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Digital Base Map Participant Agreement with ACHD, AGREEMENT NO . Q `~ ~~ ~ DIGITAL BABE MAP PAItTICIPANT AGREEMENT THIS AGREEMENT is entered into this ~~ day of , 1992, between the County of Ada, a political subdivision of the State of Idaho (the County) and the Ada County Highway District (the Participant). WHEREAB, the County owns and maintains an automated base map which assembles current and accurate planimetric data in diqital form together with accompanying map-related data such as bodies of water, street names, corporate city limits, and other features; and ~ WBEREAB, the County recognizes the benefits of cooperatively sharing this base map with other agencies, both in terms of costs associated with updating and maintaining the base map and in terms of economies of scale accomplished when several Participants share resources in a base map; and WHEREAB, the Participant also recognizes the benefits of this cooperative effort, supports the policies set forth herein, and would like to participate in the base map use and development of Geographic Information System technology; NOW, THEREFORE, the parties agree to the following: DIGITAL BASE MAP PARTICIPANT AGREEMENT - PAGE 1 I. DEFII~TITIONS p,. "This Aareement" - The Digital Base Map Participant Agreement contained in this document. g, "Base Ma~" - The digital cadastral land base, planimetric features, and associated data owned and maintained by the County with features which are more particularly described in Exhibit "A" . C, "Participant Base Mav Coverac~e_" -~Y databases compatible with the Base Map or its associated data which are owned and maintained by a party other than the County but which may be distributed by the County for the convenience of the Participant. D, °Base Ma~ IIpd__ates" - Changes to the Base Map due to information recorded with the County and other modifications which may be made in the Base Map from time to time and which are made available to the Participant on a regular basis. E, "Contract Area" - Those Public Land Survey System (PLSS) sections of the Base Map as set forth in Exhibit "B" which the Participant has contracted with the County to utilize for the duration of this contract and for which the County has agreed to provide periodic updates to the Participant. F, "Count "- The County of Ada, State of Idaho, a political subdivision of the State of Idaho. G, "Participant" - The governmental entity, public utility, firm, or corporation which pays a fee for access to a Contract Area within the Base Map, shares Base Map compatible data with the County, and otherwise complies with the terms of this Agreement, in this case the Ada County Highway District. DIGITAL BASE MAP PARTICIPANT AGREII~IENT - PAGE 2 H. "Non-Participant" - Any governmental entity, public utility, firm, or corporation which contracts with the County and pays a fee to the County for access to the Base Map but which does not share Base Map data with the County according to the provisions of this Agreement. I. "Workina Day" - Any weekday, Monday through Friday, which is not a declared holiday for the County employees. II• DIITIEB OF THE COIINTY A. Base Map Distribution. The County agrees to distribute a complete digital copy of the Contract Area in either ARC/INFO format or STRINGS format as desired by the Participant, within forty-five (45) calendar days of notification to the County by the Participant, or as mutually agreed to. IIpon conversion to ARC/INFO format by the Participants who use STRINGS format, the County agrees to distribute, upon request from the Participant, a complete digital copy of the Contract Area within fifteen (15) working days of notification. B. Maintenance Methods. Maintenance methods shall be determined by the County with recommendation from Participants. The County shall make every reasonable effort to maintain the accuracy and quality of the Base Map using maintenance procedures that, as closely as possible, preserve the coordinate geometry characteristics built into the original digital Base Map structure, DIGITAL BASE MAP PARTICIPANT AGREIIKENT - PAGE 3 including, but not limited to, consistent standards for the coordinate system, the datum, and retention of the National Mapping Accuracy Standards. C. Maintenance Schedule. The County shall maintain the Base Map in a timely manner using appropriate records and information derived from the County, the Participant, and other sources. Except for circumstances beyond the control of the County or for the entry of data which would compromise the accuracy of the Base Map, the County shall update the Base Map with data from documents recorded with the Ada County Recorder' s Of f ice within f ifteen (15 ) working days after the day the information is recorded with the County, or in the case of data from outside sources, within fifteen (15) working days from the day the information is received by the County. Said updates will be available to the Participant on the next regular distribution of updates as provided below. D. Distribution of IIr~dates. The County shall provide updates for the Contract Area to the Participant two (2) times monthly on the first and third Wednesday of the month or on a schedule mutually agreed to by the parties. The County shall include with each update a list of PLSS sections of the Contract Area affected and a list of subdivisions for which Base Map updates have been processed since the last update was distributed to Participant. E. Correction of Errors. The County shall make every reasonable effort to correct errors within twenty-one (21) calendar days of notification by Participants or on a mutually agreed upon schedule. DIGITAL BASE MAP PARTICIPANT AGREIIKENT - PAGE 4 F. Notice of Changes. Subject to the provisions of Section III.B, in the event a change is made, the County shall provide notice and an explanation to the Participant of any changes made in the Base Map, Base Map standards or format, or Participant Base Map Coverage, as soon as such information is available. G. County Contact. The County agrees to name Mike McClenahan, Ada County GIS Manager, to be the primary liaison between the County and the Participant for implementation of this Agreement. Participants shall be notified of any changes to this appointment within fourteen (14) calendar days. H. Coo~erative Development of Technoloav. The County shall work with all Participants to establish procedures for sharing and developing data compatible with the Base Map, specifically including, but not limited to, Participant Base Map Coverages. III. RIGHTB AND PRIVILEGEB OF THE PARTICIPANT A. Fee Review. The Participant will have the opportunity to participate with the County and other Participants in an annual review and determination of Participant fees. B. Advisory Role. The Participant will have the opportunity to participate with the County and other Participants in an advisory role on future directions for the Base Map, compatible data development, development of Participant Base Map Coverages, data maintenance methods, and other policy matters related to the Base Map. All Participants will work cooperatively, together with the County, to develop Geographic Information System technology. DIGITAL BASE MAP PARTICIPANT AGREIIKEDTT - PAGE 5 C. User Group. The Participant will have the opportunity to participate regularly with the County and other Participants in user-group meetings. IV. DIITIES OF THE PARTICIPANT A. Fees. The Participant shall pay an annual fee in the amount of Thirty Thousand One Hundred Fifty-Six and No/100 Dollars ($30,156.00) for the right to have a current copy of the Base Map for the Contract Area and to receive Base Map updates. The Participant agrees to pay this f ee to the County in twelve (12 ) equal monthly installments of Two Thousand Five Hundred Thirteen and No/100 Dollars ($2,513.00), within thirty (30) days of receipt of the County's invoice for the same. B. Svstem Compatibilitv. The Participant understands that the County is currently converting the Contract Area for the Participant from ARC/INFO work station format to PC ARC/INFO Single Precision format to acco~nodate the Participant's computer system. This process will continue through December 31, 1992. C. Distribution of Base Map IIpdates. The Participant agrees to provide the medium onto which updates of the Base Map shall be copied by the County and to accept responsibility for pickup and delivery of distribution media. The participant will verify the acceptability of the update and notify the County if any problem exists within the next distribution cycle. D. Base Map Corrections. The Participant agrees, within a reasonable time of discovery, to inform the County of any errors DIGITAL BASE MAP PARTICIPANT AGREEMENT - PAGE 6 the Participant discovers in the Base Map or Participant Base Map Coverages. The participant shall document such errors on a report form provided by the County (See Exhibit "C") along with any other relevant documentation. E. Covvriaht. The Participant agrees to uphold the County's copyright of the Base Map and further agrees not to resell, lease, or give away any portion of the digital version of the Base Map. The Participant agrees that the County shall have sole right to control the commercial exploitation or other distribution of any digital versions of the Base Map. The Participant agrees to affix the copyright symbol "m" to all paper copies of any portion of the Base Map which the Participant sells or otherarise provides to any person or entity. F. One-Time Uses. The Participant may grant a one-time digital access to the Base Map for the Contract Area to firms contracting with the Participant in the furtherance of the Participant's interests. The Participant shall require subcontractors utilizing digital access to duly execute the document attached as Exhibit "D", relieving the County of liability and protecting the County's copyright interest, and deliver a fully executed copy of this document to the County in a timely manner. G. Co~^ vinQ• Except as provided in this contract, the participant shall not allow any copies of the Base Map or Base Map updates to be provided to any other individual, governmental entity, public utility, firm, or corporation who is not also a Participant. The Participant may, with written permission from the DIGITAL BASE MAP PARTICIPANT AGRE~iT - PAGE 7 County, agree to provide Base Map updates to another Participant whose Contract Area is equal to or smaller than, and wholly within, the Participant's Contract Area. H. Participant Recommendation. The Participant shall recommend a senior staff person for appointment by the Board of County Commissioners to be the Participant's primary representative to the County for implementation of this Agreement and for policy recommendations for future agreements. Such appointment may be nullified by either the County or Participant at any time by thirty (30) days notice to the other party. I. Participant Contact. The Participant agrees to name Diane Holloran to be the primary liaison between the Participant and the County for implementation of this Agreement. The County shall be notified of any changes to this appointment within fourteen (14) calendar days. v. GENERAL PROVISIONB A. Term. The term of this Agreement shall be from October 1, 1992 until September 30, 1993; however, the parties may annually renew this Agreement by mutual agreement in writing and execute such renewal as an addendum to this Agreement. B. Non-a~~ropriation. The Parties understand that, because of the limits of the Idaho Constitution, should the County or other public entity under similar constraints decide not to appropriate DIGITAL BASE MAP PARTICIPANT AGREII~NT - PAGE 8 funds to continue its Base Map effort, there can be no obligation for the County or other such public entity to continue to participate in the Base Map. C. Indemnification. The Participant shall hold the County, its officers, agents, and employees harmless for any inaccuracies or errors in any mapping layers created by the County for use by the Participant with the Base Map arising from any claims based upon the Participant's use of said mapping layers. The County shall hold the Participant, its officers, agents, and employees harmless for any inaccuracies or errors in any Participant Base Map Coveraqes created by the Participant and used by the County with the Base Map or from any claims based upon the County's use of these coverages. D. Failure to Perform. The parties recognize that failure on the part of the County to meet the maintenance schedule obligations under this Agreement may occur. Such failure may be due either to circumstances beyond the reasonable control of the County or to circumstances reasonably under the control of the County. In the latter case, the county shall forfeit a part of a payment based on the proportion of a scheduled update not provided to a Participant in a timely manner. E. Termination. This Agreement may be terminated by either party for any reason upon sixty (60) days prior written notice. Upon termination, the Participant shall be allowed to retain and own a current copy of the Contract Area Base Map. Such a copy shall be for internal use only, except for that access allowed DIGITAL BASE MAP PARTICIPANT AGREII~TT - PAGE 9 herein under the title of one-time uses; provided, however, the County~s copyright protection shall continue with no rights of resale by the Participant. Upon termination, the Participant shall have no right to future updates from the County under this Agreement. Should the County no longer be able to maintain the Base Map, the Participant shall be provided sixty (60) days notice from the County and the Participant may maintain the Base Map independently and negotiate with the County regarding copyrights. F. Other Aareements. No prior or contemporaneous agreement between the County and the Participant, or any third party, shall be incorporated into this Aqreement, including any agreement between the Participant and any other Base Map data provider, past or future. G. Additional Participants. The parties recognize that upon entering this Agreement, and at times during the term of this Agreement, the County may contract with other agencies to promote cooperative base map utilization. The Participant understands that new Participants will pay a fee based on the formula set forth in this Agreement, prorated for the duration of their agreement with the County. The County shall credit these new fees when calculating fees for Participants in the subsequent year. The parties agree that all Non-Participant revenues shall be retained by the County for the sole use and benefit of the County. H. Resolution of Dis~utes. Any disputes pursuant to this Agreement which cannot be resolved by negotiation between the DIGITAL BASE MAP PARTICIPANT AGREIIKEATT - PAGE 10 parties shall be decided under ldaho law with venue in the Fourth Judicial District, Ada County, Idaho. In the event of such litigation, the prevailing party shall be entitled to reasonable attorney fees. I. Savinas Clause. In the event that, for any reason, any provision of this Agreement is found to be unenforceable, the remaining provisions of this Aqreement shall continue in full force and effect. J. Authoritv. The parties warrant that the signatories have the authority to bind each party whether the party be a public entity or private person, firm, or corporation. BOARD OF ADA COIIN'PY CO~I88IONERB Hy: ~ ~ ATTEBT: ~ 1 ~~2 ~ d. David Navarro, Ada County Clerk DIGITAL BASE MAP PARTICIPANT AGREEMENT - PAGE 11 PARTICIPANT ADA COIINTY HIGHWAY DIBTRICT / By: . /~ ~ ~ Char es . inder, President By: `~ Ct~~,~,.a-, rZ ~~^-~. . J~me~ E. Bruce, Vice President By: 1 G enn J./Rhodes, Secretary / STATE OF IDAHO ) ) ss. County of Ada ) On this ,~ day of 1992, before me, a Notary Public, personally appeare ~~~, . ./,: , a~ ~ known or ~~4_2.u~~ ~ .~2,~_~_l i ~ `~ • ~~ iSTentified to me to be the - ' of the ~ ' that executed the instrwne or the person who executed ~~~'the instrument on behalf of said , and acknowledged to me that such c~-~~osa~~ t,i~on executed the same . ~,2~ ~ , z~ ~ Notary Public for ldaho Commission Expires ~~ , DIGITAL.BASE.MAP PARTICIPANT AGREEMENT - PAGE 12 ESHIHIT "A" ADA COIINTY DIGITAL BABE MAP COVERAGES AVAII~ABLE TO PARTICIPANTS S COVERAGE FEATURES: POLYGONS IDENTIFIER COLOR tax parcels parcel number magenta LINES LAYER COLOR Perennial Stream 31 blue Intermittent Stream 32 blue Wide Perennial Stream 33 blue Lake or Reservoir 34 blue Irrigation Canal 35 blue Ditches 3~ or wider 38 blue Sub Lot or Parcel 45 magenta Section Land/Parcel 46 magenta Record of Survey 47 cyan R-O-W Road 86 green R-O-W Irrigation 87 green R-O-W Railroad 88 green Sub Bound-Existing 96 yellow Sub Bound-Within 98 yellow Centerline 103 white Section Line 17 white TEXT SIZE COLOR Parcel Number 12 magenta Subdivision Name 25 white Lot Number 10 white Block Number 15 white R COVERAGE FEATURES: LINES LAYER COLOR Interstate 1 red Principal Arterial 2 red Minor Arterial 3 red Collector 4 red Local Road 5 red Dirt Road 6 red Proposed Road 7 red Railroad 8 red Alley 9 red Collector Streets 10 red Bike Path-Existing 11 green Bike Path-Proposed 40 yellow Bike Path-Unpaved 39 yellow EXHIBIT "A" - PAGE 1 • Jeep Trails 12 red Runway 13 red Dams 14 red Rural Roads 15 red Section line 17 white Perennial Stream 31 blue Intermittent Stream 32 blue Wide Perennial Stream 33 blue Lake or Reservoir 34 blue Irrigation Canal 35 blue Ditch 3' or wider 38 blue TEXT SIZE COLOR Road Names 20 white Water 20 white Section Cor Numbers 18 white EX COVERAGE FEATURES:1 LINES LAYER. COLOR Preliminary Sub Bound 97 yellow TEXT SIZE COLOR Preliminary Sub Name and Developer Name 30 white ACLIMITS COVERAGE FEATIIRES: LINES LAYER COLOR Boise City Limits 170 white Eagle City Limits 171 white Meridian City Limits 172 white ICuna City Limits 173 white Garden City Limits 174 white 1By October 1, 1992, the information in the EX COVERAGE will contain preliminary plats received by Ada County between May 1, 1992, and September 14, 1992. ,By January 1, 1993, the EX COVERAGE will contain all known preliminary plats considered to be active by and based on information supplied by the Participant. EXHIBIT "A" - PAGE 2 CENTERLINE COVERAGE FEATURES: LINES LAYER COLOR Principal Arterial 102 blue Minor Arterial 104 green Collector 105 orange Section Line Road 106 magenta Interstate 101 red Local Road 103 white APA Added Roads 55 yellow Railroad 90 red Airport 13 red County Boundary 15 gray TEXT SIZE COLOR Main Road Names 130 white Local Roads 90 white Space Saver 80 white Geographic Names 140 white Town 450 white County Name 200 white Location Number 130 white EXHIBIT "A" - PAGE 3 EBHIBIT "B" BASE MAP PARTICIPAIJT CONTRACT AREA BY PL88 SECTION FOR ADA COIINTY BIGHWAY DIBTRICT Ada County Highway District receives base map updates from Ada County of all the PLSS sections and partial sections within Ada County as part of this Agreement. EXHIBIT "B" - PAGE 1 - E}4iIBIT "C" ADA COUNTY GEOGRAPHIC INFORMATION SYSTEM - DIGITAL LANDBASE MAP DATA PARTICIPANT PROBLEM REPORT Subscriber. Date: Contac~ Phone: PROBLEM DESCRtPTION PRIORITY 1 2 3 4 5 Township Range Section 1/4 Section Coverage Feature Type ~n-o. 1 Being Hlghest) Comments: Repo~t Entered Into Maintenance Database: YES NO By Whom: Erro~ Verification by CIS Staff; YES ND By Whom: STEPS TAKEN TO CORRECT PROBLEM Enor Conected Date: Time to Fix: Staff Initilals: Coverage Changed: R S EX Coverage in ADA PERM Directory: YES NO Verification Sent to Participan~ ~ YES NO ~lexceqlbrary~llDACPROB.XLS E~IBIT "D" PROTECTION OF ADA COIINTY'8 COPYRIGHT TO THE ADA COUNTY BABE MAP AND WAIVER OF COIINTY LIABILITY Ada County, a political subdivision of the State of Idaho, (hereinafter the "County"), maintains a computer base map (hereinafter the "Map"). (hereinafter "Participant" ) is a Participant in the County's Map and as such is allowed limited digital access to the Map. In order for Participant to further its duties, (hereinafter "Subcontractor") shall be allowed one-time access to the digital version of Participant's area of the Map. Subcontractor hereby agrees to protect the County's copyright and shall not sell, lease, or otherwise distribute digital or hard copies of versions of any portions of the Map without the County's express written permission. IIpon completinq the obligations of the contract with Participant, Subcontractor agrees to permanently and completely destroy all base map data received under this Agreement and to allow the County any reasonable means of verification. Moreover, the Subcontractor hereby relieves the County from any liability from Subcontractor's use of the Map, including any claim that the data is not accurate or up-to-date. A final copy of this form shall be provided to the County by Participant within two (2) weeks of its execution. SIIBCONTRACTOR: gy. STATE OF IDAHO ) ) ss. County of Ada ) On this day of , 19_, before me, a notary public, personally appeared , known or identified to me to be the person whose name is subscribed to the within instrument, and acknowledged to me that he executed the same. Notary Public for ldaho Commission Expires ~XHIBIT D - PAGE 1 EBBIBIT "E" DIBCLAIMER OF ADA COIINTY LIABILITY Copyrighted by Ada County, who shall not be liable for inaccuracy or misuse. Any resale or redistribution of this Map without the express written permission of Ada County is prohibited. EXHIBIT E - PAGE 1