature Overview ........................................ 7.1.5 Sensor Support ........................................................ 7.1.6 Data Integrity ............................................................ 7.1.7 Supported Sensors ................................................. 7.1.7.1 Megapixel Video Sensor (Fixed or PTZ)........... 7.1.7.2 Thermal Video Sensor (Fixed or PTZ} ............... 7.1.8 Camera Enclosure Hardware ................................... 7.1.9 System Processing Modules ................................... 7.1.10 Redundancy & Scalability ..................................... 7.1.11 System Maintenance ............................................. 2 Of 29 Confidential .........................4 ......................... 5 ......................... 5 ........:................ 6 ......................... 6 ......................... 6 ..........................7 ................:...... 10 ....................... 11 ........................12 ....................... 14 ....................... 15 ....................... 15 .......................16 ........................17 .......................17 ...:....................18 ........................19 ....................... 19 ........................ 2a ....................... 20 ....................... 20 ........................ 21 ........................ 22 ........................ 24 ........................ 25 ........................ 26 ....................... 27 ........................27 ........................ 27 ........................ 27 ........................ 28 ........................ 29 ........................ 29 April 12, 2012 1 3 �3 �� p� A� p�� Intelligent Video Surveillance System —ASE �� c r+ N � � a c� ��. s Solution and Project Methodology Overview Executive Summary This document provides a high level overview of the Intelligent Video Surveillance System proposed forAspen/Pitkin County Airpart {ASE); as well as the project methodology that will be used during system development and final product delivery. The first part of the document describes the core technologies that comprise the system and the development process: • Thermal Imaging Sensors • Searidge Intelligent Video Engine: IntelliDAR PlatForm • Searidge Custom Developed HMI: Enhanced Airport Vision Display (EAVD} The second part of the document provides a high level overview af the project deliverables, engineering activities, pricing and methodology that will be implemented by Searidge during the delivery of the final system. Also included is a description of a proposed task order breakdown of the various stages of the project along with the payment milestone amounts associated with each task order. All project task orders shall be completed by November 2012, where a turnkey system shall be delivered to ASE. The total project cost shall be $325,000.00 USD. Sofiware updates, required for system maintenance shall be provided free of charge for a five year period following acceptance of each task order. 3 Of 29 Confidential April 12, 2012 1 4 �'� .. ..... ._._...._u.. YYYIYB�9Y�_�OrRltlYir .._ .._.._. _ . _ . .. _. .. �_ .�__._.�. ._...__. _.._. ....I((�lIYlYX ��, q p� p�� Intelligent Video Surveillance System —ASE r� r_ t-� �, c� �_ � � �� s Solution and Project Methodology Overview 1 ASE Intelligent Video Surveillance System Overview It is understood that currently there exists a safety concern at the Aspen/Pitkin County Airport (ASE): where unauthorized passengers and vehicles enter Taxiway A(movement area) from the apron area (non-movement area). The proposed solution to this problem is a deployment of an Intelligent Video Surveillance System (IVSS) based on the Searidge IntelliDAR Airport Surveillance and Airport Vision Display Platforms. The proposed system will posses the functionality to constantly monitor the movement area line and automatically alert the operator for any human or vehicle intrusions into the movement area. The final IVSS solution for ASE will be comprised of three components: • Thermal imaging sensors • inteliigent Video Engine: Searidge IntelliDAR Airport Surveillance Platform • Custom Developed HML Searidge Enhanced Airport Vislon Display Platform 4 Of 29 Confidential April 12, 2012 1 5 � � . ..._._.. ._ ._.....w ... Wmririw � �c�, � q, �� p�� Intelligent Video Surveillance System —ASE T E � N N o��, � �� s Solution and Project Methodotogy Overview 1 ASE Intelligent Video Surveillance System Overview It is understood that currently there exists a safety concern at the Aspen/Pitkin County Airport (ASE}: where unauthorized passengers and vehicles enter Taxiway A(movement area} from the apron area (non-movement area}. The proposed solution to this problem is a deployment of an Intelligent Video Surveillance System (IVSS) based on the Searidge IntelliDAR Airport Surveillance and Airport Vision Display PlatForms. The proposed system will posses the functionality to constantly monitor the movement area line and automatically alert the operator for any human or vehicle intrusions into the movement area. The final IVSS solution for ASE wili be comprised of three components: • Thermal imaging sensors • Intelligent Video Engine: Searidge IntelliDAR Airport Surveillance Platform • Custom Qeveloped HMI: Searidge Enhanced Airport Vision Display Platform 4 Of 29 Confidential April 12, 2012 1 6 � 1 ___.�.�_ _ _ � . __ n.� }� +,� �,�q � � p � � Intelligent Video Surveillance Sysiem —ASE iSa�/'" T E � r� r� g � � �� s Solution and Project Methoddogy Overview 1.2.3 HMI Features 7 Of 29 Scalable Vector Graphics The HMI map uses Geographical Information files stored as .SVG format. This allows for offline configuration and editing of the map file and yields the highest quality imaging at all times. SVG ensures that display quality is maintained across all workstations regardless of screen resolution, current view, zoom levels etc. All map information is stored in layers of information which can contain text, shapes, colored areas, lines and more. The following images demonstrate two different levels of zooming on the same display in order to demonstrate clarity of information regardless of zaoming. Confidential April 12, 2012 1 � 1� �� E,�, �( p�,�,, � Intelligent Video Surveillance System —ASE T E 4 N N a � a�= c s Solution and Project Methoddogy Overview 3D Navigation The HMI supports 3D navigation of the airport map which allows free movement to view the situation from every angle. One such use is to allowthe operatorto virtually "stand" in the place of the camera to allow better context for movement of targets. 8 Of 29 Confidential April 12, 2012 1 8 _ _ ,...,�...... _ _. . ��" c� � p, �� p,�,.� � Intelligent Video Surveillance System —ASE �l� T E � H c� o � o U� L a Solution and Project Methodalogy Overview Alarming — Intrusions into Secure Area Alarming can be generated using a variety of rules such as entry/exit into a geographic area. Specific "secure areas" could be configured such that any human crossing a fence, virtual line or entering a region could: • Trigger an alarm • Initiate video recording for the incident • Automatically pan/tilUzoom and track the target Searidge shall customize the alarming feature of the ASE HMI taking into account site restrictions, target classification, alarm triggers and system perFormance under real-world conditions. 9 Of 29 Confidential April 12, 2012 1 9 }� ,,r^�., �,�q p � � � � Intelligent Video Surveillance System -ASE �'" T e c H N o� ��+ c s Solution and Project Methodology Overview 2 Praject Engineering Activities The following table provides a breakdown of all project engineering activities. Activities are broken down in number of engineering blocks which are equivalent to 5 days wo�th of engineering services. This represents a blend of the required engineering support, project management and quality assurance. M• • N• � � ! Site survey ' Site visit to identiiy camera install � '; locations and establish preliminary ' requirem ents --------- - ---- -- --- ----- — -- ---�----- --- _--- - - � Gritical Design Review , In collaboration with ASE , Searidge will ! conduct a Critical Design review (CDR). ' ; This will include initial system design and i � requirements. ._ � Pro�ect Documentation DocumentaUon to demonstrate I ; specifications, functionality and use of the : 4� , � system: • CDR Package Documentation ' • Factory Acceptance Test (FAT) results document ' • Site Acceptance Test (5AT) results ' ' document • Operator and Maintenance Manuals , • Training Course Syllabuses i---- -... - -- --- ----- —�- -------- --- ----- --------- � _ ____, Factory Acceptance Test ! Factory acceptance testing, of the final , �(FAT) version of the system software, prior to 1'; shipment to ASE _. - ; Installation 5upport and , Management and delivery of hardware i ;CameraAdjustment ;installation, avil works, system calibration ; ' iand camera adjustments ---.. � _ _ - _ -- - . _ Spiral Sofiware Iterati�e system software development ; g; ; f�;velopment ', and testing (v.0.5, v.0.75 & v.1.0). This i will include feedback meetings between Searidge and ASE as well as refinements : to system design and requirements. _ __ ... _ ... . , Site Acceptance Test Once the system is deployed, Searidge ;(SAT) '; will administer a Site Acceptance Test in ;�; cooperation with ASE to accept the system . 10 Of 29 Confldential April 12, 2012 2 0 . . .rrlYl -�-�-�il " /�' +.,�r�, � �q � � p ,�,x � Intelligent Video Surveillance System -ASE .'�/" 7 E � fi � c� � a�!� s Solution and Project Methoddogy Overview 3 Project Deliverables . .• . i 5ite survey Site visit to identify camera instafl location and establish ; preliminary requirements - -_ -. _ .. . . IntelliDAR Intelligent • IntelliDAR software 6-Channel license Video Platform • IntelliDAR sofiware license for remote maintenance module • IntelliDAR processing servers , � • Intrusion detection and alarming _ _ __ Enhanced Airport � • EAVD software, 1-Seat, license i�sion Display • Custom developed HMI particular to ASE I(EAVD) Plaiform � • Dispiay Workstation ,. - -- -- -- i Customized • Custom adaptation of the IntelliDAR software I Intrusion Detection platform to meet final system requiremerrts for � and Alarming � the Intelligent Udeo-Based Surveillance System % i Module for ASE - ---__ _ PP . -- --- � ', Camera Installation Su ort for onsite installafion, calibration and ; adjustment of cameras ' ; Operator Training Training for operations personnel in the use of the ; system. __ _ - _- - � ;Archiving Archiving of all ASTERIX, track detection and intrusion ; detection data for future analysis and evaluation. ' -. -- _ -� ; First-Level Preventative and corrective maintenance training (Level i Response Training 1 response) for engineering personnel responsible for maintaining the system ; Documentation System design documents, training course syllabus i maintenance manual, operations manual and test result ; documentation. - . _.. _ ;ASE Roadmap Seandge shall meet with ASE to understand ali , operational challenges and propose a technology road ' , map; a report shall be produced and submitted to ASE. �—�--- ---- - ...._ _ ---- -------- ---- ; ' Feasibility 5tudy - A study investigating the ability of our system to be APU Monitoring used forAPU monitoring. : _-- _ --- - . _ -- � ; installation of Physical installatioNmounting of cameras and processing ', � cameras and hardware j processing hardware r �_ _..----- --r _.. _- ------- ----...__...._- -- -...__ - ----'. !;Airport power & � Power for components and communications infrastructure ; ; communications between system components ' infrastructure 11 Of 29 Confidential April 12, 2012 y/�" �� p�� ( p�, � Intelligent Vid� Surveillance System —ASE .7�,�,�" T E c: �+ �v n� fl � r e s Solution and Project Methodology Overview 4 IntelliDAR Customization - ASE The IntelliDAR Intelligent Video System is a robust, customizable platform with many features that allows each implementation to be configured to meet that customer's specific needs. The system's modular design is ideal for future expansion, and the ability to add or remove features makes the system adaptable to changing needs. The table below outlines the features currently included with the customized ASE - IntelliDAR Intelligent Video System, while the second table outlines optional enhancements that are available for future implementation. Included features: . Live Map Real-time location of all aircraft, vehides, human and even alerts for wildlife on the airport surtace on a top-down geographic context. Contextual �deo Thumbnails showing video of a maving object can be displayed on the live map. Vehide / Human Determine presence of objects in the coverage Presence area all the way down to the size of a person. Wing-Tip Incursion Notification ofwhen a vehicle has breached authorized travel areas. Restricted Zone / Alarming mechanism for unauthorized entry into Control Zone secure areas (human, vehicle or other) or (RZ/CZ) unauthorized exit of secure areas 12 Of 29 Confidential April 12, 2012 2 2 /�' +,� � q � � p � � Intelligent Video Surveillance System —ASE 7�" T E ��+ ��- �� 5 Solution and Project Methodology Overview Optional enhancements (exclusionsj: Full surFace IntelliDAR radar-like view of entire airport surtace surveillance Wildlife Alerts Notification of the presence of animals (�ze of wildlife and notification will be based on number and position of sensors-to be determined during site survey). Airfleld Lighting Automation of aifield lighting based on traffic AutomaUan situation (fed by surveillance data. Vehicle Positive identification of vehicles employing GPS identification or RFID. APU monitoring Use of thermal sensorsand IntelliDAR to provide alerts for excessive idling. Contingency ATGGrade video platform providing a Tower application comprehensive view of the entire airtield. 13 Of 29 Confldential April 12, 2012 ,/+�" � �,�q � � p � � Intelligent Video SurveiNance System —ASE 7��N�� = �� U �� Solution and Project Methodology Overview 5 Pricing � . EnnatteeaAitpactVisiw, Disp�aytEAUDry Placr�rm 1 z�,iloo.ao $25,000.no 1•Seat�RV1J'�ieense trach�ded Cua#or»de�++�d EM11fDHMDi�Olay �`Trainir�g r�st-te�tR�e r�� ; Docr�nfai�+ Ir�kelliC►At12` Inietliaent Ydso Plaiform 1 S90,OOO.tiO 580,oQ0.d0 rn�� s-c�ranner t:�nse �br�t/1+�atic�r ' CAA (C�m�eta L7�taf4cqufs�iiarr) Gs�re i1�'tistOn'� Outpr,�': 14t�infena►xe Ncazr-Goo�r�fiwe Trackingw,ihASTERlKr�oorta Fast-te►�stt�apot� rr�lni,g Ts�g►afbn w,ih �9Vf}HMI Di�ay Sysi�m t3�acurr�efion pro�edt En9M�rmg Blacks 75 6,OOfY.00 $90,OOQ.00 S�e Sc�e)t C�ttcal� f�view f'�t�ct CMSCttna�nfaficsn: �KaEfat}�Acaepfenoe %sfing lrpfe�HOn 3upppt� end Camete Adjusfinenf �r�atScA^±±are D�veloprr�snt SAtiaA�ofai�ce T�sfJng TtAir�ng �f �n�rr'ttg5u�porf Syskam Heudw�u'e �,1 W.OQ, ln�i� f't�c�ssin9" �ener 2 5,10t}.00 $10�2q0.UQ 7f�nrWl linsrging Cume�tas {25 de9 FOSlj 5 13,700.U0 $66,50b.00 Uispl�yWeSr�tivn 1: �,7QO.QD $2,700:00 2�n�cctin�wt��rey t t,aoo.� $�,00a.00 K4(A+1�eit�Eet►at�c:e�ortsb� (8Pbrfj 1 1,2ftQ,00 31,20U.40 lYetwc�ctc Sl�`aft (24Pat? 1 6DO. Q0 S�U. DO Nlair�r�et�ptcA 1 80i1.OQ S90Q.Otl InskaNafian; Gmi wcrks, RPwer ar�d Camrns $25>OOD.00 trt3f�!!�d afCamel'�S and Pttaceasing NW Airpart PoWetend COmmuniGefiorrs ltikesfructure TCa48� $� Li�ing �i�en98 BIOCIfS (COSt t 5"•b} 4 2,475.fiQ $9,900.QQ 5�B Srirt� . Gnific,�tt�esgn fdev,a�w Sysfaritlttsf�etk�rt SdsAodepterrce Te� Trsk�tig ��.. ,." ,:, i,�.t �� Software updates, required for system maintenance shall be provided free of charge for a five year period following acceptance of each task order. 14 Of 29 Confidential April 12, 2012 2 4 �`_ r _ }� „ac�., � p � � � � � Intelligent Video Surveillance System —ASE ]�y�� r� c N�� U� �� s Solution and Project Methodology Overview 5.1 System Hardware List The following list provides details on the recommended hardware required for the Intelligent Video-based Surveillance System for ASE. The required hardware is subject to change post critical design review. � • + � Airtield Thermal Sensor (640x480 25 Deg FOV) 5 -- - — -I-- ----____ --- --- - __. . . -- IntelliDAR Processing Server 2 ----. _ _ -__ -- _ _- --- .. ' Processing ; Mamtenance Laptop 1 i Hardware F - ; Location KVM Console 1 � , . -- _ -- , - Network Switch 1 ( � .... . . Operator Posi�on t Display Workstation + LCD 1 6 Project Methodology For most complex and dynamic projects Searidge typicafly uses the spiral develapment methodology with a strong emphasis on the proof of concept stage and end user feedback. In many cases not a1J requirements are known at fhe start of the project and in these cases, we use a spiral project methodology which is critical to 'de- risk' the project: specifically, we look to address key technical risks eariy, and engage key stakeholders involved in the end use of the system with successive iterations of prototype HMI. Successive spirals focus on testing, metrics and quality performance. The following list demonstrates some key activities of the spiral development process starting with initial requirements and ending with an operational system: • Site survey to clearly understand current infrastructure and user working environment • Initial requirements gathering can include client visitto current operational site (Ottawa Intl Airport) and/or Searidge visit to client site for requirements workshop and demonstration of operational systems and operator displays • A scaled down version of the system can be deployed for one specific area to demonstrate system capabilities and generate userfeedback • Each spiral concludes with the latest iteration of the working position until final requirements are decided. Once final requirements have been defined Searidge can finalize development and testing off-site 15 Of 29 Confidential April 12, 2012 2 5 /�� +g ��q p�; ��, � I ntelligent Video Surve illance System — ASE .��" T �� N� R. � G> �� Solution and Project Methodology Overview • Once fully deployed Searidge will perform proof of performance testing and then scheduled site acceptance testing involving all critical client representatives and the Searidge assigned to the project 6.1 Task Order Breakdown � !r $c ! In order to mitigate project and financial risk, Searidge shall employ a spiral development methodology. This iterative approach shall ensure that ASE has control over the progress and ultimately will have a finaf product that meets its needs. The scope of work shall be broken down by task order, and Searidge shall invoice ASE at the completion of each task order, as follows: C7perationel SystemtCertificat'sanC Training Task order value includes cost of respective licensing, hardware, engineering support and travel and living expenses. 16 Of 29 Confidential April 12, 2012 . _.....�.__e._ W/YIfMYtiMIWIIM � �� pw, R� p�� Intelligent Video Surveillance System —ASE T E�= H��+ ��!�� Solution and Project Methodology Overview 6.1.1 Task Order Number 1 (Task order value: USD $75,OOQ.QO} • Task order is complete once client signs oif on GDR package .- .• . ; 5ite Survey i Site visit to idenfify camera install location and i Iestablish preliminaryrequirements. � -- _..- - __ � - -- - . . - -- --. , Initial Requirements In collaboration with A5E an initial requirements ; Scoping ; scoping meeting will be conducted. ; - a , Critical Design Review In collaboration with ASE , 8earidge will conduct a; (CDR} Cntical Design review (CDR). , _ _- - � -- .. -- --- ; ; Hardware List ; A list of system hardware shall be produced and , i submitted for final approval __ _ --- - _- -- � CDR Package Delivery of the CDR documentafion padcage: Documentation ;-System requirements document I-System design document I �,-Factory Acceptance Test (FAT) document ;-SiteAcceptance Test (SAT) document 6.1.2 Task Order Number 2(Spiral 1) (Value: USD $90,00O.00j Task order is complete once client signs off on refined system design document .• •- � Software Prototype; Deliver software prototype (version 0.5) based on � ; approved requirements and design established during ', , the critical design review and requirements scoping ; , __ __ _ . _._,_ . . --- - ----- - -- _ , Partial Hardware ; Phase-I of hardware installation wili include two Installation ; cameras and processing hardware in order to enable ' � initial data gatherin ; ___. - - . --- _ - --- _.._._ Refined System The initial system requirements document shall be Design Document �'i refined based on the documented feedback and desired changes to the initial software prototype (v.0.5) ; - _ _ . �. , ASE Road Map This document will provide a detailed outline for future ; Long Term i ASE system upgrades and/or requirements; respective'; Requirements ; system applicafions and pricing. Potential upgrades 'i include but not limited to: , � • positive vehicle identification ', � • APU monitoring • full surtace surveillance 17 Of 29 Confidential April 12, 2012 2 7 ..�...._ .__._ ...._. . "'"..__". ._..._....._»_ � /� �, � p�� p�� Intelligent Video Surveillance System — ASE ��j' r e c�, r� o� n G c� s Solution and Projec# Methodology Overview 6.1.3 Task vrder number 3(Spiral 2) (Value: USD $64,0�0.00� Task order is complete once client signs off on refined system design docu ment .- a: . . i Updated Sofiware ! Deliver new software release (version 0.75) based ; ; Release ' on approved requirements and design established ' ' in Spiral 1. ' _ ___ .... -- . � Refined System The initial system requirements document shall be ; i Design Document ; refined based on the documented feedback and desired changes on the latest software release ' -- - (v.0.75} - ----- - Feasibility Study — This study will investigate the use of our system for :. ; APU Monitoring i the purpose of APU monitoring. Data will be ; collected from an independent thermal camera installed on-site for this study: The feasibility study � ! will include: • camera data, implications and feasibility • recommended solution based on findings __ ', • pricing for the recommended solution ' 18 Of 29 Confidential April 12, 2012 2 8 ..�,�.�. . j� �'i � A R M C! C's 1� Intelligent Video Surveillance System —ASE .+��► ,� c,-+ N a� o U C � s Solution and Project Methoddogy Overview 6.1.4 Task order number 4(Spiral3} (Value: USD $75,�00.00) Task order is complete once client signs off on successful Site Acceptance Test �• . � f . W i Updated Software Deliver final soitware release (version 1.0) based on ! i Release approved requirements and design established in Spiral 2. - __ , Hardware � Complete all hardware installation by installing any � i Installatian remaining hardware that was not installed during ' Phase-I I Phase-I installation. -___. __ : ' FAT Results � Submit FAT results after conducting factory i Document acceptance testing on software release v.1.0 - _ __ - -- - , SAT Results Submit FAT results after conducbng site acceptance ; ; Document testing, on site in collabaration with ASE, on soitware release v.1.0 System Manuals Submit final system operational and maintenance ', manuals. -- .. --- Training Syllabus Submit training syllabuses for Operator and First- Level Response training ' Operator Traming Conduct training for operations personnel in the use of the system. ' _ . i i First-Level Conduct preventative and corrective maintenance ! Response Training training (Level 1 response) for engineering personnel responsible for maintaining the system ; t---- ------ — --_. __. _ _ - - — ........-- ----- ._......- ---- .......— - ----� 6.2 Project Timeline The following table outlines a general timeline for project delivery and completion. 19 Of 29 Confidential April 12, 2012 2 9 ��; �,}t� �{ � p C, � Intelligent Video Surveillance System - ASE � � �' ++ � � � � � } � � Solution and Project Methodology Overview 7 Additional Product Information 7.1 IntelliDAR Intelligent Video PlatForm 7.1.1 Overview The IntelliDAR intelligent-video platform is a robust, Non- Cooperative Surveillance System that provides detection, positioning, classification and tracking of all targets on an airport surface. Cameras Airport Vision Platform Optical Video i ASTERIX ---�. I�IU� II ---�. Video Video Metadata Thermal � "�'—�` The system outputs surFace movement reports in ASTERIX format for seamless integration with existing systems. Detection and tracking data can be displayed on a stand-alone HMI, or fused with peripheral surface surveillance technologies such as SurFace Movement Radar, Multilateration, or ADS-B. Benefits: • Radar-like coverage of all targets regardless of hardware coverage • Real-time video for visual confirmation of targets • Effective blind-spot gap filling • Integration with existing systems • Flexible deployment options • Scalable system to expand as airports grow 20 Of 29 Confider�tial April 12, 2012 3 0 .�� +„� �,�; � � p � },= Intelligerit Video Surveillance System — ASE T E `� }-� � � � � � � � � Solution and Project Methodology Overview 7.1.2 Intelligent Video Intelligent video refers to the process of extracting information from raw video that will assist in airport operations. The extracted information is refeRed to as video metadata. Designed for a wide range of applications, video metadata can provide the following operational data: • Physical location of Non-Cooperative targets on 2-D map • Contextual video (smaller portion of video for a singte area or specific target) which represents what the target is • Static camera position and 'virtually follow' of the target — rather than show the entire video stream only the video for one specific target is shown Intelligent video (video thumbnails) is output using an XML-like protocol and may be fused with external systems. The following screen-shots demonstrate the track (white triangle) along with the represented video, the video will represent in real-time what the camera is seeing. 21 Of 29 Confidential April 12, 2012 ��Ai�1D�� . TECf-iNQ �UCi IE5 7.1.3 Features and Advantages 22 Of 29 Intelligent Video Surveillance System —ASE 5olution and Project Methodology Overview Live Map ; Real-time location of all aircraft, vehicles, ; human and even alerts for wildlife on the airport ; surtace on a top-down geographic context. Interoperability iASTERIX compliant, and therefore compatible iwith external surveillance systems suchA- ' SMGCS (Advanced Surtace Movement Guidance and Control System) and otherATC ', systems such as FDP; RDP, electronic flight strips, etc... Modularity and ; Can be installed in one problem area (i.e. Non- Scalability ; movement area gaps), or used to cover an � entire airport surface All-Weather ' Aids in minimizing airport downtime. In low- Performance 'visibility conditions, the airport can remain open and operational given the full surtace �iew being ' provided to the controllers Archiving and Reporting • ATCO training • incident review • safety optimization • traffic analysis • shadow operations • Surface simulation • audits • efficiency analysis • training • troubleshooting of problems Custom Solution Meets the unique needs and layout of each '. individual airport fntelligent-Video Based Provides live video feed Off-the-Shelf ' Allows for flexible deployment options, sourcing Components from locai vendors and reduces through life imaintenance costs. Block on / Block off . __ Non-Cooperative Targets Automation of apron and gate management No need for all objects on the airport surtace to be fitted with transponders Restricted Zone / iAlarming mechanism for unauthorized entry into Control Zone (RZ/CZ) ; secure areas (human, vehicle or other) or ; unauthorized exit of secure areas Confidential April 12, 2012 3 2 �',��ARiDGi� TECti Nl7 LOG'tE9 23 Of 29 Intelligent Video Surveillance System —ASE Solution and Projec# Methodology Overview Wildlife Alerts i Notiflcation of the presence of animals (size of wildlife and notification will be based on number ; and position of sensors-to be determined during � site survey) Information Overlay � identi�cation information on various vehicles '; can be imbedded in video in real time Contextual Udeo ', Thumbnails showing video of a moving object ;can be displayed on the live map Traffic-Light Automation - -- . _ -- Stand Occupancy Status .... Vehicle ! Human Presence Wing-Tip Incursion _ ... Monitoring of Aircraft Turnarounds Automafion of taxiway traffio-movement controls Tell whether gates and aircraft parking areas are occupied in one glance for the entire apron or airport Determine presence of objects in the coverage area all the way down to the size of a person Notification of when a vehiele has breached authorized travel areas Maintain statistics on facility use efficiency Wheels-Up /-Down Improve runway throughput for remote tower Notification � applications where pilots could not othenxise ', determine if an aircraft has landed or lifted off ';the runway. Recording of ; Keeping track af arrival-to-gate and gate-to- Movement and 5top '; takeoff times, isolating bottlenecks, etc. Times ofAircraft ATGGrade i Data (induding video) presented to controllers ; is guaranteed to be real-time and reliable Augmentation of Poor ': Improves reliability and validity of A-SMGCS Coverage ', and ASDE-X systems when integrated into ';marginal coverage areas Simulation/Playback ; Playback of video and ASTERIX data archived � by the system. Useful for incident review and � investigation as well as training. Confldential April 12, 2012 3 3 �" �r, � p�, A' p�, � Intelligent Video Surveillance System —ASE .�/" T E ��-+ N a � ra c� s E 5 5olution and Project Methodology Overview 7.1.4 System Feature Overview The following processing algorithms are used in order to improve system accuracy and minimize false alerts. Outdoor The IntelliDAR system is primarily designed for pertormance outdoor operation and all algorithms and background subtraction processes are designed four outdoor video cameras and automatically adapts to continuously changing lighting and weather conditions. Lens distorfion Improve detection accuracy and precision by correction correcting for lens distortion. The calibration process will identify exact lens focai length and any manufacturing defects to ensure that lens distortion will not negatively impact system pertormance Ghost Upon startup with parked or stationary objects, the management system will detect the object when it moves. The system does not require objects to enter from the edges of the camera field of view in order to be detected. Motion Eiiminate false alerting due to camera motion. compensation System uses fixed points as a �eference to detect camera shaking. All positional and intrusion detection leverages the com pensated position to ensure that the system accurately reports targets. Shadow filtering Eliminate false alerting of target shadow intrusions. System will identify shadowed areas moving simultaneously with targets and filter out a targets shadow such that the shadow will not trigger a false alert. ASTERIX Output Real-time surtace movement reports (position, shape, orientation, speed) for all targets. Can be output to HM I or fusion proce�or. Processing System-wide processing latency: -250ms Latency Geospatia► Typical accuracy < 7.5m Positioning 24 Of 29 Confidential April 12, 2012 3 4 }� � �p� � � � � � Intelligent Video Surveillance System —ASE 7�� = �+ �+ o � � � � � � Solution and Project Methoddogy Overview 7.1.5 Sensor Support The IntelliDAR Intelligent Video Ptatform supports both day/night color cameras and thermal cameras. System's are deployed at North American airports leverage both sensors to ensure continuous operation during day and night in all weather and visibility conditions. The following samples demonstrate two deployments where both megapixel daylnight color cameras and thermal cameras are deployed side by side and used for video content analysis. 25 Of 29 Confidential April 12, 2012 ��; � p� �} ��"�,�,; �; I ntelligent Video Suroeil lance System — ASE T = �� z- =� � � � � Solution and Project Methodology Overview 7.1.6 Data Integrity Video Latency ; This refers to the amourrt of time between an image being � captured at the camera and arriving at the centralized � processing hardvware. This value is logged in real-time to i continually measure the performance of communications ; between components. Video Staling � This refers to the actual validation of a video frame's i latency. If the age of a video frame breaches a pre- : configured threshold (for example: 3 seconds old) that i frame is discarded. This is done to ensure that only real- ; time video is used for processing. VideolTracking ; The IntelliDAR system provides additional information on Diagnostics ; the status and performance of cameras and ; detectionitracking data . In diagnostic mode, additional i information such as frame rate, update rate {in Hz) and ; latency are available. Performance I In order to ensure optimal performance and heaith of the Metrics i IntelliDAR system each componerit continuously logs a ; variety of performance data. Data includes component health, data transfer rates, detected target counts, target ; report sizes etc. 26 Of 29 Confidential April 12, 2012 3 6 . � . ��i�ARiDtaE TEC hi NCILqGCG 5 7.�.7 supportea sensors Intelligent Video Surveillance System —ASE Solution and Project Methodology Over�iew 7.1.7.1 Megapixet Video Sensor (Fixed or PTZ) Megapixel IP cameras provide ease of integration, long life and superior image quality. The high definition images can stream as high quality JPEGs, or bandwidth conser�nng H.264 streams. ,,.s`; z� �: • HDTV 720p (1280x720 progressive) • Day and Low Light Operation - minimum light requirements: • Color: 2 lux at 30 IRE, F1.8 • BiW: 0:2 lux at 30 IRE, F1.8 • Motion-JPEG or H.264 streams • 30l25 fps frame rate • Lens: • Auto focus • Auto iris • Automatic day! night • Varied focal lens • Infrared capable • 100,000 hour MTBF 7.1.7.2 Thermal Video Sensor {Fixed or PTZ) Analog thermal cameras support surveillance in low-visibiliry and inclement weather situations. ;a � ,w� , 7.1.8 Camera Enclosure Hardware 27 Of 29 • QVGA (320x240) to VGA (640X480) • Uncooled microbolometer • Analog output with IP video server • Spectral range 7.5 to 13}�m • Thermal Sensitivity 85 mK at 25°C • 30 fps frame rate • 84,000 hour MTBF Standard I Base modet enclosure for moderate climate ---- -- - - --_ -- - - Micron Filter Best suited for sandy or dusty climate - _ _--- — - --- ___-- . -- - Blower (1-3x) ! Varying power blowers for extreme heat environments , _ _ .__ Wiper ; Manual wiper for high wind and rain environment _ _ __. --- Heater (1-2x) Varying power heaters to prevent icing/freezing Confidential April 12, 2012 3 7 �"�i�ARIDC*.,�r� TEC FiNfl �CJGkE.S Intelligent Video Surveillance System –ASE Solution and Project Methodology Overview 7.1.9 System Processing Modules a,rpo�c vrstion t'�elfiorm �RawVMeo._�� ,,,,,--- T�9�det�c#an ��._,.,,_ �.�SY'ER(Dt C.emda €}eba { � Cmr.e+x Acryur,uye.n�� 28 Of 29 A'�.°� u.�nfena�a �� f>roce�ww CWritMYr Wrnkirrq Ycreitb!r CDA Camera Data Acquisition: intelligent-video processing module to provide stabilization and correction for camera optics and video image flaws and then non-cooperative detection of moving targets Funcfions Inciude: • Image acquisition and post processing • Vdeo meta data e�ctrapolation • Target detection - ----- -- .._ -------..._ � --_ -- ----------- Core Fusion of all CDA data and ASTERIX position data output in a single stream Functions Include: • Detection data acquisition • Target fusion and track management • ASTERIX Output Database Storage for all configuration data as well as real time pertormance and event logging - --...._— ---------------.. --------.._�_ __ _------------------- Maintenance Remote maintenance application that can be run from any PC on the nefiuork; enables maintenance and system diagnostic functions Confidential April 12, 2012 3 8 �� R� p G� Intelligent Video Surveillance System —ASE ,- ��; t-� � n L- o o �� s Solution and Project Methodology Overview 7.1.10 Redundancy & Scalability 24ne 1 �,4 ��"�'� � � �� Oratributed Vitl¢o Proces�ing 6 � � PRI t � '°--. � r �"""�► COAf t t j SEC i � �--------' Z�&� NyN Y� CORE-PRI Y"-------� � j PRt � j � LpqZ Redundank AST�RIX Outpat 1 4 � SEC _� r � r_______ � CORE-SEC �----i Zone 3 �.___._____� r a PRI t 4 � CDA3 E i � SEC � .....—w-^'"".-_..,...r--- i i 4 � �..� .�.� ....e ... i Redundancy The IntelliDAR system provides redundant camera coverage and simultaneous redundantASTERIX output. Scalability The distributed processing architecture allows for flexible scaling options. This allows for new cameras to be added to enhance existing coverage or provide coverage for new areas with minimal impact on system adaptation. 7.1.11 System Maintenance The Maintenance application plays a key role in the setup and through-life maintenance of the overall system. Maintenance can be performed from any PC with a connection to the database. This application provides direct access to all necessary surface movement and processing data. � ee�� Core features include: � ��ta =� • Hardware & Software Status Monitoring .,._ Er � � �� .�,..� • Diagnostic & Performance Metrics . �-�- �=-� :r _ - �m � • Live Video FI 3 � � �� ' Calibration & Filtering 29 Of 29 Confidential April 12, 2012 3 9