Staff Report — Simi Valley City Council, January 29, 2024

CITY OF SIMI VALLEY

MEMORANDUM
J
anuary 29, 2024
TO
: City Council
Board of Directors, Ventura County Waterworks District No. 8 F
ROM: Department of Administrative Services and Department of Public Works S
UBJECT: AWARD OF CONTRACT TO SPATIAL WAVE, INC. FOR

IMPLEMENTATION AND ANNUAL LICENSING OF THE FIELD MAPPLET

SOFTWARE

STAFF RECOMMENDATION
It
is recommended that the City Council/Board of Directors:

1. Aw
ard a contract to Spatial Wave, Inc. for implementation and annual licensing of the Field Mapplet software, for a 3- year term plus two (2) optional one (1) year extensions with a five (5) year not -to-exceed amount of $ 340,538; authorize the City Manager to approve any subsequent contract amendments to extend the term in accordance with the contract terms, and

2. Ag
ree to the terms and conditions of the Spatial Wave License Agreement granting the City a non-exclusive license to use the Field Mapplet software along with all listed extensions.

BACKGROUND AND OVERVIEW
I
n 2018, the City entered into a contract with Sedaru for a management software system, which provided hydraulic modeling, and asset and utility management.

Since contract execution, the City has extended the contract three times and in March 2021 Sedaru was purchased by Aquatic Informatics. On August 31, 2023, the City was notified that Aquatic Informatics had decided to discontinue Sedaru from their product line and that the City will no longer be able to continue with Sedaru’s management software program after September 30, 2024. Staff has evaluated alternative software programs and has selected Spatial Wave as a replacement. Staff recommends the City Council approve a contract with Spatial Wave.

FINDINGS AND ALTERNATIVES
A
s a work order utility management system is integral to the City’s water operations and in order to avoid a disruption in service, Information Services and Waterworks staff evaluated four (4) different software systems (Spatial Wave, Websoft Developers (Mobile MMS), Nobel Systems, and iWater) that could replace Sedaru. The most recent contract cost for Sedaru is $47,500 per year. In reviewing the alternative software programs, all AGENDA ITEM NO.

Consent (2)

evaluated systems are comparable in cost with the first year higher than annual costs due to the initial implementation costs.

The total compensation payable to CONSULTANT by CITY for services and software under this CONTRACT shall not exceed the sum of $340,538 (the “Not -To-Exceed Amount”), including the optional years, and shall be earned as the work progresses. The Not-To-Exceed amount includes a 10% contingency.

As
a result of staff’s evaluation, Spatial Wave, Inc. was the highest ranked. Spatial Wave’s software will cause the least workflow disruption due to its ease of use and provides a GIS -enabled & mobile- based workflow and asset management solution ( i.e.

Field Mapplet software). Field Mapplet is a cloud- based work order management software that will be used by the Waterworks Division field workers to perform essential tasks such as time-sensitive Dig Alert requests, State mandated water loss reports, and maintain critical assets such as valves, airvacs, blow-offs, and hydrants.

Th
e following alternatives are available to the City Council:

1. Aw
ard the attached contract to Spatial Wave, Inc. for the implementation and annual licensing of the Field Mapplet software with a 3- year term plus two (2) optional one (1) year extensions with a five (5) year not -to-exceed amount of $340,538; a uthorize the City Manager to approve any subsequent contract amendments, and; agree to the terms and conditions of the Spatial Wave License Agreement.

2. Do not
approve the purchase at this time and provide other direction to staff.

St
aff recommends Alternative No. 1
Year Annual Costs
Year 1 – including
implementation costs 109,580
Year 2 50,000
Year 3 50,000
Year 4 – Optional 50,000
Year 5 – Optional 50,000
Subtotal (Year 1 – Year 5) 309,580
10% contingency 30,958
Total (Not-to-Exceed) 340,538.00
2 SUGGESTED CITY COUNCIL/ BOARD MOTION
I
move to award a contract with Spatial Wave, Inc., for the implementation and annual licensing of the Field Mapplet software, with a 3- year term plus two (2) optional one (1) year extensions with a five (5) year not-to-exceed amount of $340,538, authorize the City Manager to approve any subsequent contract amendments, and; agree to the terms and conditions of the Spatial Wave License Agreement.

SUMMARY
T
he City entered into a contract with Sedaru for work order manag ement software in October 2018, and in March 2021, Aquatic Informatics acquired Sedaru and recently announced that the City would no longer have access to the software after September 2024. This functionality is crucial for the City 's operations, particularly the Waterworks Division, and its unavailability will lead to operational disruptions. Staff explored replacement options and believes Field Mapplet from Spatial Wave best meets the City’s requirements. Staff would like to enter contract negotiations with Spatial Wave using a Professional Services Contract, for a replacement system. ___
_________________________________
Carolyn Johnson
Administrative Services Director
P
repared by: Garry E. Boswell, Deputy Admin. Services Director (Information Services) & Sheida Nasiry, Enterprise Systems Analyst
I
NDEX Page
S
patial Wave Service Contract ......................................................... 4 Spatial Wave License Agreement. ................................................... 25 3 CONTRACT FOR PROFESSIONAL SERVICES BETWEEN
THE CITY OF SIMI VALLEY AND SPATIAL WAVE, INC. FOR

IMPLEMENTATION SERVICES FOR FIELD MAPPLET

THIS CONTRACT is made and entered into in the City of Simi Valley on this 29th day of January 2024, (the Effective Date), by and between the CITY OF SIMI VALLEY, a municipal corporation, hereinafter referred to as CITY, and SPATIAL WAVE, INC., an S Corporation hereinafter referred to as CONSULTANT, each a “ Party” and collectively, “Parties”.

RECITALS

WHEREAS, the CITY wishes to purchase implementation services and licenses for Field Mapplet (collectively, “Services”); and

WHEREAS, Services may be purchased through a Professional Services contract, under which the CONSULTANT provides software implementation, data conversion, training, support and other services; and

NOW, THEREFORE, in consideration of their mutual promises, obligations , and covenants hereinafter contained, the Parties hereto agree as follows:

AGREEMENT

1. Recitals. The foregoing recitals are true and correct and are a part of this CONTRACT.

2. Term. The term of this CONTRACT shall be for three (3) years from the Effective Date to June 30, 2027. The City Manager may extend the term of this Contract for two (2) optional one (1) year extensions. The CONSULTANT’S work under the Work Orders issued may not be completed within the term of this CONTRACT; however, all terms and conditions of the CONTRACT including all rights and obligations, shall survive until the work is completed, except the CITY’S right to issue, and the CONSULTANT’S right to accept, additional Purchase Orders.

3. Description of Services . The s ervices to be performed by CONSULTANT are as follows:

The implementation services and annual Licensing of Field Mapplet 10.5. CONSULTANT agrees to perform the services more specifically set forth in the “Scope of Work” attached hereto and incorporated herein as Exhibit “A”. CONSULTANT will meet with CITY at least monthly to discuss the anticipated tasks planned for the month and to receive direction from CITY regarding same.

4 4. Compensation and Payment.

A. The total compensation payable to CONSULTANT by CITY for services and software under this CONTRACT shall not exceed the sum of $ 340,538 (the “Not-To-Exceed Amount”), including the optional years, and shall be earned as the work progresses. Payment will be made based on the schedule and rates contained in E xhibit “B,” Schedule of Fees attached hereto and incorporated herein. CONSULTANT acknowledges that CONSULTANT is not guaranteed to receive the Not-To-Exceed Amount or any particular or minimum amount of compensation or work under this CONTRACT.

B. After CONSULTANT has performed the services as specified in this CONTRACT, CITY shall be obligated to pay CONSULTANT based upon the actual CITY-authorized services and software received by CITY at the rates established as a part of this CONTRACT. In no event shall the total amount paid exceed the CONTRACT Not-to- Exceed Amount unless otherwise agreed to by the Parties in writing.

C. Payments to the CONSULTANT shall be made within 30 days after receipt of an original invoice from the CONSULTANT and acceptance of the services by CITY.

D. CONSULTANT shall provide CITY with written verification of the actual compensation earned, which written verification will be in a form satisfactory to CITY. Invoices shall include the work performed including a list of hours worked by personnel.

5. CONSULTANT’s Representations and Obligations
.

A. CONSULTANT shall perform as required by this CONTRACT.

CONSULTANT also warrants on behalf of itself and all subcontractors engaged for the performance of this CONTRACT that only persons authorized to work in the United States pursuant to the Immigration Reform and Control Act of 1986 and other applicable laws shall be employed in the performance of the work hereunder.

B. CONSULTANT shall obey all Federal, State, local, and special district laws, ordinances, and regulations.

C. CONSULTANT agrees to abide by CITY’s Business Tax
Ordinance, of which proof of payment must be obtained prior to performance of this CONTRACT.

D. CONSULTANT acknowledges CITY may contract with other Parties for the performance of services or supplemental services as they relate to the work during the term of this CONTRACT.

6. Audit.

A. At any time during normal business hours and as often as the CITY may deem necessary, CONSULTANT shall make available to CITY for inspection its records pertaining to this CONTRACT. CONSULTANT shall permit CITY to audit, examine and/or reproduce such records. CONSULTANT will retain such financial records, time sheets, work progress reports, invoices, bills and project records for at least two (2) years after termination or final payment under this CONTRACT. This paragraph shall survive for two (2) years after termination of this CONTRACT.
5 B. CITY shall have the option of inspecting and/or auditing all records and other written materials used by CONSULTANT in preparing its statements to CITY as a condition precedent to any payment to CONSULTANT.

7. Hold Harmless and Indemnification . CONSULTANT shall defend, indemnify, and hold harmless CITY, its agents, officials, officers, representatives, and employees, from and against all claims, lawsuits, liabilities or damages of whatever nature arising out of or in connection with, or relating in any manner to any act or omission of CONSULTANT, its agents, employees, a nd subcontractors, and employees thereof, pursuant to the performance or non- performance of this CONTRACT. The CONSULTANT shall thoroughly investigate any and all claims and indemnify the CITY and do whatever is necessary to protect the CITY, its agents, officials, officers, representatives, and employees as to any such claims, lawsuits, liabilities, expenses, or damages arising out of this CONTRACT. The CITY shall be included as an Additional Insured in the automobile/ liability insurance policies and endorsements of the CONSULTANT. The CONSULTANT must select an attorney acceptable to the CITY who will defend such proceeding and the CITY will control any litigation thereof. Such approval by the CITY will not be unreasonably withheld. This paragraph shall survive the termination of this CONTRACT.

8. Amendments. Any amendment, modification, or variation from the provisions of this CONTRACT shall be in writing and shall be effective only upon mutual written approval by the City Manager and CONSULTANT.

9. Anti-Discrimination. In the performance of the terms of this CONTRACT, CONSULTANT shall not engage in, nor permit subcontractors to engage in, discrimination in employment of persons because of the age, race, color, religious creed, sex, sexual orientation, national origin, ancestry, physical disability, mental disability, medical condition, or marital status of such persons. Violation of this provision may result in the imposition of penalties referred to in Labor Code Section 1735.

10. Termination. If, during the term of this CONTRACT, CITY determines that CONSULTANT is not faithfully abiding by any term or condition contained herein, CITY may notify CONSULTANT in writing of such defect or failure to perform. The notice must give to the CONSULTANT a ten (10) day period of time thereafter in which to perform the work or cure the deficiency. If CONSULTANT has not performed the work or cured the deficiency within the ten (10) days specified in the notice, such failure shall constitute a breach of this CONTRACT, and CITY may terminate this CONTRACT immediately by written notice to CONSULTANT. In addition, CITY, if it terminates this CONTRACT for cause, may withhold as an offset from payments due CONSULTANT damages occasioned by such breach, including liquidated damages, if so provided herein. The CITY shall be liable to the CONSULTANT only for those fees accrued by the CONSULTANT to the date CONSULTANT receives the notice of termination. In no event, however, shall CONSULTANT be entitled to receive in excess of the CONTRACT amount.

11. Delivery of Reports in Cases of Termination . If this CONTRACT is terminated pursuant to any of the provisions contained hereinabove, and if requested to do so in writing by the CITY, the CONSULTANT shall, within fourteen (14) calendar days after receipt of such written request, deliver and turn over to the CITY all of its preparation and work on the project which were done to the date of the receipt of the notice of termination.

The terms "preparation" and "work" as used in this paragraph, shall refer to and include all data and materials of whatever type that have been gathered by the CONSULTANT, and contemplated to be used or actually used, in the provision of the services as specified in this CONTRACT.

6 12. Complete CONTRACT and Conflicting Terms This CONTRACT and its accompanying exhibits shall constitute the complete CONTRACT between the Parties hereto. No verbal agreement, understanding, or representation not reduced to writing and specifically incorporated herein shall be of any force or effect, nor shall any such verbal agreement, understanding, or representation be binding upon the Parties hereto. Except as otherwise stated herein, if the terms of this CONTRACT conflict with the terms of any Exhibit hereto, or with the terms of any document incorporated by reference into this CONTRACT , the terms of this CONTRACT shall control.

13. Independent Contractor . It is expressly understood between the Parties to this CONTRACT that no employee/employer relationship is intended.

CONSULTANT is not an agent or employee of the CITY and it is not entitled to participate in any pension plan, insurance or other benefits CITY provides for its employees.

CONSULTANT is an independent contractor in performing the Services required under this CONTRACT and will have control of all work and the manner in which it is performed. Any provision of this CONTRACT that may appear to give CITY the right to direct CONSULTANT as to the details of doing the work required herein or to exercise a measure of control over the work means that the CONSULTANT will follow the direction of the CITY as to the results of the work only.

14. Time of Performance. Time is of the essence in this CONTRACT.

15. Insurance. CONSULTANT shall, at CONSULTANT’S sole cost and expense, provide insurance as contained in Exhibit “C”, incorporated herein.

CONSULTANT shall not commence work on the Services to be performed, until it submits proof of all insurance coverage as required.

16. Ownership of Reports and Data . The originals of all studies, reports, exhibits, documents, data and other work or materials prepared for, or used to comply with any term of this CONTRACT, plus any copies of same required by this CONTRACT to be furnished to the CITY by any of the other Party(ies) with whom the CONSULTANT may have contract(s) pertaining to this project, shall be deemed to be public records open to inspection by the public and, as such, to be and remain the property of the CITY.

17. Conflict of Interest
. Neither CONS ULTANT nor any employees,
agents, or subcontractors of CONSULTANT who will be assigned to this project, to the best of CONSULTANT'S knowledge, own any property or interest in properties, business relationships, or sources of income which may be affected by the performance of this CONTRACT. Should one Party hereto learn of any such interest, income source, or business relationship, such fact shall immediately be brought to the attention of the other Party hereto.

If the Parties thereupon cannot mutually agree upon a means to eliminate the conflict, CITY may terminate the CONTRACT immediately for non- performance pursuant to Section 1 1 herein.

7 In accordance with California Government Code Section 87306, CONSULTANT shall provide, if requested by CITY, a Conflict of Interest Statement, Form 700 no later than 30 days after execution of this CONTRACT, and annually thereafter prior to April 1st of each year for the duration of the CONTRACT. Failure to file any of the required statements will result in withholding payment for services rendered.

18. Successors and Assigns. The terms hereof shall be binding upon and inure to the benefit of the successors and assigns of the Parties hereto; provided, however, that no Party hereto shall assign any of the benefits and burdens hereunder, whether voluntarily or by operation of law, without the prior written consent of the other Party, and any such assignment without said consent shall be void.

19. Authority to Execute CONTRACT. Both CITY and CONSULTANT do covenant that each individual executing this CONTRACT on behalf of each Party is a person duly authorized and empowered to execute contracts for such Party.

20. Jurisdiction and Venue. Jurisdiction is in an appropriate court in the State of California and venue lies in Ventura County, and the Parties do not consent to arbitration. In the event of any dispute, each Party shall bear its own fees and costs (including attorneys’ fees). This CONTRACT shall be governed by California law, without regard to conflict of law principles.

21. Non-Appropriation of Funds . Payments due and payable to CONSULTANT for current services are within the current budget and within an available, unexhausted and unencumbered appropriation of CITY. In the event CITY has not appropriated sufficient funds for payment of CONSULTANT services beyond the current fiscal year, this CONTRACT shall cover only those costs incurred up to the conclusion of the current fiscal year.

22. Taxpayer Identification Number. CONSULTANT shall provide CITY with a complete Request for Taxpayer Identification Number and Cert ification, form W -9 (latest revision), as issued by the Internal Revenue Service.

23. Permits and Licenses. CONSULTANT, at its sole cost and expense, shall obtain and maintain during the term of this CONTRACT, all appropriate permits, licenses, and certificates that may be required in connection with the performance of this CONTRACT.

24. Waivers. The waiver by one Party of any term or condition of this CONTRACT, or any breach thereof, shall not be construed to be a general waiver by the Party or as a waiver of any other term or breach.

25. Statement of Experience. CONSULTANT warrants that it will perform its Services with at least the due care, diligence and expertise generally accepted in its industry. CONSULTANT also understands and agrees that it is being employed to perform the Services provided for by this CONTRACT because of CONSULTANT’S professed expertise and experience in performing such Services. In addition, CONSULTANT understands and agrees that while CITY or CITY’S officers, employees, agents or volunteers may elect to do so, they have no duty to review, inspect, monitor, or supervise the work performed by CONSULTANT pursuant to this CONTRACT. As a consequence, CONSULTANT waives any right of contribution against CITY or any of CITY ’S officers, employees, agents, or volunteers arising out of such failure to inspect, review, monitor, or supervise the work performed by CONSULTANT pursuant to this CONTRACT.

26. Notices. All written notices required by, or related to this CONTRACT shall be sent by Certified Mail, Return Receipt Requested, postage prepaid and addressed 8 as listed below. Neither Party to this CONTRACT shall refuse to accept such mail; the Parties to this CONTRACT shall promptly inform the other Party of any change of address.

All notices required by this CONTRACT are effective on the day of receipt, unless otherwise indicated herein. The mailing address of each Party to this CONTRACT is as follows:

CITY Department of Administrative Services
City of Simi Valley
2929 Tapo Canyon Road
Simi Valley, CA 93063
Attn: Director of Administrative Services

CONSULTANT Spatial Wave, Inc.
23461 S. Pointe Dr. Suite 300
Laguna Hills, CA 92653
Attn: Mark Thacker

IN WITNESS WHEREOF, the Parties hereto have caused this instrument to be executed the day and year first above written.

Attest: City of Simi Valley, A Municipal Corporation

By:

Lucy Blanco, City Clerk Fred D. Thomas, Mayor of the City of Simi Valley, California

Approved as to Form: Spatial Wave Inc.:

By:

Algeria R. Ford, City Attorney
Print Name: Dr. Ali Diba

Approved as to Content: Title:

CEO

By:
_____
Brian Paul Gabler, City Manager
Print Name: Mark Thacker

Title:

President
Johanna Medrano
Deputy Administrative Services Director/
Budget & Purchasing

Carolyn J. Johnson,
Department of Administrative Service Director
9 EXHIBIT “A”

SCOPE OF WORK

CONTRACT FOR PROFESSIONAL SERVICES BETWEEN THE CITY OF
SIMI VALLEY AND SPATIAL WAVE, INC. FOR THE IMPLEMENTATION

SERVICES FOR FIELD MAPPLET

10 IMPLEMENTATION SCOPE OF

WORK SUBMITTED TO

CITY OF SIMI VALLEY
Submitted by:

Spatial Wave
23461 S. Pointe Drive, Suite 300
Laguna Hills, CA 92653
Implementation Services for Field Mapplet 10.5 Scope
of Work
Quotation 23565-2
December 29, 2023 Version 1.2
11 Field Mapplet 10.5 Scope of Work
Table of Contents

CONTENTS
Contents ......................................................................................................................................................... 1 List of Figures ................................................................................................................................................. 1 List of Tables .................................................................................................................................................. 1 Introduction ................................................................................................................................................... 1 Implementation Tasks ................................................................................................................................... 1

1.1. Task 1 - Project Kick-Off & Project Overview ............................................................................... 1

1.2. Task 2 - Review of Server Environment Config & Setup by Client ............................................... 1

1.3. Task 3 - Implement USA Extension (Dig Alert) ............................................................................. 1

1.4. Task 4 - Implement VT Extension (Valve Turning) ....................................................................... 2

1.5. Task 5 - Implement HF Extension (Hydrant Flushing) .................................................................. 2

1.6. Task 6 - Implement AV Extension (AirVacs) ................................................................................. 2

1.7. Task 7 - Implement BO Extension (Blowoffs) ............................................................................... 3

1.8. Task 8 - Implement LT Extension (Leak Tracking) ........................................................................ 3

1.9. Task 9 - Historical Data Import & Loading .................................................................................... 3

1.10. Task 10 - Setup Model Import & FireFlow Reporting .................................................................. 4

1.11. Task 11 - Dashboard Setup & Configuration ................................................................................ 4

1.12. Task 12 - Supervisor/User/Dept. Training & Documentation ...................................................... 4

1.13. Task 13 – Optional – Data Loading – Infor Hansen System ......................................................... 4

1.14. Summary of City of Simi Valley Responsibilities .......................................................................... 5

1.15. Summary of the Deliverables ....................................................................................................... 6 Terms and Overall Assumptions .................................................................................................................... 7 Preliminary Schedule ..................................................................................................................................... 7 Appendix A – Quotation 23565-2 .................................................................................................................. 8

LIST OF FIGURES
Figure 1 - Preliminary Project Schedule......................................................................................................... 7

LIST OF TABLES
Table 1 – Summary of the City of Simi Valley Responsibilities ...................................................................... 5 Table 2 - Summary of the Deliverables .......................................................................................................... 6 12 Field Mapplet 10.5 Scope of Work
1 INTRODUCTION
This scope of work covers the Implementation services and annual Licensing of Field Mapplet 10.5 for a 3-Year Term, including selected Extensions as per the Client's Enterprise License Agreement (ELA). The key items covered in the scope includes the following:
• Individual tasks
• Responsibilities of both the Spatial Wave and the City’s team • Assumptions
• Deliverables
• Preliminary Schedule

IMPLEMENTATION TASKS
This section of the scope of work contains the implementation tasks as envisioned in the proposed quote.

1.1. TASK 1 - PROJECT KICK-OFF & PROJECT OVERVIEW
This task covers the project kick-off and the project team overview. During this task we will introduce the team and their responsibilities and get to know the City’s responsible parties. We will discuss the project tasks and the associated schedule and timing of the implementation. We will also validate the assumptions for each task and respond to questions that the project team may have had.

City of Simi Valley Responsibilities: Assist in organizing the kick-off meeting. Provide contact information for all project stakeholders.

Assumptions: None.

Deliverable(s): Updated Project Schedule, Kick-off Meeting Notes, Stakeholder Contacts and Responsibilities

1.2. TASK 2 - REVIEW OF SERVER ENVIRONMENT CONFIG & SETUP BY CLIENT This task covers the review of the environment where Field Mapplet 10.5 will be installed and configured. It also includes the review of the ArcGIS Enterprise environment for providing data for Field Mapplet. We will also review the field and office access. We will plan the setup where the Field Mapplet server will be installed.

City of Simi Valley Responsibilities: Provide information related to Server Configuration for Field Mapplet and ArcGIS Enterprise
Assumptions: Field Mapplet 10.5 will be installed on-premise on City Servers.

Deliverable(s): Network diagram showing the server and the software which will be configured during this task.

1.3. TASK 3 - IMPLEMENT USA EXTENSION (DIG ALERT)
Call-Before-You-Dig (811, USA) will be the first implementation in Field Mapplet 10.5. This implementation involves configuration and setup of the Field Mapplet/USA extension. Field Mapplet/USA requires access to a mailbox for capturing the DigAlert tickets from the USA South. This 13 Field Mapplet 10.5 Scope of Work
2 mailbox needs to be configured by the City team and will be verified by the Spatial Wave team.

Instructions will be provided to the City team for setup of this mailbox.

City of Simi Valley Responsibilities: Create Mailbox and Distribution list for receiving DigAlert tickets.

Informing Dig-Alert of the mailbox (if necessary). Proving an SMTP server address for the outgoing emails from Field Mapplet/USA. Providing sample email tickets from DigAlert. City to coordinate with Dig Alert for Member Codes if required. Given that this is the first implementation, access to the City’s GIS data will be required for completion of this task.

Assumptions: City team will provide assistance with setup of the email mailbox.

Deliverable(s): Field Mapplet/USA extension receiving USA tickets and capable of issuing Electronic Positive Response (EPR). ArcGIS Dashboard for viewing of the relevant data. Standard reporting portal for generating USA data.

1.4. TASK 4 - IMPLEMENT VT EXTENSION (VALVE TURNING)
Field Mapplet/Valve Turning extension will allow for recording of the number of turns and torque while exercising valves in the field regularly. This extension will be setup based on the information obtained from City w/r to what data is being collected using the existing valve turning dataset. We will load the existing valve turning dataset as historical data in Field Mapplet. Field Mapplet/Valve Turning has capabilities to connect to the external valve turning devices. This will be configured based on request from the City team and availability of the valve exercising machines to test and verify the configuration.

City of Simi Valley Responsibilities: Provide historical valve turning data in MS Excel format. Providing a snapshot of the existing valve turning form used with the historical data. Provide access for connectivity and testing of the valve turning machine if required.

Assumptions: Availability of the historical valve exercising data to be loaded in Task 9.

Deliverable(s): Field Mapplet/Valve Turning extension ready to be used in the field. ArcGIS Dashboard for viewing of the relevant data. Standard reporting portal for generating valve turning data.

1.5. TASK 5 - IMPLEMENT HF EXTENSION (HYDRANT FLUSHING) This task allows for implementation of the hydrant flushing workflow in the field. It will capture the information gathered during flushing and provide that for reporting and dashboarding process.

City of Simi Valley Responsibilities: Provide historical hydrant flushing data in MS Excel format. Providing a snapshot of the existing hydrant flushing form used with the historical data.

Assumptions: Availability of the historical hydrant flushing to be loaded in Task 9.

Deliverable(s): Field Mapplet/Hydrant Flushing extension ready to be used in the field. ArcGIS Dashboard for viewing of the relevant data. Standard reporting portal for generating hydrant flushing data and associated regulatory reports.

1.6. TASK 6 - IMPLEMENT AV EXTENSION (AIRVACS)
This task allows for implementation of the Airvacs maintenance workflow in the field. It will capture the information gathered during maintenance and provides that for reporting and dashboarding process. 14 Field Mapplet 10.5 Scope of Work
3 City of Simi Valley Responsibilities: Provide historical maintenance data in MS Excel format. Providing a snapshot of the existing Airvac maintenance form used with the historical data.

Assumptions: Availability of the historical Airvac Maintenance to be loaded in Task 9.

Deliverable(s): Field Mapplet/Airvac maintenance extension ready to be used in the field. ArcGIS Dashboard for viewing of the relevant data. Standard reporting portal for generating Airvac maintenance reports.

1.7. TASK 7 - IMPLEMENT BO EXTENSION (BLOWOFFS)
This task allows for implementation of the Blowoff valves maintenance workflow in the field. It will capture the information gathered during maintenance and provides that for reporting and dashboarding process.

City of Simi Valley Responsibilities: Provide historical maintenance data in MS Excel format. Providing a snapshot of the existing Blowoff valve maintenance form used with the historical data.

Assumptions: Availability of the historical Blowoff Maintenance to be loaded in Task 9.

Deliverable(s): Field Mapplet/Blowoff maintenance extension ready to be used in the field. ArcGIS Dashboard for viewing of the relevant data. Standard reporting portal for generating Blowoff maintenance reports.

1.8. TASK 8 - IMPLEMENT LT EXTENSION (LEAK TRACKING)
This task allows for implementation of the Leak Tracking workflow in the field. It will capture the information gathered during the tracking including the location and the leaking appurtenances and provides that for reporting and dashboarding process.

City of Simi Valley Responsibilities: Provide historical leak data in MS Excel format. Providing a snapshot of the existing leak tracking form used with the historical to be loaded in Task 9.

Assumptions: Availability of the historical Leak Tracking data. Note that in order to connect the historical leak data, the data has to contain all of the information necessary to be populated in the Field Mapplet leak tracking records.

Deliverable(s): Field Mapplet/Leak Tracking extension ready to be used in the field. ArcGIS Dashboard for viewing of the relevant data. Standard reporting portal for generating Leak Tracking reports.

1.9. TASK 9 - HISTORICAL DATA IMPORT & LOADING
This task allows for loading of the historical data collected during Tasks 4-8 into Field Mapplet for continuity purposes. This task will result in the ability to view the historical data inside Field Mapplet for each workflow.

City of Simi Valley Responsibilities: Respond to any questions regarding the historical data from the Spatial Wave implementation team.

Assumptions: Availability of the historical data containing the required fields for loading into Field Mapplet. 811 historical data will not be loaded into Field Mapplet due to changes in the data requirements including the attributes, rules, and the Electronic Positive Response. This data will be maintained in a separate data structure compatible with the previous implementation. 15 Field Mapplet 10.5 Scope of Work
4 Deliverable(s): Field Mapplet containing the historical data for different extensions.

1.10. TASK 10 - SETUP MODEL IMPORT & FIREFLOW REPORTING The purpose of this task is to provide the functionality of using hydraulic modeling (EPANet) to provide model-based Hydrant Flow Test results. This task will be accomplished using the EPANet model and the requirements of the City’s flow requirements for residential and commercial facilities. This feature will be added to Field Mapplet on the Console and the model (in connected mode).

City of Simi Valley Responsibilities: Provide .inp data file of the EPANet corresponding to the desired scenario to be used (e.g., typically this will be the Maximum Day Demand -MDD which corresponds to the highest actual or estimated quantity of water that is, or is expected to be, used over a twenty-four hour period, excluding unusual events or emergencies).

Assumptions:

Deliverable(s): Field Mapplet Model-based Fireflow Testing Functionality.

1.11. TASK 11 - DASHBOARD SETUP & CONFIGURATION
The purpose of this task is to finalize the dashboards and to provide an overall launching page for viewing the dashboard for different workflows. Each workflow will have its own dashboard as developed during the implementation of the individual workflow. This task covers streamlining these dashboards as well as developing a launching dashboard to allow the supervisors to view each dashboard.

City of Simi Valley Responsibilities: City to provide overview of any existing dashboards they use. Also to provide comments w/r to the individual and the launching dashboard.

Assumptions: All Dashboards will be created using the Esri Dashboard software which requires access to either ArcGIS Enterprise or ArcGIS Online (i.e., arcgis.com).

Deliverable(s): Comprehensive workflow GIS enabled Dashboard for viewing progress and status of the work.

1.12. TASK 12 - SUPERVISOR/USER/DEPT. TRAINING & DOCUMENTATION The purpose of this task is to provide training to users and administrators. This task includes the development of the training documentation and delivery of the training sessions. Training sessions will be provided using online training followed by an in-person hands on session to answer any questions and to provide recommendations for streamlining the execution of the workflows.

City of Simi Valley Responsibilities: Coordinate the training sessions with the users and supervisors.

Assumptions: None.

Deliverable(s): Delivery of the Training Sessions (both remote and in-person), supporting training materials.

1.13. TASK 13 – OPTIONAL – DATA LOADING – INFOR HANSEN SYSTEM This is currently an optional task. The details have not been defined by the Client. This is presently out of scope of the project unless the Client advises otherwise. 16 Field Mapplet 10.5 Scope of Work
5 City of Simi Valley Responsibilities: Review and send requirements to Spatial Wave so task can be scoped.

Assumptions: Not in Scope at the current time.

Deliverable(s): None at the present time.

1.14. SUMMARY OF CITY OF SIMI VALLEY RESPONSIBILITIES
The following list contains a summary of the responsibilities of the City of Simi Valley in completing the scope of work presented in this document.

Table 1 - Summary of the City of Simi Valley Responsibilities Task City of Simi Valley Responsibilities
TASK 1 - PROJECT KICK-OFF &

PROJECT OVERVIEW
Assist in organizing the kick-off meeting. Provide contact information for all project stakeholders.

TASK 2 - REVIEW OF SERVER

ENVIRONMENT CONFIG & SETUP BY
CLIENT
Provide information related to Server Configuration for Field Mapplet and ArcGIS Enterprise.

TASK 3 - IMPLEMENT USA EXTENSION
(DIG ALERT)
Create Mailbox and Distribution list for receiving DigAlert tickets. Informing Dig-Alert of the mailbox (if necessary).

Proving an SMTP server address for the outgoing emails
from Field Mapplet/USA. Providing sample email tickets
from DigAlert. City to coordinate with Dig Alert for
Member Codes if required. Given that this is the first
implementation, access to the City’s GIS data will be
required for completion of this task.

TASK 4 - IMPLEMENT VT EXTENSION
(VALVE TURNING)
Provide historical valve turning data in MS Excel format.

Providing a snapshot of the existing valve turning form used with the historical data. Provide access for
connectivity and testing of the valve turning machine if required.

TASK 5 - IMPLEMENT HF EXTENSION
(HYDRANT FLUSHING)
Provide historical hydrant flushing data in MS Excel
format. Providing a snapshot of the existing hydrant
flushing form used with the historical data.

TASK 6 - IMPLEMENT AV EXTENSION
(AIRVACS)
Provide historical maintenance data in MS Excel format.

Providing a snapshot of the existing Airvac maintenance form used with the historical data.

TASK 7 - IMPLEMENT BO EXTENSION
(BLOWOFFS)
Provide historical maintenance data in MS Excel format.

Providing a snapshot of the existing Blowoff valve
maintenance form used with the historical data.

TASK 8 - IMPLEMENT LT EXTENSION
(LEAK TRACKING)
Provide historical leak data in MS Excel format. Providing a snapshot of the existing leak tracking form used with the historical to be loaded in Task 9.

TASK 9 - HISTORICAL DATA IMPORT &

LOADING
Respond to any questions regarding the historical data
from the Spatial Wave implementation team.

TASK 10 - SETUP MODEL IMPORT &

FIREFLOW REPORTING
Provide .inp data file of the EPANet corresponding to the desired scenario to be used (e.g., typically this will be the 17 Field Mapplet 10.5 Scope of Work
6 Maximum Day Demand -MDD which corresponds to the
highest actual or estimated quantity of water that is, or is expected to be, used over a twenty-four hour period,
excluding unusual events or emergencies).

TASK 11 - DASHBOARD SETUP &

CONFIGURATION
Provide comments w/r to the individual and the
launching dashboard.

TASK 12 - SUPERVISOR/USER/DEPT.

TRAINING & DOCUMENTATION
Coordinate the training sessions with the users and
supervisors.

1.15. SUMMARY OF THE DELIVERABLES
The following list contains a summary of the project deliverables.

Table 2 - Summary of the Deliverables
Task Spatial Wave Deliverables
TASK 1 - PROJECT KICK-OFF &

PROJECT OVERVIEW
Updated Project Schedule, Kick-off Meeting Notes,
Stakeholder Contacts and Responsibilities
TASK 2 - REVIEW OF SERVER

ENVIRONMENT CONFIG & SETUP BY
CLIENT
Network diagram showing the server and the software
which will be configured during this task.

TASK 3 - IMPLEMENT USA EXTENSION
(DIG ALERT)
Field Mapplet/USA extension receiving USA tickets and
capable of issuing Electronic Positive Response (EPR).

ArcGIS Dashboard for viewing of the relevant data.

Standard reporting portal for generating USA data.

TASK 4 - IMPLEMENT VT EXTENSION
(VALVE TURNING)
Field Mapplet/Valve Turning extension ready to be used
in the field. ArcGIS Dashboard for viewing of the relevant data. Standard reporting portal for generating valve
turning data.

TASK 5 - IMPLEMENT HF EXTENSION
(HYDRANT FLUSHING)
Field Mapplet/Hydrant Flushing extension ready to be
used in the field. ArcGIS Dashboard for viewing of the
relevant data. Standard reporting portal for generating hydrant flushing data and associated regulatory reports.

TASK 6 - IMPLEMENT AV EXTENSION
(AIRVACS)
Field Mapplet/Airvac maintenance extension ready to be
used in the field. ArcGIS Dashboard for viewing of the
relevant data. Standard reporting portal for generating Airvac maintenance reports.

TASK 7 - IMPLEMENT BO EXTENSION
(BLOWOFFS)
Field Mapplet/Blowoff maintenance extension ready to
be used in the field. ArcGIS Dashboard for viewing of the relevant data. Standard reporting portal for generating Blowoff maintenance reports.

TASK 8 - IMPLEMENT LT EXTENSION
(LEAK TRACKING)
Field Mapplet/Leak Tracking extension ready to be used
in the field. ArcGIS Dashboard for viewing of the relevant data. Standard reporting portal for generating Leak
Tracking reports.

TASK 9 - HISTORICAL DATA IMPORT &

LOADING
Field Mapplet containing the historical data for different extensions.
18 Field Mapplet 10.5 Scope of Work
7 TASK 10 - SETUP MODEL IMPORT &

FIREFLOW REPORTING
Field Mapplet Model-based Fireflow Testing
Functionality.

TASK 11 - DASHBOARD SETUP &

CONFIGURATION
Comprehensive workflow GIS enabled Dashboard for
viewing progress and status of the work.

TASK 12 - SUPERVISOR/USER/DEPT.

TRAINING & DOCUMENTATION
Delivery of the Training Sessions (both remote and in-
person), supporting training materials.

TERMS AND OVERALL ASSUMPTIONS
The overall assumptions, as stated in the quote include the following:
• Three-year ELA Software License Term with a fixed Annual recurring software license fee. • Software Licenses will be for On-Premise Deployment - Client will maintain unattended access to server environment
• Limited use Test & Development Licenses (Non-Production Use) included. • Client's IT will work with Spatial Wave to set up email accounts for the USA Ext/Dig Alert application.
• Client to coordinate with Dig Alert for Member Codes if required.

PRELIMINARY SCHEDULE
The following is the preliminary schedule with the following assumptions:
• Project starts no later than February 15, 2023.
• Availability of the City Resources
• No change in availability of the Spatial Wave Resources With the above assumption, we anticipate completing the project by the end of April. The revised project schedule will be presented during the kick-off.

Figure 1 - Preliminary Project Schedule
19 EXHIBIT “B”

SCHEDULE OF FEES

CONTRACT FOR PROFESSIONAL SERVICES BETWEEN
THE CITY OF SIMI VALLEY AND SPATIAL WAVE, INC. FOR

IMPLEMENTATION SERVICES FOR FIELD MAPPLET

This outlines the Schedule of Fees applicable to the Services & Software specified in this Agreement. The project details, including the anticipated start date, project plan, and scope, are provided in the Quote and Statement of Work. The following section details the expected payment amounts and payment dates.

Payment Schedule for Services Work

The Services offered by Spatial Wave, as outlined in the Quote, establish projected completion dates and corresponding invoice dates. Invoices must be settled within 30 days of receipt by the Licensee to maintain the Account in good standing.

Project Outline & Invoice Dates for Services Work
- Complete Tasks 1-4 During March (Invoiced by March 1): $11,100 - Complete Tasks 5-8 During April (Invoiced by April 1): $14,400 - Complete Tasks 9-12 During May (Invoiced by May 1): $34,080

Software License Term and Renewal Dates

The License term spans three years, commencing on July 15, 2023 (The License Start Date) with subsequent renewals occurring annually on the Anniversary date.

CITY agrees to pay CONSULTANT an annual license fee of $50,000 for unlimited usage of the Filed Mapplet Software, payable following receipt of an original invoice from the CONSULTANT and acceptance of the services by CITY.

Year Annual Costs
Year 1 – including
implementation costs 109,580
Year 2 50,000
Year 3 50,000
Year 4 – Optional 50,000
Year 5 – Optional 50,000
Subtotal (Year 1 – Year 5) 309,580
10% contingency 30,958
Total (Not-to-Exceed) 340,538.00
20 If you have any questions concerning this quotation, please contact Mark Thacker | (949) 540-6415 | [email protected] THANK YOU FOR YOUR BUSINESS!
DATE: 10/31/23
Quotation #: 23565-2
Customer ID: Simi Valley
Fax (949) 586-8141
www.spatialwave.com
Quotation For: Quotation valid until: 2/28/24
Prepared by: MT
Comments:

SALESPERSON P.O. NUMBER SHIP DATE SHIP VIA F.O.B. POINT TERMS MT TBC -- -- -- Net 30

SOFTWARE LICENSES QUANTITY PRICE AMOUNT
*Unlimited $50,000 50,000.00$
Included
IMPLEMENTATION TASKS LABOR (HRS.) RATE ($/HR.) AMOUNT
4 $150 600.00$
16 $150 2,400.00$
30 $150 4,500.00$
24 $150 3,600.00$
24 $150 3,600.00$
24 $150 3,600.00$
24 $150 3,600.00$
24 $150 3,600.00$
96 $150 14,400.00$
48 $150 7,200.00$
64 $150 9,600.00$
24 $120 2,880.00$
0 $180 -$
GRAND TOTAL #REF! #REF!
SOFTWARE SUBTOTAL 50,000.00$
TAX RATE 0%
SALES TAX -$
TOTAL (without Optional Tasks) 109,580.00$
TOTAL (with Optional Tasks) TBD
Phone (949) 540-6400
Quotation
23461 S. Pointe Dr. Suite 300
Laguna Hills, CA 92653

1. Project Kick-Off & Project Overview
Sheida Nasiry ([email protected])
City of Simi Valley
2929 Tapo Canyon Road
Simi Valley, CA 93063
Tel: 805-583-6315
-- Delivered by email --
This Fixed Fee quote covers the Implementation services and annual Licensing of Field Mapplet 10.5 for a 3-Year Term, including selected Extensions as per the Client's Enterprise License Agreement (ELA).

Kindly submit your Purchase Order or authorization to [email protected].

Annual Field Mapplet (FM) 10.5 Base User - Console & Mobile Annual FM/USA (Underground Service Alert) add-on
*The Enterprise License Agreement provides unlimited use of FM10.5 software by the Client throughout the contract term, with a fixed annual recurring license fee for the entire duration, contingent on the account remaining in good standing.

Optional Task: Data Loading - Infor Hansen System (tbd)

2. Review of Server Environment Config & Setup by Client

3. Implement USA Extension (Dig Alert)

4. Implement VT Extension (Valve Turning)

5. Implement HF Extension (Hydrant Flushing)

6. Implement AV Extension (AirVacs)

7. Implement BO Extension (Blowoffs)

8. Implement LT Extension (Leak Tracking)

9. Historical Data Import & Loading

10. Setup Model Import & FireFlow Reporting

11. Dashboard Setup & Configuration

12. Supervisor/User/Dept. Training & Documentation
TERMS & ASSUMPTIONS:
• Three-year ELA Software License Term with a fixed Annual recurring software license fee. • Software Licenses will be for On-Premise Deployment - Client will maintain unattended access to server environment • Limited use Test & Development Licenses (Non-Production Use) included. • Client's IT will work with Spatial Wave to set up email accounts for the USA Ext/Dig Alert application. • Client to coordinate with Dig Alert for Member Codes if required. 21 EXHIBIT “C”

INSURANCE REQUIREMENTS

CONTRACT FOR PROFESSIONAL SERVICES BETWEEN
THE CITY OF SIMI VALLEY AND SPATIAL WAVE, INC. FOR

IMPLEMENTATION SERVICES FOR FIELD MAPPLET

CONSULTANT shall procure and maintain for the duration of the contract insurance against claims for security breaches, system failures, injuries to persons, damages to software, or damages to property (including computer equipment) which may arise from or in connection with the performance of the work hereunder by the CONSULTANT, its agents, representatives, or employees. CONSULTANT shall procure and maintain for the duration of the contract insurance claims arising out of their services and including, but not limited to loss, damage, theft or other misuse of data, infringement of intellectual property, invasion of privacy and breach of data.

Minimum Scope and Limit of Insurance

Coverage shall be at least as broad as:

1. Commercial General Liability (CGL): Insurance Services Office Form CG 00 01 covering CGL on an “occurrence” basis, including products and completed operations, property damage, bodily injury and personal & advertising injury with limits no less than $1,000,000 per occurrence. If a general aggregate limit applies, either the general aggregate limit shall apply separately to this project/location (ISO CG 25 03 or 25 04) or the general aggregate limit shall be twice the required occurrence limit.

2. Automobile Liability: Insurance Services Office Form Number CA 0001 covering, Code 1 (any auto), or if CONTRACTOR has no owned autos, Code 8 (hired) and 9 (non-owned), with limit no less than $1,000,000 per accident for bodily injury and property damage.

3. Workers’ Compensation insurance as required by the State of California, with Statutory Limits, and Employer’s Liability Insurance with limit of no less than $1,000,000 per accident for bodily injury or disease. CONTRACTOR hereby certifies that it is aware of the provisions of Section 3700 et seq., of the Labor Code which require every employer to be insured against liability for Workers' Compensation.

4. Technology Professional Liability Errors and Omissions Insurance appropriate to the CONTRACTOR’S profession and work hereunder, with limits not less than $2,000,000 per occurrence. Coverage shall be sufficiently broad to respond to the duties and obligations as is undertaken by the CONTRACTOR in this agreement and shall include, but not be limited to, claims involving infringement of intellectual property, copyright, trademark, invasion of privacy violations, information theft, release of private information, extortion and network security. The policy shall provide coverage for breach response costs as well as regulatory fines and penalties as well as credit monitoring expenses with limits sufficient to respond to these obligations.
a. The Policy shall include, or be endorsed to include, property damage liability coverage for damage to, alteration of, loss of, or destruction of electronic data and/or information “property” of the City in the care, custody, or control of the CONTRACTOR. If not covered under the CONTRACTOR’s liability policy, such “property” coverage of the City may be endorsed onto the CONTRACTOR ’s Cyber Liability Policy as covered property as follows:
22 b. Cyber Liability coverage in an amount sufficient to cover the full replacement value of damage to, alteration of, loss of, or destruction of electronic data and/or information “property” of the City that will be in the care, custody, or control of CONTRACTOR. c. The Insurance obligations under this agreement shall be the greater of 1—all the Insurance coverage and limits carried by or available to the CONTRACTOR; or 2 — the minimum Insurance requirements shown in this agreement. Any insurance proceeds in excess of the specified limits and coverage required, which are applicable to a given loss, shall be available to City. No representation is made that the minimum Insurance requirements of this agreement are sufficient to cover the indemnity or other obligations of the CONTRACTOR under this agreement.

If the CONTRACTOR maintains broader coverage and/or higher limits than the minimums shown above, the City requires and shall be entitled to the broader coverage and/or the higher limits maintained by the CONTRACTOR. Any available insurance proceeds in excess of the specified minimum limits of insurance and coverage shall be available to the City.

Other Insurance Provisions
- The insurance policies are to contain, or be endorsed to contain, the following provisions:

Additional Insured Status
The City, its Boards, Officers, Agents, Officials, employees, and volunteers are to be covered as additional insureds on the CGL policy with respect to liability arising out of work or operations performed by or on behalf of the CONTRACTOR including materials, parts, or equipment furnished in connection with such work or operations. General liability coverage can be provided in the form of an endorsement to the CONTRACTOR’s insurance (at least as broad as ISO Form CG 20 10 11 85 or both CG 20 10, CG 20 26, CG 20 33, or CG 20 38; and CG 20 37 forms if later revisions used).

Primary Coverage
For any claims related to this project/contract, the CONTRACTOR’s insurance coverage shall be primary insurance coverage at least as broad as ISO CG 20 01 04 13 as respects the City, its Boards, Officers, Agents, Officials, employees, and volunteers. Any insurance or self-insurance maintained by the City, its Boards, Officers, Agents, Officials, employees, and volunteers shall be excess of the CONTRACTOR’s insurance and shall not contribute with it.

Notice of Cancellation
Each insurance policy required above shall state that coverage shall not be canceled, except with notice to the City.

Waiver of Subrogation
CONTRACTOR hereby grants to City a waiver of any right to subrogation which any insurer of said CONTRACTOR may acquire against City by virtue of the payment of any loss under such insurance. CONTRACTOR agrees to obtain any endorsement that may be necessary to affect this waiver of subrogation but this provision applies regardless of whether or not the City has received a waiver of subrogation endorsement from the insurer. The Workers’ Compensation policy shall be endorsed with a waiver of subrogation in favor of the City for all work performed by the CONTRACTOR, its employees, agents and subcontractors.

23 Self-Insured Retentions
Self-insured retentions must be declared to and approved by the City. The City may require the CONTRACTOR to provide proof of ability to pay losses and related investigations, claim administration, and defense expenses within the retention. The policy language shall provide, or be endorsed to provide, that the self -insured retention may be satisfied by either the named insured or City.

Acceptability of Insurers
Insurance is to be placed with insurers authorized to conduct business in the state with a current A.M. Best’s rating of no less than A:VII, unless otherwise acceptable to the City.

Claims Made Policies
If any of the required policies provide coverage on a claims-made basis:

1. The Retroactive Date must be shown, and this date must be before the execution date of the contract or the beginning of contract work.

2. Insurance must be maintained and evidence of insurance must be provided for at least five (5) years after completion of the contract of work.

3. If coverage is canceled or non- renewed, and not replaced with another claims -made policy form with a Retroactive Date prior to the contract effective, or start of work date, the CONTRACTOR must purchase extended reporting period coverage for a minimum of five (5) years after completion of contract work.

Verification of Coverage
CONTRACTOR shall furnish the City with original Certificates of Insurance including all required amendatory endorsements (or copies of the applicable policy language effecting coverage required by this clause) and a copy of the Declarations and Endorsement Page of the CGL policy listing all policy endorsements to City before work begins. However, failure to obtain the required documents prior to the work beginning shall not waive the CONTRACTOR’s obligation to provide them. The City reserves the right to require complete, certified copies of all required insurance policies, including endorsements required by these specifications, at any time.

Subcontractors
CONTRACTOR shall require and verify that all subcontractors maintain insurance meeting all the requirements stated herein, and CONTRACTOR shall ensure that the City is an additional insured on insurance required from subcontractors. For CGL coverage, subcontractors shall provide coverage with a form at least as broad as CG 20 38 04 13.

Special Risks or Circumstances
City reserves the right to modify these requirements, including limits, based on the nature of the risk, prior experience, insurer, coverage, or other special circumstances.

24 SPATIAL WAVE LICENSE AGREEMENT

IMPORTANT READ CAREFULLY

UNLESS SUPERSEDED BY A SIGNED LICENSE AGREEMENT BETWEEN YOU AND SPATIAL

WAVE, SPATIAL WAVE IS WILLING TO LICENSE SOFTWARE, DATA, WEB SERVICES, OR

DOCUMENTATION TO YOU ONLY IF YOU ACCEPT ALL TERMS AND CONDITIONS CONTAINED IN THIS LICENSE AGREEMENT. PLEASE READ THE TERMS AND CONDITIONS CAREFULLY. SOFTWARE, DATA, OR DOCUMENTATION WILL NOT BEGIN DOWNLOADING

TO OR INSTALL ONTO YOUR COMPUTER SYSTEM UNTIL YOU HAVE MANIFESTED YOUR ASSENT TO THE TERMS AND CONDITIONS OF THE LICENSE AGREEMENT BY CLICKING "I accept the License Agreement" BELOW. IF YOU DO NOT AGREE TO THE TERMS AND

CONDITIONS AS STATED, THEN SPATIAL WAVE IS UNWILLING TO LICENSE SOFTWARE, DATA, WEB SERVICES, OR DOCUMENTATION TO YOU, AND YOU SHOULD CLICK "I do not accept the License Agreement" BELOW AND RETURN THE PACKAGE TO SPATIAL WAVE OR ITS AUTHORIZED DISTRIBUTOR. SEE http://www.spatialwave.com/legal FOR UPDATED TERMS

THAT MAY APPLY TO FUTURE VERSIONS OF SOFTWARE, DATA, WEB SERVICES, AND DOCUMENTATION.

LICENSE AGREEMENT
This License Agreement ("License Agreement") is between you the City of Simi Valley (“District” or "Licensee") and Spatial Wave, Inc. ("Spatial Wave"), a California corporation with a place of business at 23461 S. Pointe Drive, Suite 300 Laguna Hills, CA 92653.

ARTICLE 1-DEFINITIONS
Definitions. The terms used are defined as follows:
a. "Beta" means any alpha, beta, or prerelease Software, Data, Documentation, or Web Services. b. "Data" means any Spatial Wave or third party digital dataset(s) including, but not limited to, geographic vector data coordinates, raster, reports, or associated tabular attributes, licensed under this License Agreement.
c. "Documentation" means all printed and digital materials including, but not limited to, help files, user reference documentation, training documentation, or technical information and briefings. d. "Samples" means sample code, sample applications, add-ons, or sample extensions of Software, Data, Documentation, or Web Services.
e. "Software" means all or any portion of Spatial Wave's proprietary software technology accessed or downloaded from an authorized Spatial Wave Web site or delivered on any media in any format including backups, updates, service packs, patches, hot fixes, or permitted merged copies. f. "Term License" means licenses provided for use in a limited time period or on a subscription or transaction basis.
25 g. "Web Services" means software services or Spatial Wave or third party data provided by Spatial Wave that perform geographic information system (GIS) functions, tasks, or data services and are accessed over the Internet.

ARTICLE 2 - INTELLECTUAL PROPERTY RIGHTS AND RESERVATION OF OWNERSHIP Software, Data, Web Services, and Documentation are licensed and not sold. Spatial Wave and its licensors own Software, Data, Web Services, and Documentation, which are protected by United States and applicable international laws, treaties, and conventions regarding intellectual property and proprietary rights including trade secrets. Licensee agrees to use reasonable means to protect Software, Data, Web Services, and Documentation from unauthorized use, reproduction, distribution, or publication. Spatial Wave and its third party licensors reserve all rights not specifically granted in this License Agreement including the right to change and improve Web Services.

ARTICLE 3 - GRANT OF LICENSE

3.1 Grant of License. Subject to the terms of this License Agreement, Spatial Wave grants to Licensee a personal, nonexclusive, nontransferable license solely to:
a. Use the type and number of copies of Software, Data, and Documentation and access Web Services (i) for which the applicable license fees have been paid, (ii) for Licensee's own internal use, and (iii) in accordance with Exhibit 1 and the licensed configuration on file as authorized by Spatial Wave or its authorized distributor.
b. Access and use of any secure Spatial Wave web site resources made available to Licensee for Licensee's own internal use, provided that Licensee follows Spatial Wave's terms of use policy specified therein. All password or controlled access information provided by Spatial Wave or its authorized distributor shall be treated as Spatial Wave confidential information.

3.2 Beta License. Licensee may be accepted into a current Beta Testing Program. a. If accepted into the Beta Testing Program, Spatial Wave will provide to Licensee access to Beta and will grant Licensee a personal, nonexclusive, nontransferable, royalty-free license to use Beta at the authorized and identified test sites solely for the purpose of testing Beta as delivered, in accordance with the Beta Testing Program guidelines and the terms of this License Agreement. This grant of license is effective from the date accepted into the program or date of receipt of any Beta until the date of the commercial release of Software from Spatial Wave Customer Service or the date of termination of the Beta Testing Program for the specific Beta, whichever is sooner. b. Licensee agrees to provide suggestions or comments regarding performance, usability or effectiveness, bug reports, test reports, or other feedback (collectively, "Feedback") to Spatial Wave with respect to Beta. Spatial Wave retains title to such comments and may freely use, disclose, reproduce, license, distribute, and otherwise commercialize any Feedback. c. Beta and Feedback contain confidential information and trade secrets that are proprietary to Spatial Wave. Licensee agrees to use commercially reasonable means (at least as great as those used by Licensee for its own confidential information) to maintain the integrity, confidentiality, and Spatial Wave proprietary rights in Beta and Feedback.
26 d. Beta is subject to change prior to its commercial release or may never be commercially released.

Licensee acknowledges that Beta is not suitable or licensed for full use in any production system and accepts all responsibility for use and any results generated.

3.3 Evaluation License. Spatial Wave may from time to time offer Term License(s) for Software, Data, Web Services, or Documentation for Licensee's evaluation only.

3.4 Consultant or Contractor Access. Subject to Section 3.1, Spatial Wave grants Licensee the right to provide access to and use of Software, Data, Web Services, or Documentation to any consultant or contractor of Licensee exclusively for the benefit of Licensee. Licensee shall be solely responsible for compliance by consultants and contractors with this License Agreement. Access to or use of Software, Data, Web Services, and Documentation by consultants or contractors not exclusively for the benefit of Licensee is prohibited.

3.5 Educational Use License. If Licensee has been qualified by Spatial Wave or its authorized distributor to participate in an educational program, Licensee agrees to use Software, Data, Web Services, and Documentation solely for educational, research, and academic purposes that are noncommercial in nature. Licensee shall not use Software, Data, Web Services, and Documentation for any profit- generating activities.

ARTICLE 4 - SCOPE OF USE

4.1 Permitted Uses
a. Licensee may install and store Software, Data, and Documentation on electronic storage device(s).
b. Licensee may make one (1) copy of Software, Data, and Documentation for archival purposes.

Licensee may make routine computer backups.
c. Licensee may customize Software using any (i) macro or scripting language, (ii) published application programming interface (API), or (iii) source or object code libraries, but only to the extent that such customization is described in Documentation. d. Licensee may use, copy, or prepare derivative works of Documentation supplied in digital format and thereafter reproduce, display, and redistribute the customized documentation only for Licensee's own internal use. Portion(s) of Documentation supplied in digital format merged with other software and printed or digital documentation are subject to this License Agreement. Licensee shall include the following copyright attribution notice acknowledging the proprietary rights of Spatial Wave and its licensors: "Portions of this document include intellectual property of Spatial Wave and its licensors and are used herein under license. Copyright © [2011, 2012, 2013, 2014, 2015, 2016] Spatial Wave and its licensors. All rights reserved."

4.2 Uses Not Permitted
a. Except as provided herein, Licensee shall not sell, rent, lease, sublicense, lend, assign, or timeshare Software, Data, Web Services, or Documentation. Licensee shall not act as a service bureau or commercial application service provider (ASP) that allows third party access to Software, Data, Web Services, and Documentation. A commercial ASP means a Licensee who uses Software, 27 Data, Web Services, or Documentation for a site or service and operates the site or the service for a profit or generates revenue by charging for access to the site or service. b. Licensee shall not redistribute Software, Data, or Web Services to unauthorized third parties, in whole or in part, including, but not limited to, extensions, components, or DLLs without the prior written approval of Spatial Wave.
c. Licensee shall not reverse engineer, decompile, or disassemble Software, Data, Web Services, or Documentation except to the extent that such activity is expressly permitted by applicable law notwithstanding this restriction.
d. Except to the extent that applicable law prohibits this restriction, Licensee shall not make any attempt to circumvent the technological measure(s) that controls access to or use of Software, Data, Web Services, and Documentation.
e. Licensee shall not redistribute Software registration number/license authorization file(s), developer license file(s), or Web Services access codes to unauthorized third parties without the prior approval of Spatial Wave.
f. Licensee shall not use Software or Web Services to transfer or exchange any material where such transfer or exchange is prohibited by intellectual property laws or any other applicable laws. g. Licensee shall not remove or obscure any Spatial Wave or its licensors' patent, copyright, trademark, or proprietary rights notices contained in or affixed to Software, Data, Web Services, or Documentation.
h. Licensee shall not unbundle individual or component parts of Software or Data for independent use.

ARTICLE 5 - TERM AND TERMINATION
This License Agreement is effective upon acceptance. This License Agreement and any licenses granted hereunder shall continue until (i) such time that Licensee elects in writing to discontinue use of Software, Data, Web Services, or Documentation and terminates the license; (ii) expiration of a Term License; or (iii) either party terminates the license for a material breach that is not cured within ten (10) days of written notice to the other party, except that termination is immediate for a material breach of a nature that is impossible to cure. Upon termination of a license, Licensee shall (i) cease access and use of Web Services and clear Web Services client-side data cache and (ii) uninstall, remove, and destroy all Software, Data, and Documentation and any whole or partial copies, modifications, or merged portions in any form and execute and deliver evidence of such actions to Spatial Wave or its authorized distributor.

ARTICLE 6 - LIMITED WARRANTIES AND DISCLAIMERS

6.1 Limited Warranties. Except as otherwise provided in this Article 6, Spatial Wave warrants that (i) the unmodified Software will substantially conform to the published Documentation and (ii) media on which the Software, Data, and Documentation is provided will be free from defects in materials and workmanship under normal use and service for a period of ninety (90) days from the date of receipt. 28 6.2 Data and Web Services Disclaimer. Data and Web Services may contain some nonconformities, defects, errors, or omissions. THE DATA AND WEB SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. Without limiting the generality of the preceding sentence, Spatial Wave and its licensors do not warrant that Data and Web Services will meet Licensee's needs or expectations; that the use of Data and Web Services will be uninterrupted; or that all nonconformities can or will be corrected. Spatial Wave and its licensors are not inviting reliance on Data or Web Services, and Licensee should always verify actual Data or Web Services.

6.3 Special Disclaimer. SAMPLES, HOT FIXES, EVALUATION SOFTWARE, AND BETA ARE DELIVERED "AS IS" WITHOUT WARRANTY OF ANY KIND. LICENSEE ASSUMES ALL RISK

AS TO THE QUALITY AND PERFORMANCE OF THE SAMPLES, HOT FIXES, EVALUATION SOFTWARE, AND BETA.

6.4 Internet Disclaimer. BOTH PARTIES EXPRESSLY ACKNOWLEDGE AND AGREE THAT THE INTERNET IS A NETWORK OF PRIVATE AND PUBLIC NETWORKS AND THAT (i) THE INTERNET IS NOT A SECURE INFRASTRUCTURE, (ii) NEITHER PARTY HAS CONTROL OVER THE INTERNET, AND (iii) NEITHER PARTY IS LIABLE FOR DAMAGES UNDER ANY THEORY

OF LAW RELATED TO THE DISCONTINUANCE OF OPERATION OF ANY PORTION OF THE

INTERNET OR POSSIBLE REGULATION OF THE INTERNET THAT MIGHT RESTRICT OR PROHIBIT THE OPERATION OF THE WEB SERVICE.

6.5 General Disclaimer. EXCEPT FOR THE ABOVE EXPRESS LIMITED WARRANTIES,

SPATIAL WAVE DISCLAIMS ALL OTHER WARRANTIES OF ANY KIND, EITHER EXPRESS OR

IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF

MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SYSTEM INTEGRATION, AND NONINFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS. SPATIAL WAVE DOES NOT

WARRANT AND DISCLAIMS THAT SOFTWARE, DATA, WEB SERVICES, OR DOCUMENTATION WILL MEET LICENSEE'S NEEDS; THAT LICENSEE'S OPERATION OF THE SAME WILL BE UNINTERRUPTED, ERROR FREE, FAULT TOLERANT, OR FAILSAFE; OR THAT ALL NON-CONFORMITIES CAN OR WILL BE CORRECTED. SOFTWARE, DATA, WEB

SERVICES, AND DOCUMENTATION ARE NOT DESIGNED, MANUFACTURED, OR INTENDED

FOR USE IN ENVIRONMENTS OR APPLICATIONS THAT MAY LEAD TO DEATH, PERSONAL INJURY, OR PHYSICAL PROPERTY/ENVIRONMENTAL DAMAGE. ANY SUCH USE SHALL BE AT LICENSEE'S OWN RISK AND COST.

6.6 Exclusive Remedy. Licensee's exclusive remedy and Spatial Wave's entire liability for breach of the limited warranties set forth in this Article 6 shall be limited, at Spatial Wave's sole discretion, to (i) replacement of any defective media; (ii) repair, correction, or a workaround for Software subject to the Spatial Wave Support Services Policy; or (iii) return of the license fees paid by Licensee for Software or Documentation that does not meet Spatial Wave's limited warranty, provided that Licensee uninstalls, removes, and destroys all copies of Software or Documentation and executes and delivers evidence of such actions to Spatial Wave or its authorized distributor.

ARTICLE 7 – LIMITATION OF LIABILITY

7.1 Disclaimer of Certain Types of Liability. SPATIAL WAVE AND ITS LICENSORS SHALL NOT

BE LIABLE TO LICENSEE FOR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOST PROFITS, LOST SALES, OR BUSINESS EXPENDITURES; INVESTMENTS; BUSINESS COMMITMENTS; LOSS OF ANY GOODWILL; OR FOR ANY INDIRECT, SPECIAL,

INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO THIS 29 LICENSE AGREEMENT OR USE OF SOFTWARE, DATA, WEB SERVICES, OR

DOCUMENTATION, HOWEVER CAUSED ON ANY THEORY OF LIABILITY, WHETHER OR

NOT SPATIAL WAVE OR ITS LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.

7.2 General Limitation of Liability. EXCEPT AS PROVIDED IN ARTICLE 8 INFRINGEMENT

INDEMNITY, SPATIAL WAVE'S TOTAL CUMULATIVE LIABILITY HEREUNDER, FROM ALL

CAUSES OF ACTION OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, BREACH OF WARRANTY,

MISREPRESENTATION, OR OTHERWISE, SHALL NOT EXCEED THE AMOUNTS PAID BY

LICENSEE FOR SOFTWARE, DATA, WEB SERVICES, OR DOCUMENTATION PURSUANT TO THIS LICENSE AGREEMENT.

7.3 Applicability of Disclaimers and Limitations. Licensee agrees that the limitations of liability and disclaimers set forth in this License Agreement will apply regardless of whether Licensee has accepted Software, Data, Web Services, or Documentation or any other product or service delivered by Spatial Wave. The parties agree that Spatial Wave has set its prices and entered into this License Agreement in reliance on the disclaimers and limitations set forth herein, that the same reflect an allocation of risk between the parties, and that the same form an essential basis of the bargain between the parties. THESE

LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.

ARTICLE 8 – INFRINGEMENT INDEMNITY

8.1 Spatial Wave shall defend, indemnify, and hold harmless Licensee from and against any loss, liability, cost, or expense, including reasonable attorneys' fees, which may be incurred by Licensee against any claims, actions, or demands by a third party alleging that Software infringes a U.S. patent, copyright, or trademark, provided:
a. Licensee promptly notifies Spatial Wave in writing of the claim; b. Licensee provides documents clearly describing the allegations of infringement; c. Spatial Wave has sole control of the defense of any actions and negotiations related to the defense or settlement of any claim; and
d. Licensee cooperates fully in the defense of the claim.

8.2 If Software is found to infringe a U.S. patent, copyright, or trademark, Spatial Wave, at its own expense, may either (i) obtain rights for Licensee to continue using Software or (ii) modify the allegedly infringing elements of Software while maintaining substantially similar software functionality or data/informational content. If neither alternative is commercially reasonable, the infringing item(s) shall be returned to Spatial Wave, the license shall terminate, and Licensee shall uninstall the infringing items.

Spatial Wave's entire liability shall then be to indemnify Licensee pursuant to Section 8.1 and to refund license fees paid by Licensee for the infringing item(s), prorated on a five (5) year, straightline depreciation basis beginning from the initial date of delivery.

8.3 Spatial Wave shall have no obligation to defend Licensee or to pay any resulting costs, damages, or attorneys' fees for any claims or demands alleging direct or contributory infringement of Software by (i) 30 the combination of or integration with a product, process, or system not supplied by Spatial Wave; (ii) material alteration by anyone other than Spatial Wave or contractors acting on behalf of Spatial Wave; (iii) use after Licensee has been notified of possible infringement; or (iv) use after modifications are provided or a return is ordered by Spatial Wave under Section 8.2.

8.4 In no event shall the indemnification set forth in this Article 8 apply to any Samples, hot fixes, Beta, or evaluation software delivered hereunder.

THE FOREGOING STATES THE ENTIRE OBLIGATION OF SPATIAL WAVE WITH RESPECT TO

INFRINGEMENT OR ALLEGATION OF INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OF ANY THIRD PARTY.

ARTICLE 9 – GENERAL PROVISIONS

9.1 Export Control Regulations. Licensee expressly acknowledges and agrees that Licensee shall not export, reexport, transfer, or release Software, Data, Web Services, or Documentation, in whole or in part, to (i) any U.S. embargoed country (or to a national or resident of any U.S. embargoed country); (ii) any person on the U.S. Treasury Department's list of Specially Designated Nationals; (iii) any person or entity on the U.S. Commerce Department's Table of Denial Orders; or (iv) any person or entity where such export, reexport, or provision violates any U.S. export control laws or regulations including, but not limited to, the terms of any export license or licensing provision and any amendments and supplemental additions to U.S. export laws as they may occur from time to time.

9.2 Taxes and Fees, Shipping Charges. License fees quoted to Licensee are exclusive of any and all taxes or fees, including, but not limited to, sales tax, use tax, value-added tax (VAT), customs, duties, or tariffs, and shipping and handling charges.

9.3 No Implied Waivers. The failure of either party to enforce any provision of this License Agreement shall not be deemed a waiver of the provisions or of the right of such party thereafter to enforce that or any other provision.

9.4 Severability. The parties agree that if any provision of this License Agreement is held to be unenforceable for any reason, such provision shall be reformed only to the extent necessary to make the intent of the language enforceable.

9.5 Successor and Assigns. Licensee shall not assign, sublicense, or transfer Licensee's rights or delegate its obligations under this License Agreement without Spatial Wave's prior written consent, and any attempt to do so without consent shall be void. This License Agreement shall be binding upon the respective successors and assigns of the parties to this License Agreement. Notwithstanding, a government contractor that has acquired Software, Data, Web Services, or Documentation under contract to the government may assign this License Agreement to its government customer upon written notice to Spatial Wave, provided the government customer assents to the terms of this License Agreement.

9.6 Survival of Terms. The provisions of Articles 2, 5, 6, 7, 8, and 9 of this License Agreement shall survive the expiration or termination of this License Agreement.

9.7 Equitable Relief. Licensee agrees that any breach of this License Agreement by Licensee may cause irreparable damage and that, in the event of such breach, in addition to any and all remedies at law, Spatial Wave shall have the right to seek an injunction, specific performance, or other equitable relief in 31 any court of competent jurisdiction without the requirement of posting a bond or undertaking or proving injury as a condition for relief.

9.8 Government Licensee. Software, Data, Web Services, and Documentation are commercial computer software, commercial data, commercial computer software documentation, and commercial Web Services. This License Agreement contains Spatial Wave's commercial license terms and conditions for such items. The commercial license rights in this License Agreement strictly govern Licensee's use, reproduction, or disclosure of Software, Data, Web Services, and Documentation. No other license terms or conditions shall apply unless expressly agreed in writing by Spatial Wave and Licensee. Spatial Wave Software source code is unpublished, and all rights to Software, Data, Web Services, and Documentation are reserved under copyright laws of the United States. In the event any court, arbitrator, or board holds that the Licensee has greater rights to any portion of Software, Data, Web Services, or Documentation under applicable public procurement law, such rights shall extend only to the portions affected.

9.9 Governing Law, Arbitration
a. Licensees in the United States of America, Its Territories, and Outlying Areas. This License Agreement shall be governed by and construed in accordance with the laws of the State of California without reference to conflict of laws principles, except that U.S. federal law shall govern in matters of intellectual property. Except as provided in Article 9.7, any dispute arising out of or relating to this License Agreement or the breach thereof, which cannot be settled through negotiation, shall be finally settled by arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules. Judgment on the award rendered by the arbitrator may be entered in a court of competent jurisdiction. If Licensee is a U.S. government agency, this License Agreement is subject to the Contract Disputes Act of 1978, as amended (41 U.S.C. 601613), in lieu of the arbitration provisions of this clause. This License Agreement shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded.
b. All Other Licensees. Except as provided in Article 9.7, any dispute arising out of or relating to this License Agreement or the breach thereof, which cannot be settled through negotiation, shall be finally settled under the Rules of Arbitration of the International Chamber of Commerce by one (1) arbitrator appointed in accordance with said rules. The language of the arbitration shall be in English. The place of the arbitration shall be at an agreed upon location. This License Agreement shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded. Either party shall, at the request of the other, make available documents or witnesses relevant to the major aspects of the dispute.

9.10 Maintenance. Maintenance for qualifying Software or Data consists of updates and other benefits such as access to technical support, specified in Spatial Wave's or its distributor's most current applicable software maintenance policy.

9.11 Entire Agreement. This License Agreement, including Exhibits 1 constitute the sole and entire agreement of the parties as to the subject matter set forth herein and supersedes any previous license agreements, understandings, and arrangements between the parties relating to such subject matter.

Additional or different terms included with an order or other document shall not be binding upon Spatial Wave. Any modification(s) or amendment(s) to this License Agreement must be in writing and signed by each party.

32 EXHIBIT 1
Scope Of Use
The scope of use for the Software, Data, Web Services, and Documentation identified below is described in the applicable footnotes identified in parentheses.

GIS Viewers and Connectors
Mapplet
Field Applications
Field Mapplet Windows or Field Mapplet IOS
Engineering Document Management
MapLibrary
Licensee may reproduce and deploy the Software provided all the following occur: (a) The Software is reproduced and deployed in its entirety; (b) a license agreement accompanies each copy of the Software that protects the Software to the same extent as the Spatial Wave License Agreement, and the recipient agrees to be bound by the terms and conditions of the license agreement; (c) all copyright and trademark attributions/notices are reproduced; and (d) there is no charge or fee attributable to the use of the Software.

Use of included third party owned data shall be subject to the Use of Data Restrictions found at http://www.spatialwave.com/legal for the specific Data accessed. The Use of Data Restrictions may be modified by Spatial Wave from time to time. If a modification is unacceptable to Licensee, Licensee may cancel a subscription upon written notice to Spatial Wave, or discontinue use of the Data or Web Services, as applicable. If Licensee continues to use the Data or Web Services, Licensee will be deemed to have accepted the modification.

Licensee's organization is limited to the number of specified credits, transactions, geography, or number of users as described in the online product description. 33

Simi Valley City CouncilJanuary 29, 2024

Simi Valley City Council
January 29, 2024