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09 Staff Report - Silicon Valley Regional Interoperability Project
DATE: COUNCIL AGENDA REPORT September 23,2004 MEETING DATE: 10/4/04 ITEM NO. 9 TO: FROM: SUBJECT: DEBRA J. FIGONE, TOWN MANAGER ADOPT RESOLUTION AUTHORIZING THE TOWN MANAGER TO EXECUTE A SECOND AMENDMENT TO THE JOINT FUNDING AGREEMENT (JFA) WITH OTHER SANTA CLARA COUNTY CITIES TO UPDATE THE CURRENT SCOPE AND AUTHORlTY OF THE VALLEY REGIONAL PROJECT (SVRIP). RECOMMENDATION: Adopt resolution authorizing the Town Manager to execute a second amendment to the Joint Funding Agreement (JFA) with other Santa Clara County cities to update the current scope and authority of the SVRIP. BACKGROUND: Public safety agencies in Santa Clara County have been confronted with a number ofperfonnance issues associated with inefficient and untimely exchange ofinfonnation, a lack ofinter-agency field communication, and unnecessarily long call processing times. These limitations severely impact the delivery of timely and quality law enforcement, fire and emergency medical services in Los Gatos and throughout the County. Public safety operations require effective command, control, coordination, communication and sharing of infonnation from criminal justice and public safety agencies, as well as public utilities, transportation companies and, in some instances, even private industry. In 1998, at the direction of the Santa Clara County City Mangers' Association, the Satna Clara County Police and Fire Chiefs established two working groups to study interoperability issues. Interoperability provides public safety with the ability to talk across disciplines andjurisdictions via radio communications systems, exchanging voice and/or data with one another on demand, in real time, when needed. PREPARED BY: Scott R. Seaman, Chief ofPolice c:\JFAfrontpage.wpd Reviewed Assistant Town Manager 12£Town Attorney Clerk 9//Finance __Community Development Revised: 9127/04 3:44 pm Reformatted: 5/30102 ;., PAGE 2 SUBJECT: AUTHORIZE THE TOWN MANAGER TO EXECUTE A SECOND AMENDMENT TO THE JOINT FUNDING AGREEMENT (JFA) WITH OTHER SANTA CLARA COUNTY CITIES TO UPDATE THE CURRENT SCOPE AND AUTHORITY OF THE VALLEY REGIONAL PROJECT (SVRIP). September 23, 2004 In 2001, this collaboration was solidified under a formal governance structure. A Joint Funding Agreement was executed by governing bodies from the Cities ofPalo Alto, Cupertino, Mountain View, Sunnyvale, Santa Clara, Campbell, Morgan Hill, Milpitas, Gilroy, Monte Sereno, Los Altos, San Jose, Saratoga, the Towns of Los Altos Hills and Los Gatos, San Jose State University, the California Department ofForestry (South County Fire District) and the Santa Clara Valley Water District. The Silicon Valley Regional Interoperability Project (SVRIP) was established at that time. A Steering Committee was established to provide oversight for the project. A copy of the organizational structure for the project is provided in Attachment 2. Each participating jurisdiction (Network Participant) made an equal contribution ofapproximately $19,500 as "seed" funding to hire a consultant, tasked with determining the interoperability needs of the stakeholder agencies and making recommendations to achieve seamless interoperability. The Steering Committee conducted an exhaustive search for professional services to assist with the proj ect, issued a competitive Request for Proposal (RFP) and hired Northrop GrummaninNovember 2003 to serve as Project Manager and Systems Integrator on the SVRIP (Attachment 3). DISCUSSION Since its inception, the SVRIP has sought to address both voice communication interoperability and the need for real-time, on-demand exchange ofinformation. Those involved with the project have long understood that, along with the technological changes needed to effectuate true interoperability, business process and operational change would be needed as well. The expanded scope ofthe second amendment to the JFA provides the structure necessary to keep the SVRIP efforts moving forward, continue outreach to other local, state and federal agencies, establish partnerships with other private and governmental entities andtake full advantage offunding opportunities as they become available. Such outreach and regional approaches to solving interoperability issues is now a requirement imposed to gain access to federal funding. The amendment: 1) provides an update on the status of the project, documenting the funding received to date on the SVRIP; 2) redefines and updates the purpose of the project; 3) allows for partnerships with other government agencies and private enterprise; 4) establishes a website; 5) allows for demonstration "pilot" projects; 6) expands the composition ofthe Steering Committee to reflect a need to have a County Executive on the Committee and a representative from the San Jose. UASI; and 7) provides for the addition ofnew ad-hoc members. The amendment contemplates the future ofinteroperability and provides enough scope and authority to ensure the proj ect can continue moving forward. It further defmes the fiscal agent responsibility, which, along with legal services, has been provided by the City ofMountain View. PAGE 3 SUBJECT: AUTHORIZE THE TOWN MANAGER TO EXECUTE A SECOND AMENDMENT TO THE JOINT FUNDING AGREEMENT (JFA) WITH OTHER SANTA CLARA COUNTY CITIES TO UPDATE THE CURRENT SCOPE AND AUTHORITY OF THE VALLEY REGIONAL PROJECT (SVRIP). September 23,2004 Under this amended agreement, the SVRIP can continue in its efforts to achieve interoperability and build on the successes to date on the project. Continued participation on the SVRIP has a great benefit to the Town ofLos Gatos and the community it serves. ENVIRONMENTAL ASSESSMENT: This is not a project defined under CEQA, and no further action is required. FISCAL IMPACT: To date the project has secured an additional $10 million in federal grant funds to carry the project. No appropriation of monies by the Town Council is required at this time. Attachments: 1. Resolution 2. SVRIP'organizational chart 3. Original Agreement with Northrup Grumman Distribution: General RESOLUTION NO. RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF LOS GATOS AUTHORIZING THE TOWN MANAGER TO EXECUTE A SECOND AMEND:MENT TO THE JOINT FUNDING AGREE:MENT (IFA) WITH OTHER SANTA CLARA COUNTY CITIES TO UPDATE THE CURRENT SCOPE AND AUTHORITY OF THE SILICON VALLEY REGIONAL INTEROPERABILITY PROJECT (SVRIP). WHEREAS, in 1998, the Santa Clara County City Managers' Association, the Santa Clara County Police and Fire Chiefs' established working groups to study interoperability issues, and: WHEREAS, in 2001 this collaboration was solidified under a formal governance structure, and; WHEREAS, each participating jurisdiction made an equal contribution of approximately $19,500 as seed funding to hire a consultant (Northrup Grumman), and; WHEREAS, the expanded scope of the second amendment to the IFA provides the structure necessary to keep the SVRIP efforts moving forward, continue outreach to other local, state and federal agencies, establish partnerships with other private and governmental entities and take full advantage of funding opportunities; THEREFORE, BE IT RESOLVED, by the Town Council ofthe Town ofLos Gatos, County ofSanta Clara, State ofCalifornia, that the Town Manager is authorized to execute a second amendment to the j oint funding agreement with other Santa Clara County cities to update the current scope and authority ofthe SVRIP. Attachment 1 PASSED AND ADOPTED at a meeting of the Town Council of the SIGNED:MAYOR OF THE TOWN OF LOS GATOS LOS GATOS, CALIFORNIA ATTEST: CLERK OF THE TOWN OF LOS GATOS LOS GATOS, CALIFORNIA 1 SECOND AMENDED SANTA CLARA COUNTY DATA COMMUNICATIONS NETWORK JOINT FUNDING AGREEMENT This Second Amended Joint Funding Agreement ("Agreement") is made by and between the Cities of Campbell, Cupertino, Gilroy, Los Altos, Milpitas, Monte Sereno, Morgan Hill, Mountain View, Palo Alto, San Jose, Santa Clara, Saratoga, Sunnyvale, the Towns of Los Gatos, Los Altos Hills, the South Santa Clara County Fire District, County of Santa Clara, San Jose State University and the Santa Clara Valley Water District (individually referred to as "Network Participant" and collectively "Network Participants") and is dated for identification purposes this 1st day of September, 2004. Recitals WHEREAS, the Network Participants established the Silicon Valley Regional Interoperability Project ("SVRIP") for the purpose of creating county wide radio interoperability and a public safety radio and data communications network; and WHEREAS, achieving this objective will enable the real time exchange of event and resource information between and amongst automated and non-automated Public Safety Dispatch Centers and key stakeholder agencies within Santa Clara County to improve public safety and emergency services by enhancing field communications during emergencies, reducing response time of emergency resources and enabling intelligence information sharing amongst and between key stakeholder agencies; and WHEREAS, Network Participants desire to continue to participate in the SVRIP to design, architect and implement a county-wide regional radio interoperability and integrated data communications network system that can be implemented in each of the respective agencies at a significant cost savings to each Network Participant; and WHEREAS, the Network Participants also desire to integrate the SVRIP network solution(s) with other regions throughout the Bay Area for the purposes of enhancing public safety operations during regional disasters or other public safety operations; and WHEREAS, the Network Participants have committed to collaboratively solving interoperability and communication issues throughout Santa Clara County WHEREAS, Network Participants have previously established a Steering Committee to oversee and manage the SVRIP and coordinate interoperability, technological and any other initiatives that impact interoperability on a local or regional basis; and WHEREAS, the Network Participants have committed staff resources to research and assess the needs for the Network Participant agencies; and WHEREAS, each of the Network Participants have contributed an equal share of funds to establish the SVRIP; and WHEREAS, on November 3, 2003, the Network Participants retained the professional services of Northrop Grumman Corporation ("NGC") to provide professional management services and to work with the Network Participants to define the scope of the SVRIP, research industry solutions and develop recommendations, create a system specification document, identify potential vendors, and prepare a Request For Proposal for a radio interoperability and data integration network solution; and SVRlP JFA 2nd Amend 090804.doc Page 1 of8 WHEREAS, the SVRIP has secured Federal Homeland Security funding, as allocated by the Operational Area Approval Authority, to assist in financing NGC's work for the SVRIP; and WHEREAS, the SVRIP is partnering with NGC to identify alternative funding sources; and WHEREAS, the SVRIP has secured approximately $713,000 in federal funding and together with Network Participant funds in the SVRIP account has purchased the required equipment to implement a single command and control interoperability radio channel (BayMACS) and contracted with Santa Clara County Communications (a Network Participant) to install and maintain the BayMACS radio system; and WHEREAS, the SVRIP is partnering with the City of San Jose (a Network Participant) and has received approximately $3.7 million in federal monies through the COPS FY 2003 futeroperable Communications Technology Program to serve as a "model interoperability solution" by implementing a regional microwave network that will serve as a "information pathway" for future interoperability solutions; and WHEREAS, the SVRIP is working with congressional representatives, and state and federal agencies to secure additional funding for interoperability solutions; and WHEREAS, the SVRIP is working with other regional interoperability initiatives in the Bay Area through the Urban Area Security fuitiative (UASI) Advisory Council and the Bay Area VASI Working Group; and WHEREAS, the SVRIP is currently in the design phase of the project and opportunities are arising to obtain federal funding and to participate in regional interoperability efforts through "Proof of Concept" and "Pilot" demonstration projects using state, federal or other alternative funds at no increased cost to the Network Participants; and WHEREAS, the composition of the Steering Committee should be expanded to reflect that interoperability has become a federal initiative and to allow the Network Participants to take advantage of current and future opportunities such as the availability of funding for interoperability, coordination and participation in interoperability initiatives on a local and regional level, and demonstration or pilot projects;WHEREAS, the Network Participants previously approved a Santa Clara County Data Communications Network Joint Funding Agreement for the SVRIP in May 2001; WHEREAS, the Network Participants amended the Santa Clara County Data Communications Network Joint Funding Agreement for the SVRIP in March of2002; and WHEREAS, Network Participants now desire to amend the Santa Clara County Data Communications Network Joint Funding Agreement to correspond to the current status and funding successes ofthe SVRIP. THEREFORE, the Network Participants hereby amend the Joint Funding Agreement to read as follows: SVRIP JFA 2nd Amend 090804.doc Page 2 0[8 A. Purpose In accordance with California Government Code Section 6502, the purpose of this Agreement is not to create an independent authority but to jointly exercise the purchasing and contracting power of all the Network Participants to: 1. Retain the professional services of consultants and/or related services for the conceptual design and implementation of a countywide and regional/multi-regional interoperability solution(s), and 2. Purchase hardware and/or software related to the SVRIP interoperability solution(s); and 3. To execute lease, installation and/or maintenance agreements for project equipment, and lease and/or license agreements for housing project equipment and leases for office space or lease expenses, on behalf of the SVRIP directly related to implementing SVRIP interoperability solutions; and 4. To work with federal and state agencies, congressional representative and private entities to fund participation in the costs related to demonstration projects, pilot projects and implementation of interoperability solutions /network(s); and 5. To establish and maintain a website to facilitate information sharing on behalf of the SVRIP and related Network Participant communication; and 6. To jointly apply for state, federal and/or private funding grants for SVRIP through the implementation phase of the project; and 7. To enter into agreements with other governmental agencies to achieve interoperability: and 8. To pay for SVRIP travel and other related expenses approved by the Steering Committee. B. Authorization Each Network Participant is authorized by its respective governing body or Board of Directors to jointly exercise the Network Participant's individual power as set forth herein. C. Steering Committee 1. a. Composition: (1) The Steering Committee shall consist of an odd number of members to allow for a clear majority vote. The following voting representatives shall be appointed from their respective associations on the Steering Committee: (a) A City Manager from the Santa Clara County/Cities Managers' Association; (b) A Fire Chief from the Santa Clara County Fire Chiefs Association; (c) A Police Chief from the Santa Clara County Police Chiefs Association; (d) The Santa Clara County Executive or his or her designee; SVRIP JFA 2nd Amend 090804.doc Page 3 of8 (e) A Metropolitan Statistical Area Representative from the San Jose VASI; (g) A Data Project Director designated by a majority vote of the Steering Committee; (f) A Radio Project Director designated by a majority vote of the Steering Committee; (g) A representative from the Public Safety Communications Manager's Association; (h) A Project Coordinator designated by a majority vote of the Steering Committee; (2) Ad hoc Members. The Steering Committee shall include the following non-voting Ad Hoc representatives: 1. Project Attorney(s) designated by the Steering Committee; 2. Finance Director or designee from the Network Participant serving as Fiscal Agent for the SVRIP; 3. Public illformation Officer (PIO) from a Network Participant agency, and designated by the Steering Committee, for coordinating media relations related to the SVRIP; and 4. Other Network Participant agency staff as required and as determined by the Steering Committee 2. Voting. It has been the practice of the Steering Committee to act by consensus. ill the event that the Steering Committee is not able to reach a consensus on an issue, a majority vote of the voting representatives shall be determinative. 3. Changes in Committee Membership. Any modifications to the composition of the Steering Committee will be determined by a majority vote of the Steering Committee. However, No voting representative position on the Steering Committee may be eliminated without the approval of the represented entity or association. The Steering Committee shall ensure that the Network Participants are notified of changes in the Steering Committee membership. 4. Authority a. Delegation of Authority. Each Network Participant hereby grants the Steering Committee authority to act on behalf of the SVRIP to: (1) purchase professional services, and radio, computer or telecommunications hardware/software, other services or goods directly related to the SVRIP as provided herein; (2) lease real property for housing project equipment or for office space; (3) purchase installation and/or maintenance services from individual Network Participant agencies or 3rd party vendors related to systems implemented as part of the SVRIP; (4) apply for state, federal and/or private alternative funding grants on behalf of the Network Participants for the SVRIP; (5) participate in demonstration projects related to the SVRIP; (6) receive and spend any grant funding or other funding obtained on behalf of the SVRIP; (7) execute and administer any agreements that may be necessary to exercise the authority granted in this paragraph; (8) meet with state and federal governmental agencies and political representatives regarding the SVRIP; and (9) pay for SVRIP travel and project related expenses approved by the Steering Committee. b. Limitation. The Steering Committee is authorized to spend only those monies: (1) previously paid by each of the Network Participants under the March 5, 2002, Amended Santa Clara County SVRIP JFA 2nd Amend 090804.doc Page 4 of8 Data Communications Network Joint Funding Agreement; and (2) any grant funding received by the SVRlP provided the funding is spent in accordance with any and all requirements of any applicable grant, purchasing or bidding regulations. D. Duties and Responsibilities of Fiscal Agent 1. AgencY/Trust Account: A Network Participant shall serve as the Fiscal Agent for the SVRlP. The City ofMountain View currently serves as the Fiscal Agent for the SVRlP. The Fiscal Agent shall deposit all the payments it receives on behalf of the Network Participants, including any grant or alternative funding into an Agency/Trust Account. In lieu of an administrative fee for administering the account, no interest shall accrue to the account. The Steering Committee shall designate in writing three (3) Steering Committee members who have legal authority to approve invoice payment requests related to the SVRlP. Upon receipt of written authorization from two (2) of the three (3) designated Steering Committee designees, the Fiscal Agent shall make payments on behalf of the Network Participants pursuant to an executed agreement with the Network Participants. 2. Use of Funding: The Fiscal Agent shall only spend the monies received under this Agreement in accordance with section CA of this Agreement, upon receipt of an approved invoice from the Steering Committee, and in accordance with any applicable grant requirements or other regulations. 3. Grant Reporting and Audit Requirements: The Network Participants shall be responsible for any reporting or audit requirements and related costs required for any grant funding received by the SVRlP. The Steering Committee shall coordinate any required reports or audit responses. The Fiscal Agent, and any other Network Participant, shall respond to any reasonable requests from the Steering Committee for information that may be required to comply with grant reporting or audit requirements. 4. Accounting: Except as may be required by any applicable grant agreement, no more than twice per fiscal year and and only upon receipt of written request from the Steering Committee, the Fiscal Agent will provide an accounting to the Steering Committee of the monies paid from the Agency/Trust Account pursuant to this Joint Funding Agreement. E. Term. This Agreement shall terminate upon written notice from the Steering Committee that the objectives of the SVRlP have been achieved. Such notice will include a plan for the disposition of all assets held on behalf of the Network Participants. Upon receipt of that notice, the Network Participants shall have thirty (30) days to register any objections in writing with the Steering Committee relating to this Agreement. Any Network Participant may withdraw from this Agreement effective at least one hundred twenty (120) days prior written notice to each of the other Network Participants. The Network Participants acknowledge that they have already received the maximum benefit of their financial contribution to the SVRlP and a Network Participant is not entitled to any reimbursement of its contribution upon withdrawal from the SVRlP. SVRlP JFA 2nd Amend 090804.doc Page 5 of8 F. Indemnification. In lieu of and notwithstanding the pro rata risk allocation which might otherwise be imposed between the Network Participants pursuant to Government Code Section 895.6, the Network Participants agree that all losses or liabilities incurred by any Network Participant shall not be shared pro rata but instead each of the Network Participants agree that pursuant to Government Code Section 895.4, each of the Network Participants hereto shall fully indemnify and hold each of the other Network Participants, their officers, board members, employees and agents, harmless from any claim, expense or cost, damage or any liability arising out of the performance of this Agreement, payments or purchases made by the Fiscal Agent pursuant to the terms of this Agreement or the acts of the Steering Committee on behalf ofthe Network Participants. G. Notices. All notices required by this Agreement will be deemed given when in wntmg and delivered personally or deposited in the United States mail, postage prepaid, return receipt requested, addressed to the other Network Participants at the addresses set forth on the signature pages of this Agreement or at such other address as the Network Participants may designate in writing in accordance with this section. H. Governing Law. This Agreement has been executed and delivered in, and will be construed and enforced in accordance with, the laws of the State of California. Proper venue for legal action regarding this Agreement will be in the County of Santa Clara. I. Severability. If any provision of this Agreement is found by a court of competent jurisdiction to be void, invalid or unenforceable, the same will either be reformed to comply with the applicable law or stricken, if not. so conformable, so as not to affect the validity or enforceability of this Agreement. SVRIP JFA 2nd Amend 090804.doc Page 6 of8 The Network Participants have caused this Amended Agreement to be executed by their duly authorized representatives. CITY OF CAMPBELL Bernard Strojny, City Manager City of Campbell 70 North First Street Campbell, CA 95008 CITY OF CUPERTINO David Knapp,· City Manager City of Cupertino 10300 Torre Avenue Cupertino, CA 95014 CITY OF GILROY Jay Baksa, City Administrator City of Gilroy 7351 Rosanna Street Gilroy, CA 95020 CITY OF LOS ALTOS Phil Rose, City Manager City of Los Altos 1 North San Antonio Road Los Altos, CA 94022 TOWN OF LOS ALTOS HILLS Maureen Cassingham, To\Vl1 Manager To\Vl1 of Los Altos Hills 25379 Fremont Road Los Altos Hills, CA 94022 TOWN OF LOS GATOS Debra Figone, To\Vl1 Manager To\Vl1 of Los Gatos 110 E Main Street Post Office Box 949 Los Gatos, CA 95031 CITY OF MILPITAS Thomas Wilson, City Manager City of Milpitas 455 E. Calaveras Boulevard Milpitas, CA 95035 CITY OF MONTE SERENO Brian Loventha1, City Manager City of Monte Sereno 18041 Saratoga-Los Gatos Road Monte Sereno, CA 95030 CITY OF MORGAN HILL Ed Tewes, City Manager City of Morgan Hill 17555 Peak Avenue Morgan Hill, CA 95037 CTY OF MOUNTAIN VIEW Kevin Duggan, City Manager City of Mountain View 500 Castro Street Post Office Box 7540 Mountain View, CA 94039 SVRlP JFA 2nd Amend 090804.doc Page 7 of8 CITY OF PALO ALTO Frank Benest, City Manager City ofPalo Alto 250 Hamilton Avenue Post Office Box 10250 Palo Alto, CA 94303 CITY OF SAN JOSE Del Borgsdorf, City Manager City of San Jose 801 North First Street, Room 436 San Jose, CA 95110 CITY OF SANTA CLARA Jennifer Sparacino, City Manager City of Santa Clara 1500 Warburton Avenue Santa Clara, CA 95050 COUNTY OF SANTA CLARA Pete Kutras, Jf., County Executive Santa Clara County 70 West Hedding Street Eleventh Floor, East Wing San Jose, CA 95110 CITY OF SARATOGA Dave Anderson, City Manager City of Saratoga 13777 Fruitvale Avenue Saratoga, CA 95070 Andre Barnes, Chief of Police San Jose State University Police One Washington Square San Jose, CA 95192 SOUTH SANTA CLARA COUNTY FIRE DISTRICT Steven Woodill, Fire Chief South Santa Clara County Fire District Protection 15670 Monterey Street Morgan Hill, CA 95037 SANTA CLARA VALLEY WATER DISTRICT Stanley M. Williams, Chief Executive Officer Santa Clara Valley Water District 5750 Almaden Expressway San Jose, CA 95118-3614 SVRlP JFA 2nd Amend 090804.doc Page 8 of8 ATTACHMENT 2 Silicon Valley Regional Interoperability Project Organization Chart Santa Clara County ICities Managers' Association Network Participants I I r Police Chiefs Association '---Ii Fire Chiefs Association ! I I Executive Steering Committee Bernie Strojny, Steve Lodge, Bill Weisgerber, Jane DecKer Sneryl Contois, Cyntnia Keenen, David Rauscnnuber, Gary Kirby, George Wasnburn Project Attorney I PIO Jannie Quinn, Mountain \flew Jim Buchanan, SCPD I Executive Assistant I Raymond Duncan Dana Lamberson, PAFD Project Manager NorthropGrumman I I E·Comm Microwave Project Policy Committee Data Technical Subcommittee I Radio Technical Committee Lt. Gary Kirby; Project Manager Asst Chief Ken Waldvogel, Chair Doug Kiner, Mountain'View PDj Chair IGeorge Washburnj Milpitas Fire, Chair San Jose Police Santa Clara Fire I NORTHROP GRUMMAN Mission Systems 28 October 2003 Palo Alto Police Department 275 Forest Avenue Palo Alto, CA 94301 ATTACHMENT }. Northrop Grumman Space & Mission Systems Corp. CDvH -Systems 12011 Sunset Hills Road Reston, Virginia 20190 Telephone 703-968-1000 Attention: Subject: Ms. Sheryl A. Contois Technical Services Coordinator Silicon Valley Regional Operability Project Agreement and Statement of Work Dear Ms. Contois: Northrop Grumman is extremely pleased to enclose t\vo .copies of the Agreement and Statement of VI/ark for the Silicon Valley Interoperabi1ity Project signed by a duly authorized representatjve of NorthropGrumman. Please attach a copy of the Joint Funding Agreementto this package. 'liVe request that the authorized representatives of the Net\vork Participants sign the documents and return one copy to the undersigned at our meeting scheduled for 10 November 2003 in the City of Campbell Offices. In the interim, please fax a copy of the signature page to my Los Angeles office at 213.8'30.9975 so that we may make administrative preparations for the projectkick-off on 10 November 2003. If you have any questions or require additional information, please contact Raymond Duncan (Program Manager) at 703.405.6189 or the undersigned .at 831.247.4860. Sincerely, . r Christine Kelsey Contracts Manager Enclosures: Agreement Terms and Conditions Attachment A: Statement of Work Attachment B:· Project Schedule Attachment C: Joint Funding Agreement Attachment D: Payment Schedule AGREEMENT BETWEEN NETWORK PARTICIPANTS AND NORTHROP GRUMMAN SPACE AND MISSION SYSTEMS CORPORATION FOR PROFESSIONAL SERVICES RELATED TO THE SILICON VALLEY REGIONAL INTEROPERABILITY PROJECT This Agreement is dated for identification November 3, 2003, and is made by and between the cities of Campbell, Cupertino, Gilroy, Los Altos, Milpitas, Monte Sereno, Morgan Hill, Mountain View, Palo Alto, San Jose, Santa Clara, Saratoga, Sunnyvale, South Santa Clara County Fire District, County of Santa Clara, Towns of Los Altos Hills and Los Gatos, San Jose State University and the Santa Clara Valley Water District (hereinafter "NETWORK PARTICIPANTS") and Northrop Grumman Space & Mission Systems Corp., by and through its Northrop Grumman Mis·sion Systems Se.ctor ("Northrop Grumman") having its principal place of business at 12011 Sunset Hills Road, Reston, VA 20190 (hereinafter referred to as"CONTRACTOR"), with respect to the following facts: RECITALS WHE:REAS, the Santa Clara County/Cities Managers' Association has established a Santa Clara County Data and Radio Communications Task Force for the purpose of creating a county wide radio interoperability and public safety radio and data communications network now known as the Silicon Valley Regional Interoperability Project to enable the real time exchange of event and resource data between automated and non-automated Public Safety Communica'tions Centers within Santa Clara County to improve public safety and emergency services by enhancing field communications during emergencies and reducing response time of emergency resources; and WHEREAS, the cities of Campbell, Cupertino, Gilroy, Los Altos, Milpitas, Monte Sereno, Morgan Hill, Mountain View, Palo Alto, San Jose, Santa Clara, Saratoga, Sunnyvale, South Santa Clara County Fire District, County of Santa Clara, Towns of Los Altos Hills, Los Gatos, San Jose State University and the Santa Clara Valley Water District (individually referred to as "NETWORK PARTICIPANT" and collectively "NETWORK PARTICIPANTS")all desire to contract contract with a single CONTRACTOR to manage the Silicon Valley Regional Interoperability Project and as'5ist the Network Participants in obtaining grants or other funding to implement the project; and WHEREAS, NETWORK PARTICIPANTS desire to retain the services of CONTRACTOR to provide professional project management services; and WHE:REAS, CONTRACTOR is. a qualified professional capable of providing the certain professional services, which NETWORK PARTICIPANTS seek; and WHEREAS, NETWORK PARTICIPANTS have executed a Joint Funding Agreement ·authorizing a Communications Network Steering Committee currently consisting of a City Manager from the Santa Clara County/Cities Managers' AssociatiOn; a Fire Chief from the Santa Clara County Fire Chiefs Association; a Police Chief from the Santa Clara County Police Chiefs Association; and two representatives from the Public Safety Communications Manager's Association to act on its behalf to execute and administer a professional services agreement with CONTRACTOR; and WHEREAS, the parties hereto wish to enter into an AGREEMENT pursuant to which CONTRACTOR shall perform work and furnish deliverables as described herein for the consideration and upon the terms and conditions as hereinafter provided, NOW, THEREFORE, in consideration of the recitals and mutual promises contained NETWORK PARTICIPANTS do hereby engage CONTRACTOR, and CONTRACTOR agrees, to perform the services set forth herein in accordance with the following terms and conditions. 1 1. Description of Services. CONTRACTOR shall provide the services outlined in the Statement of Work attached as Attachment A. 2. Schedule and Term. The schedule for performing said services shall be completed no later than 28 June 2004 as set forth in the Schedule attached to this Agreement as Attachment B. 3. Compensation. Total compensation for providing services under this Agreement, including expenses shall not exceed the firm-fixed price of $994,431 for CUN 001, CDRLs 001 through 008. SI shall provide Project Management services at the firm fixed price included under CLlN001. In the event that SI does not complete the Project within the timelines set forth in the Project Plan and Schedule, SI shall not charge Customer any additional Project Management costs to complete the Project provided that Customer has satisfied its obligations set forth in this SOW. 4. Funding. In additi'on to grant funding, each of the NETwoRK PARTICIPANTS has appropriated it's a proportionate share of the funding for this Project under this Agreement and these funds may be used for CONTRACTOR's services pursuant to a Joint Funding Agreem.ent,attached to this Agreement as Attachment C These funds are on deposit in an agency account managed by City of Mountain View (hereinafter "CITY"). 5. Scope of Pr.oject. The Silicon Valley Regional Project consists of two distinct phases of work: Phase 1:,.-Definition, Recommendation's, System Specification, Alternative Funding and Preparation of a Reque"stfor Proposal fora radio interoperability and data integration system; Phase 2: -System Engineering, Integration, Deployment, Implementation and Systems Verification of a radio interoperability and data integration system.. The descriptors of Phase 1 and Phase 2 of the entire Silicon Valley Regionallnteropetability Project are separate and distinct from the phased approached used to describe only the Radio Project portion of the SiliconValley Regionallnteroperability Project. Northrop Grumman will.contjnue as System Integrator in Phase 2 and serve as the Prime Contractor. The Prime Contractor will be responsible for Program development through completion of Phase 2, to include Subcontractor procurement and management. To the extent permitted by law and any requirements or conditions attached to any alternative funding, including but not limited to grants, CONTRACTOR shall not be precluded from the competitive procurement of other engineering services and/or software solutions in support of Phase 2 of the Silicon Valley Regional Interoperability Project. . 6. Deliverables. Agreement Deliverables are identified in the Statement of Work, Attachment A to this Agreement. All Deliverables shall be deemed submitted by CONTRACTOR as of the date of receipt by the PROJECT COORDINATOR. 7. Expansion of Scope of Project (omit if project is fully funded at commencement) a. Process In the event funds become available to the NETWORK PARTICIPANTS to compensate CONTRACTOR for additional deliverables described in the Statement of Work, Attachment A, during the term of this Agreement, NETWORK PARTICPANTS shall notify CONTRACTOR in writing by a Change Order to add any deliverables. Prior to commencing any work on the additional deliverable, the Parties must execute a written amendment to this Agreement in accordance with Article 30, Changes. b. Price and Terms The Payment Schedule attached as Attachment D to this Agreement contains the price for all .deliverables. contemplated for Phase 1 of the Silicon Valley Regionallnteroperability Project. The prices for these deliverables shall remain firm during the term of this Agreement. 2 8. Communications Steering Committee. a. Poweffi: . Under a Joint Funding Agreement (Attachment C), each of the NE1WORK PARTICIPANTS has delegated its power to execute this professional servicE)s agreement to the Communications Network Steering Committee, (hElreinafter "STEERING COMMITTEE"). The authority of the STEERING COMMITTEE includes, but is not limited to, the power to authorize payment for services refldered under this Agreement and the power to terminate this Agreement on behalf of all NETWORK PARTICIPANTS. . b; Members: The Communications Network Steering Committee currently consists of a City Manager from the Santa Clara County/Cities Managers' Association; a Fire Chief from the Santa Clara County Fire Chiefs Association; a police Chief from the Santa Clara County Police Chiefs AssO,ciation; and two representatives from the Public Safety Communications Manager's Association. The composition of the Steering Committee may change from time" to time and PROJECT CO"ORDINATOR shall notify CONTRACTOR in in writing of any changes. c. The STEERING COMMITTEE hereby appoints· City of Campbell, Police Captain, Dave Rauschhuber, as Project Coordinator· to represent the NETWORK PARTICIPANTS with.respect to all matters connected with this AGREEMENT. The NETWORK PARTICIPANTS Project Coordinator is authorized to represent the NETWORK PARTICIPANTS, and shall be the single point of contact with respect to this Agreement, including all work deliverables and is t responsible for ensuring overall contract compliance, Project correspondence, planning, schedUling, day to day Project management duties and providing direction to Project personnel. 9. Key Personnel a. CONTRACTOR. " The CONTRACTOR's employees identified below are key personnel, important to the successful performance of the work under this Agreement and it is the expectation of the NETWORK PARTICIPANTS that CONTRACTOR'S key personnel specified will remained assigned for the duration of Phase 1 of the Project. The CONTRACTOR clgrees to assign these employees to to the performance of the work and agrees not to reassign key personnel without the approval of STEERING COMMITTEE. Whenever,for any reason, one of the key personnel becomes unavailable for a.ssignment for work under this Agreement, the CONtRACTOR shall replace such employee with a person of comparable ability as acceptable to the NETWORK PARTICIPANTS. NETWORK PARTICIPANTS' approval shall not unreasonably be withheld. The CONTRACTOR shall inform the NETWORK PARTICIPANTS in advance, in writing, whenever such an employee change becomes necessary. ". " 1. Contracts Manager 'During the· term of this AGREEMENT, as it relates to matters that have cost, financial, contractual, or legal impact to CONTRACTOR, Christine Kelsey or her successor(s) are authorized to represent CONTRACTOR with respect to such matters. 2.Project Principal Mr. Greg Poldy, is designated to represent the Northrop Grumman management team with respect to this Project, oversee and assUre the performance of the CONTRACTOR Project Manager, and to to serve as a temporary replacement for the Project Manager in case of his/her extended absence. 3. Project Manager, Mr. Ray Duncan, is authorized to represent CONTRACTOR, and shall be the single-point-ofcontact in respect to this AGREEMENT and is responsible for ensuring contract compliance, Project correspondence, planning·, schedUling, day to day Project management duties and providing direction to Project personnel. 3 b. NETWORK PARTICIPANTS 1. Project Manager The STEERING COMMITTEE is the Project Manager for the Silicon Valley Regional Interoperability Project and is authorized to enter into this Agreement on behalf of the NETWORK PARTICIPANTS and shall be responsible for final acceptance of the Phase 1 of the Project. 2. Project Coordinator The Project Coordinator and is authorized to represent the NETWORK PARTICIPANTS in all matters relating to this Agreement and shall be responsible for ensuring contract compliance, including deliverables· Project correspondence, planning, scheduling, day to day Project management duties and providing direction to Project personnel. NETWORK PARTICIPANTS shall provide CONTRACTOR written notice of the name and address of the Project Coordinator within ten (10) days of the execution of this Agreement and/or within ten (10) days of any changes in NETWORK PARTICIPANT project personnel. 10. Invoices. a. Process 1. Monthly fees . CONTRACTOR shall submit a monthly· invoice to NETWORK PARTICIPANTS for Project Management services. 2. Deliverables CONTRACTOR shall not submit an invoice to the PROJECT COORDINATOR for paymentuntil the Deliverable has been accepted by the PROJECT COORDINATOR, with the exception of final acceptance of the Project which requires the STEERING COMMITTEE'S written acceptance. 3. Submittal Address CONTRACTOR shall submit all invoices to the Project Coordinator at the address provided in Section 29, Notices. . b. Payments STEERING COMMITTEE shall review the invoice and verify the submittal of each of the Deliverables due for the progress payment or Project Management fees within seven (7) business days of receipt of CONTRACTOR'S invoice. Upon receipt of written authorization from STEERING COMMITTEE, NETWORK PARTICIPANTS will make progress payments from the agency account to CONTRACTOR in accordance with Attachment C within 30 days of receipt of authorization. 11. Ownership of Work Product. With the exception of the "Request for Proposal" for this Agreement. dated 14 January January 2003, and the "Needs Summary" Deliverable, whiCh title shall remain with Network Participants and for which the Contractor shall have a right to use, CONTRACTOR shall retain title (ownership) to all Deliverables identified under Section 4, Deliverables, of the Statement of Work developed and/or delivered to NETWORK PARTICIPANTS. CONTRACTOR will grant perpetual, worldwide, transferable, non-exclus.ive license to use the Deliverables to NETWORK PARTICIPANTS for all Deliverables first produced or composed by CONTRACTOR in the performance of this Agreement. CONTRACTOR will deliver to NETWORK PARTICIPANTS all executable code needed to operate· any Deliverables, to include ail source code associated with software first produced or composed in the performance of this Agreement. CONTRACTOR will not deliver.other source code. Delivered COTS software shall be provided in accordance with the respective vendor's separate license agreement. 12. Indeoendent Contractor. It is agreed that CONTRACTOR is an independent Contractor, and all persons working for or under the direction of CONTRACTOR or CONTRACTOR's agents, servants 4 and employees, and said persons shall not be deemed agents, servants or employees of NETWORK PARTICIPANTS. 13. Successors and Assigns. Neither this Agreement nor any duties or obligations under this Agreement may be assigned without prior written consent by NETWORK PARTICIPANTS; such assignment shall not be unreasonably withheld. A transfer of this Agreement within Northrop Grumman Corporation as a result of a business realignment will not constitute ·an assignment for purposes of this Agreement. 14. Applicable Laws and Attorney's Fees. This Agreement .shall be construed and enforced pursuantto the laws Of the State of California. Should any legal action be brought by. a party for breach of this Agreement or to enforce any provision herein, the prevailing party of such action shall be entitled to reasonable attorneys' fees, court costs, and such other costs as may be fixed by the court. 15. Cooperation of NETWORK PARTICIPANTS. NETWORK PARTICIPANTS agree to comply with all reasonable requests of CONTRACTOR and to provide access to all documents reasonably necessary to the performance of CONTRACTOR's duties under this Agreement. . 16. Insurance. a. Commercial General Liability/Automobile Liability Insurance. CONTRACTOR shall obtain Commercial General Liability insurance and Automobile Liability insurance in the amount of One Million Dollars ($1,000,000) per occurrence. If a general aggregate limit is used, either the general aggregate limit shall apply separately to this Agreement or the general aggregate limit. shall be twice the required occurrence limit. CONTRACTOR's insurance coverage shall be written on·an occurrence basis. ·b. Professional Liability Insurance. CONTRACTOR shall obtain Professional Liability insurance in the amount of One Million Dollars ($1,000,000) per claim. c. Workers' Compensation InsLirance. CONTRACTOR shall obtain statutory Workers' Compensation insurance and Employer's Liability insurance in the amount of One Million Dollars ($1,000,000) per accident. d. Acceptability of Insurers. Insurance is to be place-d with insurers with a current Best Rating of AVII unless otherwise acceptable to NETWORK PARTICIPANTS. e. Verification of Coverage. Insurance, deductibles or self-insurance shall be subject to the approval of the NETWORK PARTICIPANTS. Original Certificates of Insurance with endorsements shall be received and by NETWORK PARTICIPANTS before work commences, and insurance must be in effect for.the duration of the Agreement. The absence of insurance or a reduction of staled limits shall cause all work on the project to cease. Any delays shall not increase costs to' NETWORK PARTICIPANTS or increase the duration of the project. 17. Other Insurance Provisions. a. NETWORK PARTICIPANTS, their respective officers, officials, employees and volunteers are covered as additional insured by Endorsement CG 20 10 11 85 for Commercial General and Automobile Liability coverage. b. For any claims related to this project,CONTRACTOR insurance coverage shall be primary and any insurance or self-insurance maintained by NETWORK PARTICIPANTS, their respective officers, officials, employees and volunteers shall not contribute to it. c. Each insurance policy required shall be endorsed that a thirty (30) day notice be given to NETWORK PARTICIPANTS in the event of cancellation or modification to the stipulated insurance coverage. 5 d. In the event CONTRACTOR employs subcontractors as part of the work covered by this Agreement, it shall be the responsibility of CONTRACTOR to ensure that all subcontractors comply with the same insurance requirements that are stated in this Agreement. 18. Hold Harmless. CONTRACTOR shall defend, inderrmify and hold NETWORK PARTICIPANTS, its officers, employees and agents harmless for any damages or claims of same arising out of this Agreement, including but not limited to personal injury, property damage and death, to the extent caused by the negligent or willful acts or omissions of CONTRACTOR or its subcontractors, agents or employees. NETWORK PARTICIPANTS shall cooperate reasonably in th'e defense of any action, and CONTRACTOR shall employ competent counsel, reasonably acceptable to NETWORK PARTICIPANTS. . 19. Reliance Upon ProfessLonal Skill. It is mutually agreed by the parties that NETWORK PARTICIPANTS are relying upon the professional skill of CONTRACTOR, and CONTRACTOR represents to NETWORK PARTICIPANTS that its work shall conform to generally recognized professional standards in the industry. Acceptance of CONTRACTOR's work by the NETWORK PARTICIPANTS does not operate as a release of CONTRACTOR's said representation. 2.0. Amendment. This Agreement may be amended by written instrument signed by both parties. 21. Inconsistent Terms. If the attachments or exhibits to this Agreement, if any, are inconsistent with this Agreement, this Agreement shall control. 22. Entire Agreement. This Agreement contains the entire understanding between the parties with respect to the subject matter herein. There are no representations, agreements or understandings (whether oral or written) between or among the parties relating to the subject matter of this Agreement which are not fully expressed herein. If the attachments or exhibits to this Agreement, if any, are inconsistent with this Agreement, this Agreement shall control. 23. Termination. NETWORK PARTICIPANTS may terminate this Agreement for convenience at any time time by providing thirty (30) days advance written notice to CONTRACTOR. In the event of CONTRACTOR's material breach of this Agreement, except for the reasons stated in Article 25, Force Majeure, Project Coordinator may give CONTRACTOR written notice of intent to terminate the Agreement for default and CONTRACTOR shall have thirty days to correct such breach or to deliver \ a plan for correction that is satisfactory to the STEERING COMMITIEE. 24. Confidentiality of Customer's or System Integrator's Data. To the extent allowed by law, the parties shall keep confidential all proprietary and security related information, drawings, specifications, or data and return upon requests, all documents furnished by the other party, and shall not divulge or use such information, drawings, specifications or data for the benefit of any other party. Except as required for the efficient performance of this Agreement, the receiving party shall not make copies or permit copies to be made without the prior written consent of the submitting party. The receiving party shall make no use, either directly or indirectly, of any such data or any information derived therefrom, except in performing this Agreement, without· obtaining the disclosing party's written consent, provided, however, the foregoing limitation shall not apply to data or information which (i) was in the rightful possession of the receiving party without restriction prior to the first receipt from the disclosing party, or (ii) now or hereafter, through no act or failure to act on the part of the receiving party, becomes generally known and available to the public without restriction, or (iii) is hereafter disclosed and made available to the receiving party without restriction by other having the right to make such disclosure. If the disclosure is required by law, either party shall assert no claim by reason or use or disclosure of such information by other party or its assigns. Nothing herein shall diminish CONTRACTOR's rights under ownership under Article 11. In the event NETWORK PARTICIPANTS receive a request to deliver CONTRACTOR's proprietary information in accordance with the California Public Records Act, NETWORK PARTICIPANTS shall notify CONTRACTOR by the following business day and CONTRACTOR may decide to defend its case against disclosure. 6 25. Taxes. CONTRACTOR shall be responsible for and CONTRACTOR's price includes all federal, state or County sales taxes levied upon, or measured by, the sale of commercial off the shelf software or hardware required in the performance of this Agreement, All costs herein are inclusive of any applicable State of California Sales tax and County of Santa Clara sales tax. Any such taxes will be identified separately in invoices. 26. Progress Payments. In the event that NETWORK PARTICIPANTS terminate this Agreement and a progress payment is pending, CONTRJ;.CTOR shall complete any outstanding Deliverable due for that progress payment. For purposes of this section, a progress payment .is pending if CONTRACTOR has commenced work on the deliverables due for that progress payment. Upon satisfactory completion of all of the deliverables required for the pending progress payment, NETWORK PARTICIPANTS agree to pay CONTRACTOR the entire amount. of the progress payment. However, CONTRACTOR shall not commence work on any of the deliverables for a future progress payment following receipt of notice of termination. 27. Force Majeure. Neither NEtwORK PARTICIPANTS nor CONTRACTOR will be held responsible for delay or default caused by fire, riot, terrorism, natural disasters , acts of God, or war where such cause was beyond the reasonable control of NETWORK PARTICIPANTS or CONTRACTOR, CONTRACTOR, will, however, make all reasonab"e efforts to remove or eliminate such a cause of delay or default and will, upon the cessation of such cause, diligently pursue performance of its obligations under this Agreement. 28. Nondiscrimination. CONTRACTOR shall afford equal employment opportunities for all persons without discrCmination because of race, color, religion, sex, sexual orientation, political affiliation, national origin, ancestry, age, marital status, or physical or mental disability. 29. Notices. Any notice required to be given to CONTRACTOR shall be deemed to be dUly and properly gi'ilenif mailed to CONTRACTOR, postage prepaid, addressed to: Christine Kelsey, Contracts Manager .Northrop Grumman . Mail Stop: SUN1/1994 '637 San IgnadioAvenue SanJose,CA 95119 or personally delivered to contact at such address or at such other addresses as CONTRACTOR may designate in writing to NETWORK PARTICIPANTS. Any notice required to be given to NETWORK PARTICIPANTS shall be deemed to be duly and properly given to NETWORK PARTICIPANTS, postage prepaid, addressed to: . Capt. David Rauschhuber Project Coordinator . City of Campbell Police Department 70 North First Street Campbell, CA 95008 and Ms. Sheryl A. Contois Technical Services Coordinator Palo Alto Police Department 275 Forest Avenue Palo Alto, CA 94301 7 or personally delivered to NETWORK PARTICIPANTS at such address or at such other addresses as NETWORK PARTICIPANTS may designate in writing to CONTRACTOR. 30. Limit of Liabilitv. The CONTRACTOR's total liability under this agreement for any reason is limited to the greater of total contract value or the amount of the applicable insurance required' under Section 16 of this Agreement. NotWithstanding any other provision of this agreement, in no event shall the CONTRACTOR be liable for indirect, special, consequential or incidental damages. 31. Alternative Dispute Resolution. Prior to initiating any formal legal action arising out of this Agreement, the Parties agree to .cof!sideralternative forms of dispute resolution, such as mediation. In the event both parties agree to alternative dispute resolution, the parties shall share the cost equally. 32. Change Orders a. A Project Coordinator may, at any time, by a written order, make changes to the work within the general scope of work of this Agreement. Any req'uest by a Project Coordinator for a change shall be delivered to CONTRACTOR in writing and shall include enough specificity to give SI an a.dequate basis on which to prepare a change order proposal referred to in (b) below. Such change order proposal shall be furnished to Project Coordinator by CONTRACTOR within a reasonable time followi(lg CONTRACTOR's receipt of Project Coordinator's request for a change. b. Change Order Proposals referred to in (a) above shall be in writing and be accompanied by such information and data as will be reasonably required by PROJECT COORDINATOR to evaluate properly the proposed execution of the work in question, the price, the effect upon the Statement of Work, CONTRACTOR's standards of performance, the Specifications in accordance with Section 2.2.4.2 of the Statement of Work, and any warranties contained in this Agreement. The PROJECT COORDINATOR will reject or approve the Change Order Proposal as expeditiously as proper consideration of the nature of the change may require. require. The PROJECT COORDINATOR and CONTRACTOR agree to make a good faith effort to reach agreement on the price of the change order if applicable. c. Before CONTRACTOR actsupon any Change Order Proposal, the parties shall have executed a written change order incorporating the changes in question, including any change in any schedule of delivery or other dates for completion or delivery, any change in or within the SOW, CONTRACTOR's standards of performance, the speCifications, warranties, or other provisions of this AgreementTesulting there from. d. In the event the CONTRACTOR prepares a Change Order Proposal in response to the PROJECT COORDINATOR'S request and the PROJECT COORDINATOR decides not to incorporate the change into the Agreement, the CONTRACTOR shall deliver up to 16 hours of proposal preparation hours at no additional cost to this Agreement. When those 16 hours have been expended, the CONTRACTOR may charge the NETWORKPARTICIPANTS for additional proposal costs expended using the tirne and material rates under CUN 002 of the Agreement. 33. Agreement Content and Order. of .Precedence This Subcontract consists of the physically incorporated documents identified below, and additionally such documents as have been incorporated into this Subcontract by reference thereunder. Any inconsistency among such physically incorporated documents, including the documents that they individually incorporate by reference, shall be resolved by giving precedence to the Agreement over the Statement of Work and the Attachments. 8 Agreement Terms and Conditions Attachment A: Statement of Work, including the Attachments, each having equivalent precedence with the Statement of Work: Attachment B: Project Plan (to be developed under contract) and Schedule Attachment C;;: Joint Funding Agreement Attachment D: Payment Schedule. 9 IN WITNESSS WHEREOF, this Agreement is executed by NETWORK PARTICIPANTS and by CONTRACTOR. APPROVED AS TO FORM: CONTRACTOR" Jo Kavanaugh V' e President & General Manager, Acting o hrop Grumman Mission Systems i il Systems Division "NETWORK PARTICIPANTS" SANTA CLARA COUNTY/CITIES MANAGERS' ASSOCIATION '. ' BY: Bernard Strojny .-", , ;;1. # \ .' " f \;.; SANTA CLARA COUNTY FIRE CHIEF'S ASSOCIATION BY: Bill Weisgerbe, /' '. \./'7d' . /J' /: .': . . ,; , '. ' . //Iff 1/;/", . ./C'" 'i //. U·i-/1, /', . Fire Chief, Milpitas Fire Dep:i:litment j.(" PUBLIC SAFETY COMMUNICATIONS MANAGER'S ASSOCIATION BY: gnthia Keeh""n Laura Phillips - . ( \ .. pso, ,el,t Technical Services, Sunnyvale DPS I SANTA CLARA COUNTY POLICE CHIEF'S ASSOCIATION BY: Stephen Lodge r-; ,-< . i)hief of Police, Santa Clallfi5OiCe€partment PUBLIC SAFETY COMMUNICATIONS MANAGER'S ASSOCIATION BY: Sheryl A. Contois Technical Services Coordinator, Palo Alto Police Department 10 NORTHROP GRUMMAN Mission Systems Silicon Valley Regional Interoperability Project STATEMENT OF WORK PHASE 1 3 November 2003 Prepared By Northrop Grumman Space & Mission Systems Corp. Missions Systems Sector Public Safety & Transportation 12011 Sunset HillsRoad Reston, Virginia 20190 Prepared For Communicat.ions Steering Committee Silicon Valley Regional Interoperability Project C/o Sheryl A Contois 275 Forest Avenue Palo Alto, CA 94301 Version 1.0 NORTHROP GRUMMAN PROPRIETARY INFORMATION This data. furnished in connection with the Santa Clara County Data Communications Network Voice Radio Interoperability and Data Integration "INTEROPERABILITY PROJECT" Request for Proposal R030817, shall not be disclosed olitside the Santa Clara County Network Participants having a need to know this information for pUllJoses of evaluating this proposal (herein after referred to as Network Participants) and shall not be duplicated, used. or disclosed, in whole or in part. for any pUllJose other than to evaluate the proposal; proposal; provided that. if a contract is awarded to this Offer or as a result of or in connection with the submission of this data. the Network Participants shall have the right to duplicate, use, or disclose the data to the extent provided in the resulting contract. This restriction does not limit the Network Participants' right to use information contained in the data if it is obtaill(id from another source without restriction. The data subject to this restriction is contained in all sheets. This document contains commercial or financial infomlation, or trade secrets of Northrop Grumman Space and Missions Systems COllJ., which are confidential and exempt from disclosure to the public under the Freedom of Information Act 5 U.S.c. 552(B)(4), and unlawful disclosure thereof is a violation of the Trade Secrets Act, 18 U.S.c. 1905. Public disclosure of any such information or trade secrets shall not be made without the prior written pemlission of Northrop Grumman Space and Missions Systems COllJ. NORTHROP GRUMMAN Mission Systems APPROVAL ()(d---01.--------'- By: COMMUNICATIONS STEERING COMMITTEE Sheryl A Contois Approved By: .. P). Stephen D. Lodge Date: Date: Version 1.0 Date: Cli uc! 63 STEMS CORP_, MISSION SYSTEMS SECTOR REVISION/CHANGE RECORD DATE REV. OR AUTHORIZAnON CHA.NGE PAGES. CHGE DESCRIPTION AFFECTED NO. I 10/24/2003 NORTHROP GRUMMAN Mission Systems TABLE OF CONTENTS Yersioi.11.0 1. 1.1. 1.2. 1.3. 104. 1.4.1. 104.2. 2. 2.1. 2.1.1. 2.1.2. 2.1.3. 2.1.4. 2.1.5. 2.2. 2.2.1. 2.2.2. 2.2.3. 2.204. 2.2.5. 2.3. 2.3.1. 204. 2.5. 3. 4. 5. 5.1. 5.1.1. 5.2. 5.3. SA. 5.5. 5.6. 6. 6.1. 6.2. 6.3. 604. 6.5. 6.6. 10/24/2003 General 1 Background 2 Overview of Phased Approach 2 Phase 1 Overview 4 Roles and Responsibilities 4 Customer : : ·..4 Systems Integrator 5 Project Management, Systems Engineering and Alternative Funding Support 6 Project Management 6 Project Plan and Schedule (CDRL-01) 6 Progress Reports (CDRL-02) : 6 Data Management ; 6 Risk/Opportunity Management. 7 Meeting and Reviews 7 Systems Eng·Ine·enng . 7 Analyze and Validate Existing Project Documentation 7 Needs Analysis 8 Requirements Traceability Database 8 System Architecture 9 Implementation Strategy (CDRL-I0) 11 Alternative Funding 11 Alternative Funding Application Preparation 11 Countywide Emergency Communications-(E-Comm) Microwave Network 11 Silicon Valley Regional Interoperability Project Long Term Assessment (CDRL-11) .' 11 Additional Time and Material (T&M) Engineering Services Tasks 12 Del iverables .--13 Customer Furnished Items : -15 Project Office (CFI-01) 15 Project LAN/WAN 15 Project Personnel Access Approval (CFI-02) 15 Provide Existing Project Documents (CFI-03) 15 Needs Identification (CFI-04) 15 Customer Design Selection (CFI-05) 16 RFP Framework (CFI-06) 16 Definitions 17 Applicable Documents 17 Contract Data Requirements List (CDRL) 17 Contract Line Item Number (CLIN) ; 17 Customer Furnished Items (CFI) 17 Days 17 Firm Fixed Price (FFP) 17 11 NORTHROP GRUMMAN Mission Systems Version 1.0 6.7. 6.8. 6.9. 6.10. 6.11. 10/24/2003 Interoperability 17 Shall 18 Task Order 18 Technical Exchange Meeting (TEM) 18 Time and Material (T&M) , 18 III NORTHROP GRUMMAN Mission Systems Version LO 1. General This Statement of Work (SOW) describes the tasks to be performed by Northrop Gnimman Mission Systems Inc. (hereinafter referred to as the 'Systems Integrator' or "Sr') for Phase 1 of the Silicon Valley Regional Intetoperability Project hereinafter referred to as 'the Project'. The Customer for the Project are the Network Participants consisting of Eighteen Santa Clara County jurisdictions, representing some thirty law enforcement, fire and emergency medical services agencies within Santa' Clara County, partnered together under the general direction of the Santa Clara County/Cities Managers' Association. The Network Participants have entered into a joint agreement for this Project and authorized the Communications Steering Committee., as the Customer Project Manager, to act as its agent for purposes of this Agreement. TheNetwork Participants are hereinafter referred to as the "the Customer" Customer and SI shall have joint responsibility for several tasks within the Project and each have designated a Project Manager or Coordinator. This SOW outlines the roles and responsibilities of the Customer and SI for the Project. SI Project Manager and Customer's Project Coordinator are collectively referred to as the "Team". The cities of Campbell, Cupertino, Gilroy, Los Altos, Milpitas, Monte Sereno, Morgan Hill, Mountain View, Palo Alto, San Jose, Santa Clara, Saratoga, Sunnyvale, County of Santa Clara, Towns of Los Altos Hills and Los Gatos, represented by the following law enforcement, fire and emergency medical services agencies are potential Stakeholders in the Project as identified below: 1. American Medical Response 2. California Highway Patrol 3. Campbell Police Department 4. Criminal Justice Information Center 5. Gilroy Fire Department 6. Gilroy Police Department 7. Los Altos Police Department 8. Los Gatos/Monte Sereno Police Department 9. Milpitas Fire Department 10. Milpitas Police Department 11. Morgan Police Department 12. Mountain View Fire Department 13. Mountain View Police Department 14. Palo Alto Fire Department 15. Palo Alto Police Department 16. San Jose Fire Department 17. San Jose Police Department, including the SJ Airport Police 18. San Jose State University Police 19. Santa Clara Communications 20. Santa Clara County Communications 10/24/2003 Page 1 NORTHROP GRUMMAN PROPRlETARY Refer to the cover page of this document for the terms of disclosure NORTHROP GRUMMAN Mission· Systems Version 1.0 2l. 22. 23. 24. 25. 26. 27. 28. 29. 30. 31. Santa Clara County District Attorney Santa Clara County Fire Department Santa Clara County Sheriff Santa Clara County Sheriffs Law Enforcement Telecommunications System Santa Clara Fire Department Santa Clara Police Department Santa Clara Valley Water District Saratoga Fire District South County Fire District -California Dept. of Forestry Stanford Police Department(Represented by Sheriffi'Palo Alto Police/Fire) Sunnyvale Department ofPublic Safety 1.1. Background The Customer seeks to build a state-of-the-art radio interoperability and data integration system for public safety. Additionally, Customer seeks assistance in identifying and obtaining alternative funding resources for the Project,· to include grants, and· other .alternative funding options. 1.2. Overview of Phased Approach The Project consists of two distinct phases of work: Phase 1:-Phase 2:-Definition, Recommendations, System Specification, Alternative Funding Support and Preparation of a Request for Proposal for a state-of-the-art radio interoperability and data integration system; System Engineering, Integration, Deployment,· Implementation and System.s Verification of a state-of-the-art rad,io illteroperability and data integration system. This SOW includes Phase 1 tasks only as identified below. Phase 2 activities will be addressed in a separate SOW. 10/24/2003 Page 2 NORTHROP GRUMMAN PROPRIETARY Refer to the cover page of this document for the terms of disclosure NORTHROP GRUMMAN Mission Systems Version 1.0 Time and As described in individual work orders, . , . Material upon,request from the Customer. 002 Proj ect Management, Systems Engineering, and Alternative Funding Support As Required Additional Engineering and/or .Alternative Funding Support Firm Fixed Price Phase 1 Project Management, Systems Engineering, and Alternative Funding Support as defined in Section 2. . Figure 1-1 shows the project phases and the sequencing ofthe major activities. Phase Phase ? 10/24/2003 Figure 1-1. CLIN and Phase Structure of the Project Page 3 NORTHROP GRUMMAN PROPRIETARY Refer to the cover page of this document for tlle terms of disclosure NORTHROP GRUMMAN Mission Systems Version 1.0 documentation for review and/or reproduction upon request from Sl following execution of the Agreement. 2.2.2. Needs Analysis This Analysis shall include interviews of the Customers' Staff in order to develop an Operational Concept Definition and outline the needs of the Stakeholders. 2.2.2.1.Interview Roster Candidate Team shall prepare a roster of interview candidates (representing groups and/or individuals) who are Stakeholders in the Project. The Project Coordinator shall assign . . each candidate on the approved interview roster to one or more "input-groups". An interview may belong to more than one input group. 2.2.2.2.Interview Topics/Questionnaire (CDRL-04) Team shall develop specific interview topics and questionnaire material. 2.2.2.3.Interview Schedule Team shall schedule dates/times to interview the Stakeholders. 2.2.2.4.Conduct Stakeholder Interviews SIshall conduct individual or group interviews of all Stakeholders on the interview roster. Stakeholder Needs Summary (CDRL-05) SI shall prepare a Systems Stakeholder Needs Summary that reflects the pnontles identified during the Stakeholder interviews. The Needs Summary shall be captured into the Requirements Traceability Database. The Project Coordinator shall provide a prioritized list ofthe Needs identified in accordance with Section 5.4. 2,2.2.6. Operational Concept Definition Team shall develop the Operational Concept Definition, which describes, both from user and technical viewpoints, the functions and capabilities of the radiointeroperability anddata integration system. 2.2.3. Requirements Traceability Database SI shall design a Requirements Traceability Database (RTDB) for use in tracking radio interoperability and data integration requirements. This database shall provide access for the Team members via a controlled access. Team shall be able to review the RTDB as it is developed and provide comments. SI shall control all changes to the RTDE. 10/24/2003 Page 8 NORTHROP GRUMMAN PROPRlETARY Refer to the cover page of this document for the terms of disclosure NORTHROP GRUMMAN Mission Systems Version 1.0 2.2.4. System Architecture 31 shall develop will evaluate no more than three (3) alternative solutions for radio interoperability and data integration based upon Customer input for presentation at the Requirements Design Review. SI shall evaluate the alternative high-level systems architectures and present the results to the Team at the Recommendation· Design Reviews. The Customer Project Manager shall direct SI as to the whether'to continue with the recommended solutions or select from one of the evaluated alternatives. 81 shall finalize the systems architectures for the radio interoperability and data integration. The System Architecture shall identify the major system components, interfaces to external systems, and preliminary data flow diagrams. . Radio Interoperability will involve the design and recommendation for' an interoperable solution for all Network Participants based upon the existing voice radio network without replacement or augmentation of the existing radio hardware or tower locations. The design will take into consideration the Microwave Grant awarded to the City of San Jose· in September of 2003 ("Microwave Grant"). Data Integration will involve the design and recommendation for an interoperable solution for all Network Participants based upon the . existing ,Computer Aided Dispatch (CAD) network without replacement or augmentation of the existing Systems. The design will take into consideration the Microwave Grant. The design will also take into consideration the extension of existing CAD systems to neighboring jurisdictions. A monolithic CAD solution is not an option and will not be . considered by the SI. Trade. studies may be performed to assist in the design and selection process for the various altell1atives and to dooument major design decisions. In the event that Engineering is required to modify existing facilities to accommodate the proposed final solution, separate pricing will beprovided for any modifications required as a part of the the solution. . 2.2.4.LRecommendation Design Review (CDRL-06) S1 shall prepare a draft and final written Recommendation besign Review (RDR) for the radio interoperability and data integration system. There will be a single Recommendation Design Review containing the alternative solutions for both data integration and radio interoperability. SI shall present technical aspects of the evaluated approaches, review criteria (including functional, lifecycle cost, implementation schedule and risk, operational considerations), criteria weighting, and S1's recommendations. Customer Project Manager shall direct S1 as to the whether to continue with the recommended solutions or select from one of the evaluated alternatives within twenty (20) business days of receipt of the final RDR in accordance with Section 5.5, Customer Design Selection, of this SOW. The S1 will support the Customer Project Team in the presentation of the RDR briefing to other Stakeholders within the twenty-day evaluation period as required. 10/24/2003 Page 9 NORTHROP GRUMMAN PROPRIETARY Refer to the cover page of this document for the terms of disclosure NORTHROP GRUMMAN Mission Systems Version 1.0 2.1.4. RiskJOpportunity Management S1 shall provide input to the Customer's process for evaluating and mitigating risk and identifying opportunities related to the Project. Meeting and Reviews SI shall participate in meetings as they pertain to the Project. 81 shall perform in the capacity indicatedat each of the following meeting types: 2.1.5.1.Project Management Support Meetings (CDRL-03) SI shall lead and/orcontribute to Project Management Support Meetings as requested by " " the Project Coordinator to support the advancement of the Project. These meetings shall include but not be limited to City Council Meetings and other such requested forums. Preparation of Briefing materials and White Papers (2-3 pages average length) may be requested in preparation for such meetings, provided that such resear:ch and preparation does not exceed 50 staff hours for Phase 1. 2.1.5.2.Recommendation Design Review Meetings The Team shall coordinate, schedule and lead separate Recommendation Design ReVIew Meetings with the Stakeholders regarding radio interoperability and data integration. 2.1.5.3.Technical Exchange Meetings (TEMs) SI shall participate in Technical Exchange Meetings (TEMs) to support thereview and resolution of Project requirements and design issues as set forth in Section 6.10, herein. The S1's participation in ad hoc, Customer initiated TEM will not exceed 8 staff hours per calendar month. The Customer will fund any SI travel required to attend meetings at locations outside the County. 2.1.5.4.Interoperability Policy Workgroup Meetings S1 shall participate in Interoperability Policy Workgroup Meetings as required to support ongoing or anticipated, Project work. The S1' s participation in Interoperability Policy Workgroup Meetings will not exceed 8 staff hours per calendar month. 2.2. Systems Engineering Systems Engineering provides analysis, system design I recommendation, and System Specifications (RFP) and a Phase 2 Implementation Strategy for the Project. 2.2.1. Analyze and Validate Existing Project Documentation The Project Coordinator shall provide SI with complete documentation prepared for the project to date for 31 to review. SI shall review these documents "for completeness. The Customer shall provide the 31 with reasonable and timely access to existing project 10/24/2003 Page 7 NORTHROP GRUMMAN PROPRIETARY Refer fo the cover page of this document for the terms of disclosure NORTHROP GRUMMAN Mission Systems Version 1.0 2.2.4.2.System Architecture Document (CDRL-07) System Architecture Document shall be developed for the system designs selected for the radio interoperability and data inteiTation system. A single System Architecture Document will be developed for both data integration and radio interoperabiliiy. The System Architecture shall describe the major system components and how they in combination address the system requirements. System Architecture Documents shall address the following: • System Requirements Baseline: e.g. Functional, Performance, External Interfaces, & Operational requirements. o Security Architecture: Network and User Security. The security architecture shall be in compliance to the Customer's Security Policies and shall provide context for the security related "requirements ofthe system. . e Disaster Recovery: Analysis of failure and disaster scenarios including device faults, telecommunications failures, outages from natural disasters as well as risks from terrorist action; Technical and procedural steps that shall allow for continued operation, failover and recovery, data integrity, and system restoral shall be described. Duplication of services at di-fferent physical facilities within the County infrastructure shall also be addressed. • System Interface(s): Interfaces between the System and existing systems. The emphasis is on functional interfaces augmented with physical and/or e:lectrical properties of the interface as appropriate. • Additional design information: Data flow diagrams, structure charts, as appropriate 2.2.4.3.Alternative Funding Documentation (CDRL-08) SI shall prepare the 'necessary design documentation that is required for identified radio interoperability and data integration funding opportunities. 2.2.4.4.System /RFPs (CDRL-09) All defined work associated with the System Specifications /RFPs and CDRL-09 is proposed as separately priced work on the Payment Plan and SchedUle (Attachment"D) and the price is valid through June 2004. The proposed price assumes that the SI teclmical staff will begin this work without work stoppage following the completion of the System Architecture (CDRL-07). If this is not the case the technical staff may be reassigned. Therefore, the price validity is based on receipt of a change order from the Steering Committee to proceed with the work 30 days prior to initial submission of the System Architecture (CDRL-07). S1 shall draft Request for Proposals (RFP) for radio interoperability and data integration system. Each RFP shall include a System Specification and scope of services. The System Specification outlines the system requirements and the methods to be used to ensure that each requirement has been met. Requirements pertaining to the system external interfaces may be presented in the System Specification. 10/2412003 Page 10 NORTHROP GRUMMAN PROPRIETARY Refer ,to the cover page of this document for the terms of disclosure NORTHROP GRUMMAN Mission Systems Version 1.0 2.2.5. Implementation Strategy (CDRL-10) All defined work associated with the Implementation Strategy and lOis proposed as separately priced work and the prices on the Payment Plan and Schedule (Attachment D) are valid through the term of the Agreement. The Implementation Strategy and Schedule shall describe the major activities during Phase 2 of the Project. These activities shall address the System Implementation, System Integration and Test, Training, Final Acceptance .and Cutover to Operational status of the radio interoperability and data integration system. 2.3. Alternative Funding SI will informally. identify alternative funding sources through their Business Development Staff. Funding efforts supported by the SI Business Development staff are not a direct cost to the Customer and will be borne by the SI. 2.3.1. .Alternative Funding Application Preparation SI and Customer shall work together to meet identified funding source deadlines. SI shall prepare the technical descriptions and details required for grant applications prepared by the Customer and /or their Contractor. The SI will provide the information electronically to the Customer. 2.4. Countywide Emergency (E-Comm) Microwave Network SI shall participate in Radio Technical Committee discussions as required to identify issues and potential problems with the proposed system. Participation. by the SI in activities related to the oversight of the E-Comm Microwave Network contractor will not exceed 50 staff hours. 2.5. Silicon Valley Regional Interoperability Project Long Term Assessment (CDRL-ll) SI shall conduct a high level assessment of future public safety radio industry technology trends as they impact theBay Area; This will include a recommendation for the long ·teim radio planning and future infrastructureinvestments for Public Safety in the Silicon Valley. The assessment shall assist the Customer with planning for future radio interoperability efforts and associated funding requirements. Preparation of the Long Term Assessment of future public safety radio industry technology trends by the SI will not exceed 50 staff hours. 10/24/2003 Page 11 NORTHROP GRUMMAN PROPRlETARY Refer to the cover page of this document for the terms of disclosure NORTHROP GRUMMAN Version 1.0 Mission Systems 3. Additional Time and Material (T&M) Engineering Services Tasks This Contract Line Item Number 002 (CLIN002) provides services in support of a mechanism for Additional Tasks that the Customer may request of SL CLIN 002 Task Orders are available to provide support to the Project as necessarY1 on a Time and Material basis. SI shall perform services at the Customer's sole discretion and'direction and commence work on any task order only after obtaining written authorization from the Customer Project Manager, for that specific task order. 10/24/2003 Page 12 NORTHROP GRUMMAN PROPRIETARY Refer to the cover page of this document for the tenus of disclosure NORTHROP GRUMMAN Mission Systems Version 1.0 4. Deliverables SI shall provide deliverable documentation as specified in the Contract Data Requirements List (CDRL) as set forth in Table 4-1 to the Project Coordinator. The Customer shall process each document for approval and acceptance as set forth below. SI shall update CDRLs based on comments from the Project Coordinator. The Project Coordinator shall review CDRL submittals and provide written notification of the acceptance or actions and comments against each CDRL to S1 within the time specified in the table below. If the Customer finds the submission inadequate, the Project Coordinator shall provide a consolidated list of comments and action items addressing each inadequacy to SI, specifying how any inadequacy conflicts with direction in the· SOW, the Agreement and/or previously agreed .to SI shall address, correct, and update the CDRL for each comment and/or action item, and then resubmit the CDRL within the times as stated in in Table 4-1. The Customer shall review -and approve only those elements previously identified as not acceptable and t6 ·confirrn that all previous cornrnentshave been satisfactorily incorporated within the time stated in Table Final acceptance shall occur when the Customer Project Manager accepts the final deliverable in writing or fails to provide written comments to SI within the time specified in Table 4-1. If comments are provided, the Customer Project Manager shall provide written acceptance within the· time specified or the deliverable document should be deemed accepted by the Customer. Table 4--1 lists S1's Deliverable Documents for Phase 1 of the Project. SI shall deliver all documents in S1's format to the Project Coordinator unless otherwise mutually agreed. The SI shall deliver three hard copies to the Customer's Project Coordinator unless otherwise mutually agreed. All deliverables required for this task are explicitly defined herein. There are no hardware or software deliverables of any kind associated with this SOW. Table 4-1. Phase 1 Deliverable Documents 01. 2.1.1 Proj ect Plan and Schedule . Approval 02. 2.1.2 Progress Reports Inforrriational 03. 2:1.5.1 Briefing Materials and White Informational Papers 04. 2.2.2.2 Questionnaire Template Approval N/A 05. 2.2.2.5 ISystems Stakeholder Needs . Informational N/A Summary . 10/24/2003 Page 13 NORTHROP GRUMMAN PROPRIETARY Refer to the cover page of this document for the terms of disclosure NORTHROP GRUMMAN Mission Systems Version 1.0 06b. 07. 08. Recommendation Design Review Document and Presentation, Draft 2.2.4.1 Recommendation Design Review, Document and Presentation, Final System Architecture Design 2.2.4.3 Alternative Funding Documentation Inforinational, to be provided 10 days prior to formal presentation of CDRL06 Approval Approval Approval 20 days ' 10 days/5 days 5 days/2 days 09. 10. 11. 2.2.4.4 2.2.5 2.5 System Specifications /RFPs Implementation.Strategy Regional Radio Project Long Term Assessment 'Approval Approva.l Informational 10 days/5 days 10 da.ys/5 days N/A Review period durations czre in businessdays 10/24/2003 P.age 14 NORTHROP GRUMMANPROPRlETARY Refer to the cover page of this document for the terms of disclosure NORTHROP GRUMMAN Mission Systems Version 1.0 5. Customer Furnished Items Table 5-1 lists the items that the Customer shall provide to Systems Integrator. Customer shall deliver all Customer Furnished Items (CF1) to S1's Project Manager .within the , timeframes set forth below unless otherwise mutually agreed. 5.1. Project Office (CFI-Ol) The Customer shall provide S1 with suitable Project office facilities within Santa Clara County, CA. 5.1.1. Project LANrWAN The Customer establish a Project office LAN/WAN with the components described in the Agreement. The work shall include: 1. LAN connectivity for the S1 for common data-management access and team-development of deliverables; 2. WAN connectivity for the SI that provides access to Internet services including web access and e-mail; 3. LAN/WAN Management and Security including router firewall configuration; 4. SerVer, with minimum specifications to be provided by S1. 5. Configuration of server services including file sharing, printer sharing, email services, relational database, DHCP, DNS, FTP services, and web hosting services; and, 6. Installation and configuration of all project printers and other peripherals. 5.2. Project Personnel Access Approval (CFI-02) If required, the Customer shall perform background checks on 81 staff and subcontractors in compliance with the Customer security policy. This shall be preformed at Customer facilities at po cost to S1. As a goal, the Customer shall strive to provide acceptance deterniinatiori of SI personnel within five (5) business days of papenvork submittal. 81 Project Manager shall notify the Project Coordinator if excessive delays are experienced. 5.3. Provide Existing Project Documents (CFI-03) The Customer Shall provide SI with all project documentation prepared to date for review by S1. . 5.4. Needs Identification (CFI-04) The Project Coordinator shall provide to SI, in writing, a prioritization of the needs contained in the Needs Summary CDRL-05. 10/2412003 Page 15 NORTHROP GRUMMAN PROPRIETARY Refer to the cover page of this document for the terms of disclosure NORTHROP GRUMMAN Mission Systems Version 1.0 5.5. Customer Design Selection (CFI-05) The Project Coordinator shall direct the Systems Integrator, in writing, as to the whether' to continue with the Systems Integrator recommended solution or select an evaluated alternative, for the RDR CDRL-06b. 5.6. RFP Framework (CFI-06) The Project Coordinator shall provide the Systems Integrator the Framework and Customer's legal requirements for the Request For Proposal document. Table 5-1. Phase 1 Customer Furnished Items Office facilities, workspace, 0 flce furniture, and network access (to include Internet) 02 03 04 05 06 5.3 5.4 5.5 . 5.6 Processing of access approval as required by the Customer Provide Existing Project Documentation Needs Identification Customer Design Selection RFP Framework As Required At Start of Agreement 10 Business Days after Needs Summary is submitted 20 Business Days after formal RDR At start ofRFP development period per Master Schedule 10/24/2003 Page 16 NORTHRop GRUMMAN PROPRIETARY Refer to the cover page of this document for the terms of disclosure NORTHROP GRUMMAN Mission Systems 6. Definitions Version 1.0 6.1. Applicable Documents These are technical or other documents and are part of this SOW to the extent that they are specifically applied within this SOW. S1 shall follow all requirements, constraints or. other directive materials contained within this SOW. This SOW shall be incorporated into the Agreement. 6.2. Contract Data Requirements List (CDRL) . ContraCt Data Requirements List is a composition of the "deliverables" to be provided under the terms of the Agreement. Deliverables are .identified as all products, services and data required to be delivered under the Agreement. The term "deliverable" is reserved for items that are required to be delivered to the Customer. 6.3. Contract Line Item Number (CLIN) Contract line items provide unit prices or lump sum prices for separately identifiable Agreement deliverables, and associated delivery schedules or performance periods. 604. Customer Furnished Items (CFI) CF1 are items such as documents "and facilities that the Customer is responsibIe to provide to the S1. . 6.5. Days Days shall mean a day and are the measuring units for establishing the work schedule and cycle for review· periods. A business day is a traditional weekday of Monday through Friday, and excludes Saturday, Sunday, national and state holidays and emergencies and other days as mutually agreed. 6.6. Firm Fixed Price (FFP) A Price quotation for a definitized task that .is firm and fixed. A firm-fixed-price Agreement provides for a price that is not subject to. any adjustment on the basis of S1's cost experience in performing the Agreement. 6.7. Interoperability 1nteroperability is the ability of public safety agencies to be able to communicate with one another and to exchange voice and/or data with one another ori demand and in real time. I· i 10/24/2003 Page 17 NORTHROP GRUMMAN PROPRIETARY Refer to the cover page of this document for the terms of disclosure NORTHROP GRUMMAN Mission Systems Version 1.0 6.8. Shall The word "shall", when used in conjunction with a Systems Integrator task, and indicates that SI is obligated to perform the designated effort or provide the designated services or materials. This is the mandatory requirement on S1. 6.9. Task Order An order written by the Project Coordinator for services placed against the Agreement. 6.10. Technical Exchange Meeting (TEM) Technical Exchange Meetings are defined to be inforrnaldiscussions, which are required to resolve any technical issues in a timely fashion so as to not jeopardize the Project. These meetings are typically ad hoc, may be held via phone or in ·person, take place at any Project Facility with in the County, and on relatively short notice. Any Systems Integrator travel required to attend meetings at locations outside the County shall be preauthorized and funded. by Customer. Cost, scope, schedule, or other Agreement issues are not discussed, unless the Customer's Representative and Systems Systems Integrator's Contract Manager are present. 6.11. Time and Material (T&M) Atime-and-materials Agreement provides for acquiring supplies or services on the basis of direct labor hours at specified fixed hourly rates and materials ([i.e., other direct costs, such as equipment [lease or purchase] and travel)] at cost. 10124/2003 Page 18 NORTHROP GRUMMAN PROPRIETARY Refer to the cover page of this document for the terms of disclosure 1.. _Silicon Valley Regional In terop erability Project Schedule Ocl22 17:15 AM Dec Jan Feb Mar Au' Mav Jun Jul ID Task Name Days Start Finish 2 9 16 23 30 7 14 21 2B 4 11 1B 25 1 B 15 22 29 7 14 21 2B 4 11 lB 25 2 9 16 23 30 6 13 20 27 4 1 Silicon Valley Regionallnteroperability. Project 156 d Nov 10 Jun-28 T ...., --2-Notice to Proceed Od Nov 10 Nov 10 . , ; 3 Milestones 156 d Hov 10 Jun 28 QI) <.) <.) V V V; ,V 4 Project Plan (CDRL-01) Od Jan B Jan 8 -,+1/8 I---s-Progress Rpls 1st-Biweekly thereafter (CDRL-02) Od Dec Dec 9 .119 6 PM Support Briefings & WP'S -unscheduied (CDRL-03) Od Nov 10 Nov 10 •11/10 I-y--Radio Interview Questionaire (CDRL-04) -Dec23 . Dec 23 .• 1213 B Data Inlerview Questionaire (CDRL-04) Od Nov 14 Nov 14 11/14 9 Radio Stakeholder Needs Summary (CDRL-05) Od Feb5 Feb 5 .. 2/5 10 Data StakellOlder Needs Summary (CDRL-05) Od Jan 8 Jan_B • liB 11 . Inleroperability RDR (CDRL-6) Od Apr 26 Apr 26 +.4/26 12 System Arch (CDRL-07) Od Jun 22 Jun 22 6/f2 ; "13 Grant Grant Submittal Documentation (CDRL-OB) Od Jun 28 Jun 28 6/2B ; 14 Regional Radio Project Long Term Assessment (CDRL-10) od . Jun 3 Jun 3 :.613 15 eFt 112 d Nov10 Apr 26 '-i V V 16 Office facilities and network access (CFI-01) Od Nov 10 NoV 10 +-1 /10 .._---Processing of acces: approval (as required) (CFI-02) Od Nov 10--NQV10 •1 110 lB Provide Existing Project Documentation (CFI-03) Nov 10 Nov 10 +-1 110 19 Needs Identification DATA (CFI-04) Od Jan 22 Jan 22 1/22 20 Needs Identilication RADtO (CFI-04) ! Od Feb 19 Feb 19 2119 21 Customer Design Selection (CFI-05) Od Apr 26 Apr 26 +:4/26 ----,,---23 PM, SE, Alt Funding (CLIN 001) 156 d Nov 10 Jun 28 .'Y 24 156 d Project Management NOli 10 Jun 28 T 25 Establishment of Sl's Project Office 7d Nov 10 Hov 18 ..., 26 Facility Ready for Occupancy Od Nov 10 .j Nov 10 ..1 /10 27 Occupancy 2d Nov 10 Nov 11 D· 26 IT Selup 5d No'/12 Nov 18 f ! Allachmenl 2 R2 Page 1 Sanla Clara Schedule 10 Nov Slart.rnpp Silicon Vafley Regionallnteroperability Project Schedule Ocl22 17:15 AM oy Dec Jan Feb Ma' Ao' May Jun Jul ID Task Name Days Start Finish 2 9 16 23 30 .7 14 21 28 4 11 18 25 1 8 15 22 '29 7 14 21 28 4 11 18 25 2 9 16 23 30 8 13 20 27 4 29 Support Funclions 150 d ·Nov 10 Jun 18 .... 30 Prajee! Plan I Master Schedule (CDRL-Dl) 15 d Nov 10 Dec2 31 Network Participant Review 10 d Dec 3 Dec 16 32 Rework 5d Dec 11 Dec 23 tm 33 Final Acceptance Review I 5d Dec 24 Jan 8 5m;; 34 Network Participant Acceptance Od Jan-a Jan 8 •Jl/; 35 Progress Reports (CDRL-02) 130 d Dec 9 Jun 18 0 (; ( 0 ( 0 0 0 0 0 0 < t> 50 Meelings 124 d Dac 17 Jun 17 U 51 Project Management Support Meelings (CDRL-03) 124 d Dec 17 I Jun 17 U 56 Phase 2 Planning and Scope Definition I 58 d I Mar 2" Jun 14 .... f--sg ! Internal Aclivites (Ongoing Monitoring &Reporting) 137 d Nov 10 Jun 1 .... .... 68 Closeout Od Jun 28 .... 6/28 69 Systems Engineering 156 d Nov 10 Jun 28 .... ...... 70 Technical Exchange Meelings (TEMs) 127 d Nov 10 May17 I I I I I I I 76 Inlerop Polley Working Group Mtgs 127 d Hoy10 May 17 I I I I B I I ; 66' Requirements Traceability Database 156 d • Nov 10 Jun28 .,., l' <;I." .. ; 87 Review Network Participant Provided Documents 20 d Nov 10 Dec 9 88 Data Integralion 156 d Nov 10 Jun 28 .... .","" " 'V, .... 89 Needs Analysis &Ops Concept 45 d Hov 10 Jan 22 .... ... 90 Interview Rosier Candidate 5d Nov 10 No.., 14 Illll-.' 91 Interview Topics/QuesUonnaire (CDRL-04) 5d Nov 10 Nov 14 -92 Interview Schedule I 5d Nov 17 No.... 21 EEl-93 Conduct Stakeholder Inlerviews 15 d Nov 24 I Dec 16 ¥'". -94 Stakeholder Needs Sumniary (CDRL-D5) 10 d Dec 17 Jan B ,i'" -t 95 Needs Identification (CFI-04) Od Jan 22 Jan 22 1/22 96 System Arch I Recommendalion 121 d Jan 9 Jun 28 V; .... 97 Evaluate Alternalive Approaches &RDR 57 d Jan 9 Mar 29 0: 98 IdenliFy A1ternalives 35 d Jan 9 Feb 26 --...,'\" ." ,,-.. ,. " Attachment 2 R2 Page 2 Sanla Clara Schedule 10 Nov Slart.mpp 1 _ Silicon Valley Regionallnteroperability Project Schedule Ocl2217:15AM 1 6/22Jul 13 20 27 4 May Jun 11 18 25 2 9 16 23 30 6 ov Dec Jan Feb Mar Apr 2 9 16 23 30 7 14 21 28 4 11 18 25 1 8 15 22 29 7 14 21 28 4 = Feb 26 Feb 6 Apr 26 feb6 Stalt Finish Mar 12 Mar 12 Mar 29 Apr 26 Apr 27 Jun 22 Apr 27 May 24 Jun 8 1 d 1 d Od 15 d od Jun 22 Jun 22 IOd Jan23 o d Feb 19 I Feb 19 . 57 d IOd 10 d 20 d d 101 d Feb 6 Jun 28 Days May 25 JUIl 28 I 15 d May 25 Jun 15 5d Jun 16 Jun 22 2d Jun 23 Jun 24 2d Jun 25 Jun 28 Network Participant Review Dralt Recomm Design Review (RDR) (CDRL-06a) Develop System Architecture Final Recomm Design Review (RDR) (CDRL-06b) NetworkParticipant Acceplance Rework Develop Evaluation Crlleria Network Participant Approval Develop Grant Submittal Doc Network Participant Review Rework Idenlily Alternatiyes Evaluate Alternative Approaches & RDR Stakeholder Needs Summary (CDRL-05) Finalize System Architecture (CDRL-07) Network Participant Review I Design Allernative Selection Grant Submittal Doc (CDRL-OB) _Needs Identification (CFI-04) System Arch I Recommendation i5d' Jun9 Jun15 --o-d Jun 28·_· Jun 28- Interview Schedule 5 d Dec 24 I Jan 8 .-- Conduct Stakeholder Interviews I 10 d Jan 9 I Jan 22 10 Task Name 99 100 101 102 103 104 105 106 ----.oa ----109 110 III 112 113 114 I-----,-;s-116 ----m-118 119 122 123 124 125 126 Attachmenl 2 R2 Page 3 Sanla Clara Schedule 10 Nov Stan.mpp Silicon Valley Regionallnteroperability Project Schedule 00122 17:15 AM 1 d 1 d Days --IH Dec Jan Feb Mar Anr Mav Jun Jul 9 16 23 30 7 14 21 28 4 11 18 25 1 8 15 22' 29 7 14 21 26 4 11 18 25 2 9 16 23 30 6 13 20 27 4 ov Start Finish 2 Mar 29 Mar 29 Mar 12 Mar 12 5 d I1 I 20 d Drart Recomm Design Review (RDR) (CDRL·06a) Final Recomm Design Review (RDR) (CDRL·06b) Perform Eval & Doc Recommendation Develop Evaluation Criteria 10 Task Name 129 130 128 127 r-i'13i13-t--------'D"e"'vcce"lo"'p"'""Sc-ys""I'"'eccm,...-Ar-c::;:h'" it'"'eccc;-tu-re-------------------20C1--Apr 2T" May2r -----m- ....' Apr 26 "4/26 Apr 27 Jun 22 Apr26 May 25 Jun a 2d Jun25 5d I Jun16 Jun22 ad Jun 28 Jun 28 2 d Jun 23 Jun 24 5d Jun16 Jun22 Od IOd 40 d Network Participant Approval Network Participant Review Network Participant Acceplance Network Participant Acceptance Network PartiCipant Approval Network Participant Review I Design Alternative Selection Network Participant Review Rework Finalize System Architecture (CORL·07) 131 143 137' 136 134 132 141 142 140 Od Jun22 ---------'G;;-r-a-n""'t -,S'"u""'b-m-::-UC"ta""'I-,O;-o-c-("'C"'O"'R;;-L;-.-=0-,8"",--------------1-:....,,247"7d-1 M,y 25 LJ;jn2iif-----;Jg-----------"D"e""v"'e"lo'"'p'"'G=ra"'n"t-,S;-u'b-m'i"'tta""I"D"o-c----------------- --rscn"""MaY25l---:iunis 144 Alternative Funding' 156 d Nov 10 Jun 28 Jun 26 Jun28 Jun 28 Nov 10 I Noy 10 I I I 156 d Noy 10 I , I 156 d I 155 d A1lernative Funding Application Tracking Alternative Funding Applicalion Preparation Alternative Funding Source Identification 148 145 147 146 Alternative Funding Application Denial ! 156 d i! Nov 10 i Jun 28 � � 149 GranVFunding Opportunity Reporting i 156 d i Nov 10 I Jun 28 , I i f----,1,,5,,-O_+__� � 77dd 11---,0,-°,.-0",2_151 Regional Radio Project Long Term Assessment (CDRL·10) 1 May 25 I Jun 3 152 Additional T&M. Eng Svcs Tasks (CLIN 002) I 0 d I Noy 10 No.... 10 ."110 Altachment 2· R2 Page 4 Santa Clara Schedule 10 Nov Slatlmpp AMENDMENT NO.1 TO THE AGREEMENT BETWEEN THE NETWORK PARTICIPANTS,AND NORTHROP GRUMMAN COMMERCIAL SYSTEMS, INC. FOR PROFESSIONAL SERVICES RELATED TO THE SILICON VALLEY REGIONAL INTEROPERABILITY PROJECT THIS AMENDMENT NO.1 to the Agreement is dated for identification this 5th day of January, 2004, .and is made by and between the NETWORK PARTICIPANTS and NORTHROP .GRUMMAN COMMERCIAL SYSTEMS, INC., having its principal place of business at 1201 Sunset Hills Road, Reston, Virginia, 20190 (hereinafter referred to as. "CONTRACTOR"). RECITALS A. On or about November 3,2003, NETWORK PARTICIPANTS and CONTRACTOR entered into an Agreement for Professional Services Related to the Silicon Valley Regional Interoperability Project. B. NETWORK PARTICIPANTS and CONTRACTOR desire to amend said Agreement· dated for identification November 3; 2003, and all amendments thereto, to reflect said modifications. C. On January I, 2004, the business of the Civil Systems Division of Northrop Grumman Space and Mission Systems, Inc. was transferred to Northrop Grumman Commercial Systems Inc, a newly formed wholly owned subsidiary of Northrop Grumman Commercial Information Services, Inc. in the Northrop Grumman Information Technology Sector. NOW, THEREFORE, in consideration of the recitals and mutual promises of the parties contained herein, NETWORK PARTICIPANTS and CONTRACTOR agree to the below-. referenced amendments to said Agreement dated· for identification November 3,2003, andall amendments thereto, as follows: The introductory paragraph is hereby revised to read as follows: This Agreement is dated for identification November 3, 2003, and is made by and between the cities of Campbell, Cupertino, Gilroy, Los Altos, Milpitas, Monte Sereno, Morgan Hill, Mountain View, Palo Alto, San Jose, Santa Cl;;J.ra, Saratoga, Sunnyvale, South Santa Clara County Fire District, County of Santa Clara, Towns of Los Altos Hills and Los Gatos, San Jose State University and the Santa Clara Valley Water District (hereinafter "NETWORK PARTICIPANTS") and Northrop Grumman . Commercial Systems, Inc., by and through its Northrop Grumman Information Technology Sector ("Northrop Grumman") having its principal place of business at . 12011 Sunset Hills Road, Reston, VA 20190 (hereinafter referred to as "CONTRACTOR"), with respect to the followingfacts: -1- Paragraph 4(a), Incremental Funding, shall be added to the Agreement to read as follows: "4(a) Incremental Funding Four Hundred Sixty-One Thousand Dollars ($461,000) is the amount presently available for payment by the NETWORK PARTICIPANTS and allocated to this A-greement. It is estimated the allocated amount will cover CONTRACTOR's performance from November la, 2003 through January 31, 2004. The parties contemplate that the NETWORK PARTICIPANTS will allocate additional funds incrementally to the Agreement as they are received by the Silicon Valley Regional Interoperability Project up to the full price as specified in Attachlnent D, Payment Schedule. CONTRACTOR agrees to perform the services in the attached Statement of Work up to the point at which th.e total a+nount paid and payable by the NETWORKPARTICIPANTS under the Agreement but does not exceed the total amount actually allocated to the Agreement. CONTRACTOR shall notify the PROJECT COORDINATOR in writing whenever it has reason reason to believe that the billable amounts it expects to incur in the next thirty (30) days, when added to all amounts previously billed, will exceed eighty-five percent (85%) of the total amount so far allocated to the Agreement by the NETWORK PARTICIPANTS. In the notification, CONTRACTOR shall notify the PROJECT COORDINATOR the estimated amount of additional funds, if any, required to continue timely performance Uli.der the Agreement and when the funds are required. CONTRACTOR is not obligated to continue performance under this Agreement or otherwise incur billable amounts for program management o,r deliverable documents as specified in the Statement of Work in excess of Four Hundred SixtyOne Thousand Dollars ($461,000) until the NETWORK PARTICIPANTS advise CONTRACTOR in writing that the amount received by the NETWORK PARTICIPANTS has been increased ;md specifies an increased amount, which shall then constitute the total amount allocated by the NETWORK PARTICIPANTS to this Agreement. If additional funding is not received by NETWORK PARTICIPANTS for such allocation, and the project remains without additional funds, then the parties may agree to terminate this Agreement in accordance with Clause 23, Termination, oHhis Agreement, provided, however, that the parties may agree to a ,Termination for Convenience with a notice period of less than thirty (30) days." All other terms and conditions in that certain Agreement dated for identification November 3, 2003, above referenced, shall remain in full force and effect. -2- IN WITNESS WHEREOF, this Amendment No.1 to the Agreement between Network Participants and Northrop Grumman Space and Mission Systems Corporation for professional services related to the Silicon Valley Regional Interoperability Project, dated for identification November 3, 2003, is executed by NETWORKPARTICIPANTS and CONTRACTOR. "NETWORK PARTICIPANTS": Santa Clara County/City Managers Association Santa Clara County Fire Chief's Association / _/ . //)/1 /{ , / ///-. By.t'/ /"'-.2,'>// Bill Weisgerber----//Fire Chief, Milpitas Department Public Safety Communications Manager's Association .n{ , By: Phillips r Manager, Technical Services, . Sunnyvale'DPS Santa Clara County Police Chief's Association Stephen D. Lodge Chief of Police, Santa Clara Police Department -3- Public Safety Communications Manager's Association .. /-) Ii..(.".'.-/_-/.By: .. ----------:>. -.J • Sheryl A. C6htois Technical Services Coordinator, Palo Alto Police Department FINANCIAL APPROVAL: Finance Services Director City of Mountain View APPROVED AS TO FORM: "CONTRACTOR": NORTHROP GRUMMAN COMMERCIAL SYSTEMS, INC. By: ---:,Ll--:....L.....;.....!.---!:::.::-=---.!"\-7"'::::...-.---C ristine Kelsey Contracts Man -4- AMENDMENTNO. 2 TO THE AGREEMENT BETWEEN THE NETWORK PARTICIPANTS AND NORTHROP GRillvIMAN COMMERCIAL SYSTEMS, INC. , ' FOR PROFESSIONAL SERVICES RELATED TO THE SILICON VALLEY REGIONAL INTEROPERABILITY PROJECT TIDS AJvIEND:MENT NO.2 to the Agreement is dated for identification this 19th day of Febnlary, 2004, and ismade by and between the NETWORK PARTICIPANTS and NORTFIROP GRUMMAN CO:Mlv1ERCIAL SYSTEMS, INC., having its prinCipal place of business at 1201 Sunset ,Hills Road,Reston, Virginia, 20190 (hereinafter referred to as "CONTRACTOR"). RECITALS A. On or<3.bout November 3,2003, NETWORK PARTICIPANTS and CONTRACTOR entered into an Agreement for Professional Services Related to the Silicon Valley Regional Interoperability Project. B. ]\TETV10RK PARTICIPP.J'JTS desire to irtcrease the incremental ftmding level from Four Hundred Si.,'<:ty-One Thous;::,nd Dollars ($461,000) to Seven Hml.dred Thousand Dollars ($700,000). ',' C. liETWORK PARTICIPANTS and desire to amend said Agreement dated for identification November 3,2003, 3l1d all3ll1endments thereto, to reflect said modifications. NOW: THEREFORE, in consideration of the recitals and mutual promises of the parties contained herein, lWTWORK PARTICIPANTS and CONTRACTOR agree to the below-referenced a:rn.endments to said Agreement dated for identification November 3,2003, and all amendments thereto, as follows: Paragraph 4(a), Incremental Funding, shall be amended in its entirety to read as follows: "4(a) Incremental Funding Seven HUndred Thousand Dollars ($700,000) is the amount presently available for payment by the NETWORKPARTICIPANTS to CONTRACTOR under this Agreement. The CONTRi\CTOR understands that this amount includes a One Hundred and Thousand and Ninety-One dollars ($144, 091) payment already made to CONTRACTOR and Ninety-five Thousand Nine Hundred anC). Nine dollars ($95,909) on deposit in the Network Participants' account for the Silicon Valley Regional Interoperability Project. The remainder of the allocated funding consists of an award of $500,000 to the Silicon Valley Regionallhteroperability Project from the Office of Homeland Security as part of the FY03 State Homeland Security Grant Program-Part II (Award 2003-0S, OES ID#085:-00000). This grant funding is provided on a reimbursement basis. It is estirnatedthe allocated amount of Seven Hundred Thousand Dollars ($700,000) will cover CONTRACTOR's performance from February 1, 2004 through April 26, 2004. The NETWORK PARTICIPANTS have applied for additional Office of Homeland Security funding for Fiscal Year 2004 for the Silicon Valley Regional Interoperability Project. If additional funding is awarded to the Project, the Network Participants will allocate additional funds incrementally to the Agreement as they are received, up to the full price as specified iri Attachment D, Payment Schedule., CONTRACTOR agrees to perform the services in the attached Statement -1- of Work up to the point at which the t0tal amount paid and payable by the NETWORK PARTICJPANTS under the Agreement approximates but does not exceed the total amount actually allocated to the Agreen1ent. CONTRACTOR shall notify the PROJECT COOPJ)I!'JATOR in writing "lNhenever it has reason to believe that the billable amounts it expects to incur in the next thirty (30) days, when added to all amounts previously billed, will exceed percent (85%) of the total amount so far allocated to the Agreement by the NETWORK PARTICJPANTS. In the notification, CONTRACTOR shall notify the PROJECT COORDINATOR the estimated amount of additional funds, if aI+Y, required to continue timely performance under the Agreement and when the funds are required. . CONTRACTOR is not obligatedto continue performance under this Agreement or otherwise incur billable amounts for program management or deliverable dQcuments as specified in the Statement of Work in excess of Seven HliIldreQ. Thousand Dollars ($700,000) until the I'illTWORK PARTICIPANTS advise CONTRACTOR in writing that the amount received by the NETWORK PARTICJPANTS has been increased and specifies an increased amount, wr,lch shall then constitute the total amo1mt allocated by the NETWORK PARTICJPANTS to tDis Agreement. If additional funding is not received by NETWORK PARTICJPANTS for such allocation, and the project remains without additional funds, then the parties may agree to terminate this Agreement in accordance with Clause 23, Termination, of tillS Agreement, prqvided, however, that the parties may agree to a Termination for Convenience with a notice periCld of less than thirty (30) days. II All other and conditions in that certain Agreement dated for identification November 3, 2003, above referenced, shall remain in full force and effect -2- IN WITNESS \VHEREOF, this Amendment No.2 to the Agreement between Network Participants and Northrop Grumman Space and Mission Systems Corporation for professional services related to Silicon Valley Regional Interoperability Project; dated for identification November 3,2003, is executed by NETWORK PARTICJPP,NTS and CONTRACTOR. "NETWORK PARTICIPANTS": Public Safety Communications Manager's Association ... {'If, fj f; t A . \By: 1iiAb ..vuJLIi_X-"\i-f..."'''/\-__ Phillips Mana!ger, Technical Services, Sunnyvale DPS Santa Clara County Police Chief's Association By: ? ,... Stephen D.. Lodge . Chiefof Police, Santa Clara Police Department Public Safety Communications Manager's Association Sheryl A. Contois Technical Services Coordinator, Palo iJ.to -3- Police Department .APPROVED AS TO FORM: . /J ./tt1/L/7/Z/r-( ?-b< ,r (Senior Assistant City Attorney \',crfy of Iv10untain View "CONTRACTOR": NORTHROP GRUMMAN COMJv.IERClAL SYSTEMS,mC. /r"j 1 .."/, ·f' Y r By.•..'. L. ; /Christine f"Ji Contracts Manager -4- AMENDI\1ENTNO.3 TO THE AGREEl'v1ENT BETWEEN THE NETWORK PARTICIPANTS i\.."ND NORTHROP GRUMJvlAN COlvilvf.ERCillL SYSTEMS, D"JC.FOR PROFESSIONAL SERVICES RELATED TO THE SILICON VALLEY REGIONAL INTEROPERABILITY PROJECT TIllS AMENDMENT NO. 3 to the Agreement is datedfor identificationihis th day of April, 20D4, and is made by and between.the NETWORK PiillTICIPANTS and NORTFIROP GRUM:MAN . ICOlvilviERCIAL SYSTEMS, mc., having its principal place of business at 1201 Sunset Hills Road, Reston, Virginia, 20190 (hereinafter referred. to as "CONTRACTOR"). RECITALS A. On or about November 3,2003, J\TETWORKPARTICIPA..WTS and CONTRACTOR entered into an Agreement for Professional Services Related to the Silicon Valley Regional 1""1teroperability Project. B. NETWORKPARTICIPANTS desire to exercise the' options to procure Contract Data Requirements List (CDRL) Items 09, priced at $188,,527, and 10, priced at $1l5,550,thereby increasing the value ofthis Agreement by Three Hundred Four Thousand Seventy-Seven Dollars ($304,077) to a newtotal of One Million Two HUlldred Ninety-Eight Thousand Five Hundred Eight Dollars ($1,298,508). C. NETWORK PARTICIPANTS desire to fully fund this Purchase Order, by increasing the funding from Seven Hundred Thousand Dollars ($700,000), by Five Hundred Ninety-Eight Thousand Five hundred Eight Dollars ($598,508), to anew total of One Million Two Hlmdred Ninety-Eight Thousand Five Hundred Eigbt Dollars ($1,298,508). . D. NETWORK PARTICJPAJ.'\JTS and CONTRi'i.CTOR desire to amend said Agreement dated for identification November 3,2003, and all amendments thereto, to reflect said modifications. NOW, THEREFORE, in consideration oftbe recitals and mutual promises of the parties contained herein, l>ffiTWORK PARTICIPANTS and CONrf-<ACTOR agree to the below-referenced amendments to said Agreement dated for identification November 3,2003, and all amendments 6ereto, as follows: Paragraph 2, Schedule and Term, is amended in its entirety to read: The schedule for performing said services shall be completed no later than 09 September 2004 as set forth in the Schedule a1:...ached to this :AQIeement as At"'cacbmentB. .. Paragraph 3, Compensation, is amended to read: Total compensation for providing services under this Agreement, including expenses shall not exceed the fum-fixed price of $1,298,508 for CLlN 001, CDRLs 001 through OIl. S1 shall provide Project Management services at the fmn fIxed price included. under CLTh!OOl.In the event that SI does not complete the Project within the timelines set forth in the ProjectPlan and Schedule, S1 shall not charge Customer any additional Project Management costs to complete the Project provided that Customer has satisfied its obligations set forth in this Statement ofWork (SOW). Paragraph 4(a), Incremental Funding, is deleted in its entirety .., -1- ill WITNl3SS WHEREOF, this Amendment No.' 3 to the Agreement between Network Participants and Northrop Grumman Commercial Systems, Inc. for professional services related to the Silicclll Valley Regional Interoperability Project, dated for identification November 3, 2003, is executed by NETWORK PARTICIPANTS and COl\1TRACTOR. "NETWORK PARTICIPANTS": Santa Clara County/City IY.[anagers.Association Public Safety Communications Manager's Association ..---+-J f'; n,· fJ A By: AJ\lkt+JJYJ,--,Wo \-.La'ur\i Phillips' I Manager, Technical Services, SUD11yvale DPS Santa Clara County Police Chief's Association . StePhenD. Lodge Chief of Police, Santa Clara Police Department Public Safety Communications Manager's Association.L' ij '!/1 ,If (7 By: Sheryl A. Ccfutois Technical Services Coordinator, Palo Alto Police Dep8.l-unent ,.., -0- Northrop Gruman Information Technology Payment Schedule Payment Number Billing Date Phase 1!Task Invoice Amount -,i 1-08C-2003 MiE Nov. '03 2 1-Jan-2004 MiE Dec. '03 3 1-Feb-2004 MiEJan. '04 4 1-Mar-2004 MiE Feb. '04 5 1-Apr-2004 M/EMar. '04 6 1-May-2004 M/EApr. '04 7 1-Jun-2004 M/E May. '04 8 1-Jul-2004 M/E Jun. '04 9 1-Aug-2004 MiE Jul. '04 10 1-Sep-2004 M!E Aug. '04 11 1-0ct-2004 M/E Sep. '04 Note: Payments are exclusive of any costs for authorized work performed on a Time and Material basis (T&M). Authorized T&M work will be invoiced monthly based upon hours/cost jncUired. $56,851 £43,248 $43,992 $56,851 $58,107 $56,851 $64,400 $56,851 3>62,282 $56,851 $142,256 $56,851 $56,851 $106,283 $630,70S0 $667,8070 . Maslet SVAIP SL"hedull] 31f..,larO.1.Il1PP 122 ....... : . . . .: 31 2804 ,.-. :..: :: I; __ : i I'§IJ. ••,jB...J r oE.l1 Paga 2 Silicon Val/ey Regional Interbperability Project Schedule ID Task Nijme .Days Slarl Rnlsh 70 Inlernal PRA 109 d Man 12/22/03 Wed 8/25/04 80 .Closeoul Od Thu 9/9/04 Thu 9/9/04 81 Systems Engineering 207d Man 11110/03 Thu9/9/04 82 Technical Ex.change Meetings (TEMs) 191 d Man 11110/03 Tue 8/17/04 93 Inlerop Policy Group Mlgs 191 d Man 11110/03. Tue BJ17!04 104 Requirements Traceability Database 207 d Man 11/10/03 Thu 9/9/04 105 Review NelworJ, Partlcipanl Provided Documents 20 d Man 11110/03 Tue 12/9/03 106 Data integration 207 d Man 11/10/03 Thu 9/9/0<1 107 Needs Analysis & cps Concept 45 d Man 11110/03 Thu 1/22/04 108 Inlerview Roster Candidate 5d Mon 11110103 Fri 11114/03 109 interview Topics/Queslionnaire (CDRL-04) 5d Mon 11110/03 Fri 11/14/03 110 Interview Schedule 5d Mon·11/17/03 Fri 11/21/03 111 Conduct Stakeh91der Interviews 15 d Mon 11/2'1/03 Tue 12/16/03 112 Stakeholder Needs Summary (CDRL-05) 10 d Wed 12/17/03 Thu 118104 113 Needs Identification (CFi-04) ad Thu 1122/04 Thu1l22/04 114 System Arch I Recommendation 172d Fri 1/9/04 Tlu.I. 9/9/04 115 Evaluate Alternative Approaches & RDR 57 d Frl1l9104 Man 3/29/04 116 Idenlif\, Alternatives 35 d Frll/9/04 Thu2l26/04 117 Develop Evaluation Crileria 10 d Frl2/13104 Thu 2126104 lIB Perform Eval & Doc Recommendation 20 d Fri 2/27/04 Thu3/25104 119 Drall Recomm Design Review (RDR) (CDRL-Ooa) 1 d Fri 3112/04 Fri 3112104 120 Final Recomm Design Review (RDR) (CDRL-Oob) ld Man 3/29/04 Man 3/29/04 121 Nel.Parlicipant Review /Design Alternative Selection ad Man 4/26/04 Mon 4128/04 122 Finalize System Architecture (CDRL-07) 40 d Tue 4/27/04 Tue 6/22104 123 Develop System Architecture 20 d Tue 4/27/04 Mon 5124/04 124 Nelwork Parlicipanl Review 10 d Tue 5/25104 TUB 618/04 125 Rework od Wed 6/9/04 Tue 6/15104 126 Network Parliclpant Approval 5d Wed G/16/04 6/22/0,1 127 Nelwgrl< Participant Acceptance ad Tue 6/22/04 Tue 6/2210,1 12B Grant Submltial Doc (CDRL-OB) .24 d Tue 5/25/04 Man 6/28/04 . 129 Develop Grant SUbmltlalDoc 15 d Tue 5/g5f0.l Tue 6/15/04 130 Nelworl, Participant Review 5d Wed 6/16/04 Tue 6/22104 AIllendmellt3 = 31 Mmch 200·1 Master SVRIP Scllsdille 31M'tI04.lIlPl' .-.. : "':': ::::. :-":: Paga4 Silicon Valley Regional Interoperability Project Scl1edLlle 10 Task Name Days Slar1 . Af!ish 163 Devel.op System Archileclure.. 20d TLIl3 tlI27/04 Mon 5124104" 164 Network Parlicipant Review lOd Tile 5/25104 T1186/0I04 165 Rework 5d We" 6/9/04 Tlle 6/15/04 166 Networl{ ParlicipanL Approval 5d We" BlI6I04 TUe 6122/04 167 Nelworl{ Parlicjpanl Acceptance Od Tue 6122104 Tue 6122104 166 Granl Submlltal Doc (CDRL-OB) 24 d Tue 5/25/04 Man 6/20/04 169 Develop GranL SubmiLial DOG 15 d Ilia 5/25/04 Tue 6/15104 170 Network Parlicipaht ReView 5" Wed 6116/04 Tile 6/22/04 171 Reworl{ 2d Wed 6/23104 \ TIlII 6/24104 172 NeLwork Participant Approval 2<1 Fli 6125/04 Mon 6/26/0,1 173 Network ParlicipanL Acceptance ad Man B/2lJ/04 Mon 0/20/04 174 System Specification I RFP (CDRL-09) 60 d Tue 5125104 Wetl1J/HI/(l4 175 Develop System Spec I RFP 40 <I nie 5125/04 Wl'ld 7/2"1/0.:{ 176 Network Pariicipanl Review 10 d Thu 7/221o,1 WedB/4(04 177 Rework 5<1 Thu 6/5104 We<l 6111/0,1 17f1 Nelworl< Participant Approval 5<1 Tim 0/12/04 Wed 8/H1104 179 Hetworl{ ParliclpanL AccepLance °d Wed 0118/0,1 Wed B116/04 1.80 Implemenlallon Strategy (CDRL-i0) . 35 <I Thu 7/22104 Thll 9/91011 161 Development 15 d Thll 7/22104 Wed 6/11/04 162 Network Parlicipanl Review 10 d Thu B112J04 Wed 11/2510'1 163 Reworl< 5d Thll 0/26/04 Wed 9/110,1 164 Nelworl< Participant ApprovaL 5<1 Thu9/2/0'1 Thu 9/9/0,1 165 Nelwork Participant Acceptance 0<1 Tim 9/9/04 Thu 919104 166 Alternative Funding 207 d Mon 1.1/10/03 9/9/04 167 Funding Source·ldenlification 207 <I Mon 11110103 Thu 9/9/04 lBB Allernative Funding Application Preparation' 207 <I MOil 11/10/03 1LIII9/9/04 169 Allernatlve Funding Application Tracking 207 d Mon 11110103 Thll 919/04 190· Allernative Funding Applicalion Denial 207 d Mon 11/1.0/03 Thll 9/9/0,1 101 GranUFunding Opppriuniiy Reporting 207 d Mon 11/10103 Thu 910/0,t 192 Countywide E-Comm Microwave Net 7<1 Mon5/3/0'1 TUB 5111104 193 Regionat Radio Project Long Term Assessment (CDRL-ii) 7d TUB 5/25104 Thu 6/3104 19,1 AddiLionaL T&M Eng Svcs Tasl" (CLIN 002) 207 <I Mon 11/10/03 Thu 9/9/04 Amendllu:ml3 AMENDMENT NO.4 TO THE AGREEMENT BETWEEN THE NETWORK PARTICIPANTS AND NORTHROP GRUMMAN COMMERCIAL SYSTEMS, , INC. FOR PROFESSIONAL SERVICES RELATED TO THE SILICON VALLEY REGIONAL INTEROPERABILITY PROJECT THIS AMENDMENT NO.4 to the Agreement is dated for identification this 4th day ofAugust, 2004, and is made by and between the NETWORK PARTICIPANTS and NORTHROP GRUMMAN COJ\..1:MERCIAL SYSTEMS, INC., having its principal place ofbusiness at 12011 Sunset Hills Road, .Reston, Virginia, 20190 (hereinafter referred to as "CONTRACTOR"). . RECITALS A. On or about November 3, 2003, l'ffiTWOR"TZ PARTICIPANTS and CONTRAcTOR entere,d into an Agreement for Professional Services Related to the Silicon Valley Regional Interoperability Project. B. At the request ofthe NETWORK PARTICIPANTS, the CONTRACTOR submitted a proposal dated 27 July 2004 to delete CDRL 10 and to add CDRLs 12 and 13 for a no-cost change and with no change to the schedule in accordance with the revised Statement ofWork dated 15 July 2004." The 1'ffiTWORK PARTICIPANTS desire to accept said proposal and to make it apaliofthis Agreement. C. NETWORK PARTICIPANTS and CONTRACTOR desire to amend said Agreement dated for identification November 3,2003, and all amendments thereto, to reflect said modifications. NOW, THEREFORE, in consideration of the recitals and mutual promises of the parties contained herein, NETWORK PARTICIPANTS and CONTRACTOR agree to the below-referenced amendments to said Agreement dated for identification November 3, 2003; and all amendments thereto, as follows: Paragraph 33, Agreement Content and Order ofPrecedence, is changed as follows: 1) Attachment A, Statement ofWork is revised to reflect the procurement of the Additional Services for CDRLs 12 and 13 and the deletion ofCDRL 10. 2) Attachment B, Schedule is revised to reflect the procurement ofthe Additional Services for CDRLs 12 and 13 and the deletion of CDRL 10. The completion date remains at 09 September 2004. 3) Attachment D, Payment Schedule is revised to incorporate the procurement of the Additional Services for CDRLs 12 and 13 and the deletion ofCDRL 10, at no additional cost, into the payment milestones. All other terms and conditions in that certain Agreement dated for identification November 3,2003, above referenced, shall remain in full force and effect. -1- IN WITNESS WHEREOF, this AmendmeI;l.t No.4 to the Agreement between Network Participants and Northrop Grumman Commercial Systems, Inc. for professional services related to the Silicon Valley Regional Interoperability Project, dated for identification November 3, 2003, is executed by NETWORK PARTICIPANTS and CONTRACTOR. "NETWORK PARTICIPANTS": Santa Clara County/City Managers Association Santa Clara County Police Chiefs Association Stephen D. Lodge .Chief of Police, Santa Clara Police Department -Public Safety Communications Manager's Association By: ------." Sheryl A. Contois Technical Services Coordinator, Palo Alto Police Department -2- Services Dire City ofMountain View APPROVED AS TO F0fJ. --· \;';,,. r.L .L -3- NORTHROP GRUMMAN Silicon Valley Regional Interoperability Project '. STATEMENT OF WORK PHASE 1 15 July 2004 Prepared By Northrop Grumman Commercial Systems, Inc. Commercial, State and Local Solutions State and Local Public Safety Solutions 12011 Sunset Hills Road Reston, Virginia 20190 Prepared For Steering Committee Silicon Valley Regional Interoperability Proj ect C/o David Rauscbhuber 70 North First Street Campbell, CA 95008 Version 2.0 © Northrop Grumman Commercial Systems, Inc. 2004. All rights reserved. This document contains commercial or financial information or trade secrets of Northrop Grumman CSl, which are .confidential and exempt for disclosure to the public under the California Public Records Act, Section 6254. Public disclosure of any such information or trade secrets shall not be made without prompt notification and the prior written permission of Northrop Grumman CSr. Northrop Grumman CS1 agrees to defend any information to any party making a request therefore. NORTHROP GRUMMAN Information 'lkchnolomf OE APPROVAL Versio1J.2.0 Approved By: STEERING COMMITTEE Sheryl A Contois . Approved By: STEERING COMJvlITTEE Stephen D. Lodge Date: Date: REVISION/CHANGE RECORD DATE REV. OR AUTHORIZATION CHP,..NGE PAGES CHGE DESCRIPTION AFFECTED NO. 25 May Ver. 1 Original Submission All 2004 15 July Ver. 2 Incorporation ofE-Comm 11, 12 and 2004 Network Design Task and 15 Network Operations Center Concept 7/15/2004 Version 2.0 Informa.tion reefin%gy TABLE OF CONTENTS 1. 1.1. 1.2. 1.3. 1.4. 1.4.1. 1.4.2. 2. 2.1. 2.1.1. 2.1.2. 2.1.3. 2.1.4. 2.1.5. 2.2. 2.2.1. 2.2.2. 2.2.3. 2.2.4. 2.2.5. 2.3. 2.3.1. 2.4. 2.4.1. 2.4.2. 2S 3. 4. 5. 5.1. 5.1.1. 5.2. 5.3. 504. 5.5. 5.6. 5.7. 6. 6.1. 6.2. 6.3. ·General 1 Background , , 2 Overview of Phased Approach 2 Phase. l' Overview , 4 Roles and Responsibilities A Customer , 4 Systems Integrator , . Proj ect Management, Systems Engineering and Alternative Funding Support 6 . Project Management ·6 Project Plan and Schedule (CDRL-Ol) 6 Progress Reports (CDRL-02)..: , , : 6 Data Management 6 Risk/Opportunity Management. 7 Meeting and Reviews ; 7 Systems Engineering 7 Analyze and Validate Existing Project Documentation 7 Needs Analysis :.; 8 Requirements Traceability Database 8 System Architecture 9 Reserved (CDRI.,-10) ; ..11 Alternative Funding , 11 Alternative Funding Application Preparation ,.. 11 Countywide Emergency Communications (E:-Comm) Microwave Network 11 E-COMMNetworkDesign (CDRL-12) ; : 11 Network Operations Center (NOe) Concept (CDRL-13) 11 Silicon Valley Regional Interoperability Project Long Term Assessment (CDRL-11) 12 Additional Time and Material (T&M) Engineering Services Tasks 13 Deliverables : : 14 Customer Furnished Item·s , -16 Project Office (CFI-01) ; 16 ProjectLAN/WAN 16 ProjectPersonnel Access Approval (CFI-02) : 16 Provide Existing Project Documents 16 Needs Identification (CFI-04} 16 Customer Design Selection (CFI-05) , 17 RFP Framework (CFI-06) 17 E-Comm Design (CFI-07) 17 Definitions ; 18 Applicable Documents 18 Contract Data Requirements List (CDRL) 18 Contract Line Item Number (CLW) 18 7/15/2004 11 6.4. 6.5. 6.6. 6.7. 6.8. 6.9. 6.10. 6.11. 7/15/2004 Version 2.0 information 1echnoJogy Customer Furnished Items (CFr) 18 Days 18 Finn Fixed Price (FFP) 18 Interoperability 18 Shall ; 19 Task Order 19 Technical Exchange Meeting (TEM) ; 19 Time and Material (T&M) 19 111 Version 2.0 1. General This Statement of Work (SOW) describes the. tasks to be performed by Northrop Grumman Mission Systems Inc. (hereinafter referred to as the 'Systems Integrator' or . "S1") for Phase 1 of the Silicon Valley Regional Illteroperability Project hereinafter . referred to as 'the Project'. The Customer for the Project are the Network Participants consisting of Eighteen Santa Clara County jurisdictions, representing some thirty law enforcement, fire and emergency medical services agencies within Santa Clara County, partnered together under the general direction of the Santa Clara Coilnty/Cities .Managers' Association. The Network Participants have entered into a joint agreement for this Project and authorized the Communications Steering Committee, as the Customer Project Manager, to aetas its agent for purposes of t1',is Agreement. The Network Participants are hereinafter referred to as the "the Customer". Customer and SI shall have joint responsibility for several tasks within the Project and each have designated a Project Manager or CoordinatoLThis SOW outlines the roles and responsibilities of the Customer and SI for the Project. SI Project Manager and Customer's Project Coordinator are collectively referred to as the "'ream"., The cities of Campbell, Cupertino, Gilroy, Los Altos, Milpitas, Monte Sereno; Morgan Hill, MountainView, Palo Alto, San Jose, Santa Clara, Saratoga, Sunnyvale,County 6f Santa Clara, Towns of Los Altos Hills and Los Gatos, represented by the following law enforcement, fire and emergency medical services agencies are potential Stakeholders in the Project as identified below: 1. American Medical Response 2. California Highway Patrol 3. Campbell Police Department 4. Criminal Justice Information Center 5. Gilroy Fire Department 6. Gilroy Police Department 7. Los Altos Police Department 8. Los GatoslMonte Sereno Police Department 9. Milpitas Fire Department 10. Milpitas Police Department 11. MorganHill Police Department 12. Mountain View Fire Department 13. MouJitain View Police Department 14. Palo Alto Fire Department 15. Palo Alto Police Department 16. San Jose Fire Department 17. San Jose Police Department, including theSJ Airport Police ' 18.. San Jose State University Police 19. Santa Clara Communications 7il5/2004 Page 1 NORTHROP GRUMMAN PROPRIETARY Refer to the cover page of tills document for the terms of disclosure Version 2.0 20. Santa Clara County Communications 21. Santa Clara County District Attorney 22. Santa Clar.a County Fire Department 23. Santa Clara County Sheriff 24. Santa Clara COUllty Sheriffs Law Enforcement Telecommunications System 25. Santa Clara Fire Department 26. Santa Clara Police Department 27. Santa Clara ValleyWater Distlict 28. Saratoga Fire District 29. South County Fire District -California Dept. ofForestry 30. Stanford Police Department (Represented by Sheriff/Palo Alto Police/Fire) 31. Sunnyvale Department of Public Safety 1.1. llackground The Customer seeks to bUIld a state-of-the-art radio interoperability and data integration system for public safety.. Additionally, Customer seeks assistance in identifying and obtaining alterilative funding resources for the Proj ect, .to include grants, and other alternative funding options. 1.2. Overview of Phased Approach The Proj ect consists oftwo distinct phases of work: Phase 1: -Phase 2:-Definition, Recommendations, System Specification, Alternative Funding Support. and Preparation of a Request for Proposal for a state-of-the-art radio interoperability and data integration system; System Engineering, Integration, Deployment,Implementation and Systems Verification of a state-of-the-art radio interoperability and data integration system. This SOW includes Phase 1 tasks only as identified below. Phase 2 activities will be addressed in a separate SOW. 7/15/2004 Page 2 NORTHROP GRUM:l'v1AN PROPRIETARY Refer to the cover page of this document for the terms of disclosure Version 2.0 Information Technokpg)'". Time and As described in individual work orders, Material upon request from the Customer. 001 002 Proj ect ManagemeJ:?t, Systems Engineering, and Alternative Funding Support As Required Additional Engineering and!or Alternative Funding Support Firm Fixed Price Phase 1 Project Management, Systems Engineering, and Alternative Funding Support as defmed in Section 2. Figure 1-1 shows the project phases and the sequencing of the major activities. ?' Phase Alternative Funding and Additional Engineering Support (CLlN002) Work IteiTIs. Jdentifiedwithin . the:Current' .... . sow Figure 1-1. eLIN and Phase Structure of the Project 7/15/2004 Page 3 NORTHROP GR1JMMAN PROPRIETARY Refer to the cover page of this document for the terms of disclosure Version 2.0 1.3. Phase 1 Overview During Phase 1 of the Project, the Teain will develop a complete, comprehensive, -and integrated Operational Concept Definition of the proposed Interoperability Proj ect. The process will begin with a validation of the documentation and concepts that are embodied in the current, work-in-process Project documents. Any outstanding. issues or discrepancies will be clarified and resolved prior to beginning work on the Operational Concept Definition; S1 will perform a Needs Analysis (CDRL-05) to complete the Operational Concept Definition and to lay -the groundwork for development of a recommended System Architecture (CDRL-06). The System Architecture builds upon the Operational Concept Definition and documents the scope of the resulting solution as well as the major system interfaces. The System Architecture will include security architecture, disaster recovery -approach, and operational considerations. Once the System Architecture (CDRL-07) has been approved the S1 will prepare technical material, "Alternative Funding Design Documentation" (CDRL-08), to be. used by the funding subcontractor in the preparation of funding submissions. Following System Architecture (CDRL-07) approval, S1 will proceed with the development of the System Specifications (CDRL-09) for both radio interoperability and data integration. The System Specifications will serve as the basis .for RFPs. The specifications will be developed at the level of detail necessal"y to support the technical evaluation of a wide range of third party and Commercial Off-The-Shelf (COTS) software, hardware, and firmware products. The products win be subject to third party supplier solicitation, negotiation, and option-connnitment. agreements during Phase 2. The products will also be acquired during Phase 2, integrated, and deployed as the final physical radio interoperability and data integration system. S1 understands the Customer's requirement to achieve interoperability and data integration by leveraging existing resources augmented by Customer planned upgrades. Therefore, S1 will work to achieve the highest level of interoperability that can be achieved based on the existing Customer radio and data infrastructures and on .pther Customer constraints. S1 will develop an Implementation Strategy that will further define the resources and processes necessary to undertake and successfully complete Phase 2. The Implementation Strategy will address the System Implementation, System Integration and Test, Training, Final Acceptance and Cutover to Operational status of the radio interoperability and data integration system. 1.4. Roles and Responsibilities 1.4.1. Customer Customer will have final approval authOlity for all S1 Phase 1 deliverables set forth in this SOW. Customer will fully participate in all Phase 1 work, to include radio 7/15/2004 Page 4 NORTHROP GRUMMAN PROPRIETARY Refer to the cover page ofthis document for the tem1S of disclosure NORTHROP GRUMMAN 1i7!formation· 1echnology Version 2.0 interoperability and data integration system design. The Master Schedule defines dates for CFI, Customer meetings, review periods, and other Customer inputs. The SI assumes availability of Customer's subject matter experts in accordance with schedule requirements and the Customer will close assigned action items in a timely marmer. Systems Integrator SI will manage matters relating to the performance of the Agreement, ensuring that the personnel necessary are assigned and made available anhe times and places necessary to meet established schedules. . 7/15/2004 Page 5 NORTHROP GRUl\11'v1AN PROPRIETARY Refer to the cover page ofthis document for the terms of disclosure Version2.0 2. Proj ect Management, Systems Engineering Alternative Funding ·Support This Contract Line Item Number 001 (CLINOOl) outlines the Project Management, Alternative Funding Support and Systems Engineeling for the Proj ect and consists of the following tasks. 2.1. Project Management 2.1.1. Project Plan and Schedule (CDRL-Ol) The Proj ect Plan (Attachment B) shall include a Proj ect Schedule and will provide common guidance to ensure the successful accomplishment of tasks. The Project Schedule shall provide the necessary information to ensure each SOW task is completed as scheduled for Phase 1. .Holidays and non-working days will be shown on the schedule. The period between Christmas Eve and New Years Day will be non-working days. 2.1.2. Progress Reports SI shall provide bi-weekly Project Progress RepOlis to the Project Coordinator in a mutually agreed format. The Progress Reports shall include: a. The Project Schedule updated to show progress and present projections. All plan changes and late performance shall be explained. b. Technical progress. c. Project problems and cOlTective action taken or planned. d. Status of open items submitted to Project Coordinator pending approval or WaIvers. e. Status of Contract Data Requirements List (CDRL) items. f. Status of assigned action items g. Alternative Funding Information 2.1.3. Data Management SI shall utilize a data management system to document and control the configuration of S1's Phase 1 deliverables. Deliverable documents shall be readable using Microsoft Office applications unless otherwise coordinated with the Project Coordinator. The configuration management procedures cover the processing of changes, establishing and maintaining baselines. The data management system provides for preparation, review, release, change control, storage, retrieval and distribution of CDRL and other documents. In addition, SI shall provide access to approved CDRL items t1?rough a Systems Integrator maintained server; the Team shall control Customer access. 7/15/2004 Page 6 Refer to the cover page of this document for the terms of disclosure Version 2.0 2.1.4. Risk/Opportunity Management SI shall'provide input to the Customer's process for evaluating and mitigating risk and identifying opportunities related to the Project. 2.1.5. Meeting and Reviews SI shall participate in meetings as they pertain to the Proj ect. 31 shall perform in the · capacityindicated at each of the following meeting types: 2.1.S.1.Project Management Support Meetings (CDRL-03) 81 shall lead and/or contribute to Project Management Support Meetings as requested by the Project Coordinator to support the advancement of the Project. These meetings shall 'include but not be limited to City Council Meetings and other such requested forums. Preparation of Briefing materials and White Papers (2-3 pages average length) may be requested in preparation for such meetings, provided that such research and preparation does not exceed 50 staff hours for Phase 1. 2.I.S.2.Recommendation Design·Review Meetings The Team shall coordinate, schedule and lead separate Recommendation Design Review Review Meetings with the Stakeholders regarding radio interoperability and data integration. 2.1.5.3.Technical Exchange Meetings (TEMs) SI shall participate in Technical Exchange Meetings (TEMs)to support the review and resolution of Proj ect requirements and design issues as set forth in Section 6.10, herein. The S1' s participation in ad hoc, Customer initiated TEM will not exceed 8 staff hours per calendar month. The Customer will :fun:d any SI travel required to attend meetings at locations outside the County. 2.l.S.4.Interoperability Policy Workgroup Meetings ·SI shall participate in Interoperability Policy Workgroup Meetings as required to support ongoing or anticipated, Project work. The 81's participation in Interoperability Policy Workgroup Meetings will not exceed 8 staffhours per calendar month. 2.2. Systems Engineering Systems Engineering provides analysis, system design /recommendation, and System Specifications (RFP) and a Phase 2 Implementation Strategy for the Proj ect. 2.2.1. Analyze and Validate Existing Project Documentation· The Project Coordinator shall provide SI with complete documentation prepared for the project to date for S1 to review. SI shall review these documents for completeness. The Customer shall provide the S1 with reasonable and timeiy access to existing proj ect 7/15/2004 Page 7 NORTHROP GRUMJv.lAN PROPRlETARY Refer to the cover page of this document for the terms of disclosure Version 2.0 documentation for review and/or reproduction upon request from S1 following execution of the Agreement. 2.2.2. Needs Analysis This Analysis shall include interviews of the Customers' Staff in order to develop an Operational Concept DefInition and outline the needs of the Stakeholders. 2.2.2.l.Interview Roster Candidate Team shall prepare a roster of interview candidates (representing groups and/or individuals) who are Stakeholders in the Project. The Project Coordinator shall assign each candidate on the approved interview roster to one or mote "input-groups". An interview candidate may belol1;g to more than one input group. 2.2.2.2.lnterview Topics/Questionnaire (CDRL-04) Team shall develop specifIc interview topics and questionnaire mateli.al. 2.2.2.3.Interview Schedule Team shall schedule dates/times to interview the Stakeholders. 2.2.2.4.Conduct"Stakeholder Inter.views S1 shall conduct individual or group interviews of all Stakeholders on the interview roster. 2.2.2.5. Stakeholder Needs Summary (CDRL-05) S1 shall prepare a Systems Stakeholder Needs Summary that reflects the priorities identified during the Stakeholder interviews. The Needs Sumniary shall be captured into the Requirements Traceability Database. The Project Coordinator shall provide a prioritized listof the Needs identified in accordance with Section 5.4. 2.2.2.6. Operational Concept Definition Team shall develop the Operational Concept DefInition, which describes, both from user and technical viewpoints, the functions and capabilities of the radio interoperability and data integration system. 2.2.3. Requirements Traceability Database S1 shall design a Requirements Traceability Database (RTDB) for use in tracking radio interoperabilityand data integration requirements. This database shall provide access for the Team members via a controlled access. Team shall be able to review the RTDB as it is developed and provide comments. S1 shall control all changes to the RTDB. 7/15/2004 Page 8 NORTHROP GRUMMAN PROPRIETARY Refer to the cover page of this document for the terms of disclosure Version 2.0 Information rechnolog;" 2.2.4. System Architecture SI shall develop will evaluate no more than three (3) alternative solutions for radio interoperability and data integration based upon Customer input for presentation at the Requirements Design Review; S1 shall evaluate the alternative high-level systems architectures and present the results to the Team at the Recommendation Design Reviews. The Customer Project Manager shall direct S1 as to the whether to continue with the recommended solutions or select from one of the evaluated alternatives. S1 shall. finalize the systems architectures for the radio interoperability and data integration. The System Architecture shall identify the major system components, interfaces to external systems,and preliminary data flow diagrams. . Radio Interoperability will involve the design and recommendation for an interoperable solution for all Network Participants based upon the existing voice radio network without replacement or augmentation of the existing radio hardware or tower locations. The design will take into consideration the Microwave Grant awarded to the City of San Jose in September of 2003 ("Microwave Grant"). Data Integration will involve the design and recommendation for an interoperable solution for all Network Participants based upon the existing Computer Aided Dispatch (CAD) network without replacement or augmentation of the existing Systems. The design will take into consideration the Microwave Grant. The design will also take into consideration the extension of existing CAD systems to neighboring jurisdiction$.. A monolithic CAD ?olutionis not an option and will not be considered by the SI. Trade studies may be performed to assist in the design and selection process for the various alternatives and to document major design decisions. In the event that Engineering is required to modify existing facilities' to accommodate the proposed final solution, separate pricing will be provided for any modifications required as a part of the solution. 2.2.4.l.Recommendati on Design Review (CDRL-06) S1 shall prepare a draft and final written Recommendation Design Review (RDR) for the radio interoperability and data integration system. There will be a single Recommendation Design Review containing the alternative solutions for both data integration and radio .interoperability. S1 shall present technical aspects of the evaluated approaches,review criteria (including functional, lifecycle .cost, implementation schedule and risk, operational considerations), criteria weighting, and S1' s recommendations. Customer Project Manager shall direct S1 as to the whether to continue with the recommended solutions or select from one of the evaluated alternatives within twenty (20) business days of receipt of the final RDRin accordance with Section 5.5, Customer Design Selection, of this SOW. The S1 will support the Customer Project Team in the pr.esentation of the RDR briefing to other Stakeholders within the twenty-day evaluation period as required. 7/15/2004 Page 9 NORTHROP GRlJMMAN PROPRIETARY Refer to the cover page ofthis document for the terms of disclosure Version 2.0 2.2.4.2.System Architecture Document (CDRL-07) System Architecture Document shall be developed for the system designs selected for the radio interoperability and data integration system. A single System Architecture Document will be developed for both data integration and radio interoperability. The System Architecture shall describe the major system components and how they in combination address the system requirements. System Architecture Documents shall address the following: -System Requirements Baseline: e.g. Functional,Performance, External Interfaces, & Operationaltequirements. . -Security Architecture: Network and User Security. The security architecture shall be in compliance to the Customer's Security Policies and shall provide context for the security related requirements ofthe system. -Disaster Recovery: Analysis offailure and disaster scenalios including device faults, telecommunications failures, outages'from natural disasters as well as risks from terrorist action. Technical and procedural steps that shall allow for continued operation, failover and recovery, data integrity, and system restoral shall be described. Duplication of services at different physical facilities within the County infrastructure shall also be addressed. -System Interface(s): Interfaces between the System and existing systems. The emphasis is on functional interfaces augmented with physical and/or electrical properties of the interface as appropriate. -Additional design iiiformation: Data flow diagrams, stlUGture charts, as appropriate 2.2.4.3.A1ternative Funding Documentation (CDRL-08) SI shall prepare the neceSSal-Y design documentation that is required for identified radio interoperability and data integration funding opportunities. . 2.2.4.4.System Specifications /RFPs (CDRL-09) All defined work associated with the System Specifications /RFPs and CDRL-09 is proposed as separately priced work on the Payment Plan and Schedule (Attachment D) and the priQe is valid through June 2004. The proposed price assumes that the SI technical staff will begin this work without work stoppage following'the completion of the System (CDRL-07). If this is not the case the te'chnical staff may be reassigned. Therefore, the price validity is based on receipt of a change order from the Steering Committee to proceed with the work 30 days prior to initial submission of the System Architecture (CDRL-07). SI shall draft Request for Proposals (RFP) for radio interoperability and data integration system. Each RFP shall include a System Specification and scope Of services. The System Specification outlines the system requirements and the methods to be used to ensure that each requirement has been met. Requirements pertaining to the system external interfaces may be presented in the System Specification.. 7/15/2004 Page 10 NORTHROP GRUMMAN PROPRIETARY Refer to the cover page of this document for the terms of disclosure Version 2.0 2.2.5. Reserved (CDRL-IO) 2.3. Alternative Funding SI will informally identify alternative funding sources through their Business Development Staff. Funding efforts supported by the SI Business Development staff are not a direct cost to the Customer and will be borne by the SI. 2.3.1. Alternative Funding Application Preparation SI and Customer shall work together to meet identified funding source deadlines. SI shall prepare the technical descriptions and details required for grant applications prepared by the· Customer and /or their Contractor. The SI will provide the information electronically to the Customer. 2.4. Countywide Emergency Communications (E-Comm) Microwave Network SI shall participate in Radio Technical Committee discussions as required to identify issues and potential problems with the proposed system. Participation by the SI in activities related to the oversightofthe E-Comm Microwave Network contractor will not exceed 50 staff hours. ·2.4.1. E-COMM Network Design (CDRL-12) . SI shall create and deliver an E-Comm Network Design and Specification document in support of the·· Microwave design underway by Harris Corp. The· Design and Specification docuinent shall support the proposed Regional Interoperability Information Broker and Land Mobile Radio Network interoperability specifications The specific points to be covered in the design/specification document shall include the following: • System Requirements Baseline: e.g. Functional, Performance, External Interfaces, & Operational requirements; both proposed and existing. • Security Architecture: Network and User Security. The security architecture shall be in compliance to the Customer's Security Policies and shall provide context for the security related requirements ofthe system. • System Interface(s): Interfaces between the proposed E-Comm System and existing systems. The emphasis is on functional interfaces augmented with physical and/or electrical properties ofthe interface as appropriate. 2.4.2. Network Operations Center (NOC) Concept (CDRL-13) SI shall draft a white paper designed for executives that explores the concepts of a Network Operation Center. The paper will address the relationships associated to the management of the Element Managers for the E-Comm Network RF and Data Networks, the proposed Regional Interoperability InfolIDation, Broker (RlIB), and Land Mobile Radio Network interoperability solutions. The white paper shall additionally address the 7/15/2004 Page 11 NORTHROP GRUtv.1MAN PROPRIETARY Refer to the cover page of this document for the terms of disclosure Version2.b Inforli!7J!l1tion Tecnnology design and operations philosophies of "centralized" (Manager of Managers (MoM)) control. 2.5. Silicon Valley Regional Interoperability Project Long Term Assessment (CDRL-l1) SI shall conduct a high level assessment of future public safety radio industry technology trends as they impact the Bay Area. This will inclUde a recolTl1tI.endation for the longterm radio planning and future infrastructure investments for Public Safety in the Silicon Valley. The assessment shall assist the Customer with planning for future radio interoperability efforts and associated funding requirements. . Preparation of the Long Term Assessment of future public safety radio industry technology trends by the S1 will not exceed 50 staff hours. 7/15/2004 Page 12 NORTHROP GRUM::MAN PROPRIETARY Refer to the cover page of this document for the terms of disclosure Version 2.0 informa.tion 1echnoJogy 3. Additional Time and Material (T&M) Engineering Services Tasks . This' Contract Line Item Number 002 (CLIN002) provides services in support of a mechanism for Additional Tasks that the Customer may request of 81. .CLIN·002 Task Orders are available to provide support to the Proj ect as necessary, on a Time and Material basis. 81 shall perform servic.es at the Customer's sole discretion and direction and commence work on any task order only after oDtaining written authorization from the Customer Project Manager, for that specific task order. 7/15/2004 Page 13 NORTHROP GRUMMAN PROPRIETARY Refer to the cover page of this document for the terms of disclosure Version 2.0 4. S1 shall provide deliverable docurrlentation as specified in the Contract Data Requ.irements List (CDRL) as set forth in Table 4-1 t6 the Project Coordinator. The Customer shall process each document for approval and acceptance as set forth below. S1 shall update CDRLs based on comments from the Proj ect Coordinator. The Proj eet Coordinator shall review CDRL submittals and provide written notification of the acceptance or actions and comments against each CDRL to S1 within the time specified in the table below. If. the Customer finds the submission inadequate, the Project Coordinator shall provide a consolidated list of comments and action items addressing each inadequacy to S1, specifying how any inadequacy conflicts with direction in the SDVv, the Agreement and/or previously agreed to Deliverab1es. 81 shall address, con-ect, and update the CDRL for each comment and/or action item, and then resubmit the CDRL within the times as stated in Table 4-1. The Customer shall review and approve only those elements previously identified as not acceptable and to confirm that all previous comments have been satisfactorily incorporated within the time stated in Table 4-1. Final acceptance shall occur when the Customer Project Manager accepts the final deliverable in writing or fails to provide written comments to S1 within the time specified in Table 4-1. If comments are provided, the Customer Proj ect Manager shall provide written acceptance within the time specified or the deliverable document should be deemed accepted by the Customer. Table 4-1 lists S1's Deliverable Documents for Phase 1 of the Project. S1 shall deliver all documents in S1's format to the Project Coordinator unless otherwise mutually agreed. The S1 shall deliver three hard copies to the Customer's Project Coordinator unless otherwise mutually agreed. All deliverables required for tIllS task are explicitly defined herein. There are no hardware or software deliverables of any kind associated with this SOW. Table 4-1. Phase 1 Deljverable Documents 01. 2.1.1 Project Plan and Schedule Approval 10 days/5 days 02. 2.1.2 Progress Reports Informational N/A 03. 2.1.5.1 Bliefing Materials and White Informational N/A Papers 04. 2.2.2.2 Questionnaire Template Approval N/A 05. 2.2.2.5 Systems Stakeholder Needs Informational N/A Summary 7/15/2004 Page 14 Refer to the cover page of this document for the terms of disclosure inFormation mchnology Version 2.0 06a. 2.2.4.1 Recommendation Design Review Document and Presentation, Draft Informational, to be provided 10 days prior to formal presentation of CDRL06 N/A 06b. 07. 08. 2.2.4.1 Recommendation Design Review, Document and Presentation, Final 2.2.4.2 System Architecture Design 2.2.4.3A1temative Funding Documentation Approval Approval Approval 20 days 10 days/5 days 5 days/2 days 09. 10. 11. 2.2.4.4 2.2.5 2.5 System. Specifications /RFPs Reserved Regional Radio Project Long Term Assessrrient Approval Informational 10 days/5 days N/A 12. 13. 2.4.1 E-COJv.lJ\1 Network Design 2.4.2 Network Operations Center (NOC) Concept Approval Informational 5 days/5 days N/A Review period durations are in business days 7/15/2004 Page 15 NORTHROP GRTJlv1J'v1AN PROPRIETARY Refer to the cover page ofthis document for the terms of disclosure Version 2.0 InFormatt'ion 1echnalogy 5.. Customer Furnished Items Table 5-1 lists the items that the Customer shall provide to Systems Integrator. Customer shall deliver all Customer Furnished Items (CFI) to S1's Project Manager within the timeframes set forth below unless otherwise mutually agreed. 5.1. Project Office (CFI-Ol) The Customer shall provide SI with suitable Project office facilities within Santa Clara County, CA. 5.1.1. ProjectLAN/WAN The Customer shall establish a Project office LAN/WAN with the components described in the Agreement. The work shalf include: 1. LAN connectivity for the SI for common data-management access and .team-development of deliverables; 2. WAN connectivity for the SI that provides' access to Internet services including web access and e-mail; 3. LAN/WAN Management and Security including router firewall configuration; 4. Server, with minimum specifications to be provided by 8I. 5. Configuration of server services including file sharing, printer sharing, email services, relational database, DHCP, DNS, FTP services, and web hosting services; and, 6. Installation and configuration of all project printers and other peripherals. 5.2. Project Personnel Access Approval (CFI-02) If required, the Customer shall perform background checks on SI staff and subcontractors in compliance with the Customer security policy. This shall be preformed at Customer facilities at no cost to S1. As a goal, the Customer shall strive to provide acceptance determination of SI personnel within. five (5) business days of paperwork submittal. SI Project Manager shall notify the Proj ect Coordinator if excessive delays are experienced. 5.3. Provide Existing Project Documents (CFI-03) The Customer shall provide SI with all project documentation prepared to date for review by SI. 5.4. Needs Identification (CFI-04) The Proj ect Coordinator shall provide to SI, in writing, a prioritization of the needs contained in the Needs Summary CDRL-05. 7/15/2004 Page 16 NORTHROP GRlJMJY.[AN PROPRlETARY Refer to the cover page ofthis document for the terms of disclosure Version 2.0 5.5. Customer Design Selection (CFI-05) The Proj ect Coordinator shall direct the Systems Integrator, in writing, as to the whether to continue with the Systems Integrator recommended solution or select an evaluated alternative, for the RDR CDRL-06b. 5.6. .RFP Framework (CFI-06) The .Proj ect Coordinator shall provide the Systems Integrator the Framework and Customer's legal requirements for the Request For Proposal document. 5.7. E-Comm Design (CFI-07) The Project Coordinator shall provide the Systems Integrator the current design as prepared by Harris Corp. for the E-Comm microwave system. Table 5-1. Phase 1 Customer Furnished Items 01 5.1 Office facilities, workspace, office furniture, and network access (to include Internet) 02 5.2 Processing of access approval as As Required required by the Customer· 03 5.3 Provide Existing Proj ect At Start of Agreement Documentation 04 5.4 Needs Identification 10 Business Days after Needs Summary is submitted 05 5.5 Customer Design Selection 20 Business Days after formalRDR 06 5.6 RFP Framework At start ofRFP development period per Master Schedule 07 5.7 E-Comm Design 4 August 2004 7/15/2004 Page 17 NORTHROP GRUM::MAN PROPRIETARY Refer to the cover page of this document for the terms of disclosure Version 2.0 6. Definitions 6.1. Applicable Documents These are technical or other documents and are part of this SOW to the extent that they are specifically applied within this SOW. sr shall follow all Gonstraintsor other directive materials contained within this SOW. This SOW shall be incorporated into the Agreement. 6.2. Contract Data Requirements List (CDRL) Contract Data Requirements List is a composition of the "deliverables" to be provided under the tenns of the Agreement. Deliverables are identified as all products, services and data required to be delivered under the Agreement. The tenn "deliverable" is reserved for items that are required to be delivered to the Customer. 6.3. Contract Line Item Number (CLIN) Contract line items provide unit prices or lump sum prices for separately identifiable Agreement deliverables, and associated delivery schedules or performance periods. 6.4. Customer Furnished Items (CFI) CFr are items such as documents and facilities that the Customer is responsible to provide to the S1. 6.5. Days Days shall mean a business day and are the measuring units for establishing the work schedule and cycle for review periods. A business day is a traditional weekday of Monday. through Friday, and excludes Saturday, Sunday, national and state holidays and emergencies and other days as mutually agreed. 6.6. Firm Fixed Price (FFP) A Price quotation for a definitized task that is finn and fixed. A finn-fixed-price Agreement provides for a price that is not subject to any adjustment on the basis of S1's cost experience in performing the Agreement. 6.7. Interoperability Interoperability is the ability of public safety agencies to be able to communicate with one another and to exchange voice and/or data with one another on demand and in real time. 7/15/2004 Page 18 � � Refer to the cover page of this document for the terms of disclosure Version 2.0 information I/echnology 6.8. Shall The word "shall", when used in conjunction with a Systems Integrator task, and indicates that SI is obligated to perform the designated effort or provide the designated services or materials. This is the mandatory requirement on S1. 6.9. Task Order An order written by the Project Coordinator for services placed against the Agreement. 6.10. Technical Exchange Meeting (TEM) Technical Exchange Meetings are defined to be informal discussions, which are required to resolve any technical issues in a timely fashion so as to not jeopardize the Project. These meetings are typically ad hoc, may be held via phone or in person, take place at any Project Facility within the County, and on relatively short notice. Any Systems Integrator travel required to attend meetings at locations outside the County shall be preauthorized and funded by Customer. Cost, scope, schedule, or other Agreement issues are not discussed, unless the Customer's Representative and Systems Integrator's Contract Manager are present. 6.11. Time and Material (T&M) A time-and-materials Agreement provides for acquiring supplies or services on the basis. of direct labor hours at specified fixed hourly rates and materials ([i.e., other direct costs, such as equipment [lease or purchase] and travel)] at cost. 7/15/2004 Page 19 NORTHROP GRUMMA..N PROPRIETARY Refer to the cover page of tills document for the terms of disclosure Northrop Gruman Mission Systems Payment Schedule Payment Number 23456 Billing Date 1-Dec-2003 M/E Nov. '03 1-Jan-2004 M/E Dec. '03 1-Feb-2004 M/E Jan. '04 1-Mar-2004 M/E Feb. '04 1-Apr-2004 M/E Mar. '04 1-May-2004 M/E Apr. '04 Phase 1/Task Project Management Project Mobilization Engineering Services (CDRL 03 & 04) Project Management Engineering Services (CDRL 02 & 04) Project [v1anagement Engineering Services Project Management Engineering Services (CDRL 06) .Subtotal Subtotal Subtotal\ Spbtotalc Invoice Amount $56,851 $43,248 $43,992 $56,851 $58,107 $114,95& $56,851 $64,400 $121,251 $56,851 $62,282 $56,851 $56,851 $142,256 $199,107 789 10 11 1-Jun-2004 M/E May. '04 1-Jul-2004 M/E Jun. '04 1-Aug·2004 M/E Jul. '04 1-Sep-2004 M/E Aug. '04 1-0ct-2004 M/E Sep. '04 Project Management Engineering Services (CDRL 11) Project Management Engineering Services (CDRL 07 & 08) Project Management Engineering Services Project Management Engineering Services (CDRL 09) Project Management Engineering Services (CDRL 12 & 13) Billing Summary Project Management (Inc!. Mobilization) Engineering Services Subtotal: Subtotal Subtotal Subtotal Subtotal Total Payments $56,851 $46,882 $56,851 $78,45 .$135,3' 7. $56,851 $56,,851 $56,851 $106,283 $18,950 $65,142 $84;092 Note: Payments are exclusive of any costs for authorized work performed on a Time and Material basis (T&M). Authorized T&M work will be invoiced monthly based upon hours/cost incurred. Silicon Valley Regional Interoperabifity Project Schedule 1 Aug 2004 ID Task Name Days Starl Finish Nov '03· Dec '03 Jan '04 Feb '04 Mar'04 Aor'04 Mav'04 Jun '04 Jul '04 Aun '04 Sen '04 1926 2 9 16 23 30 7 14 21 28 4 11 1825 1 8 15 22 29 7 14 21 28 4 11 18 25 2 9 162330 6 132027 4 11 1825 1 8 1522 29 5-12 19 1 Silicon Valley Reglonallnteroperability Project 207 d Mon 11/10/03 Tim 9/9104 .. • 2 Notice to Proceed Od Mon 11110/03 Mon 11/10103 1-1/-1O-.c----: , 3 Milestones 206 d Mon 11/10/03 Wed 9/8/04 ... "-NV V 'V 0 P w V • 4 Project Plan (CDRL-01) Od Thu 118104 Thu 1/8/04 6 Progress Rpts 1st-Biweekly thereafter (CDRL-02) Od Fri 12/5/03 Frl12/5103 + 125 6 PM Support Briefings & WP's -unscheduled (CDRL-03) Od Thu 12/11103 Thu 12/11/03 +12/11 7 Radio Interview Questionaire (CDRL-04) Od Tue 12/23103 Tue 12/23103 ..12/23 8 Data Interview Questionaire (CDRL-04) Od Fri 11/14103 Fr111114/03 11/14 9 Radio Stakeholder Needs Summary (CDRL-05) Od Thu 2/5/04 Thu 2/5104 -+ 2/5 , 10 Data Siakehoider Needs Summary (CDRL-05) Od Thu .Thu 1/8/04 +118 -1-1-Inleroperability RDR (CDRL-6) Od Mon 4/26104 Mon 4/26104 •• 4126 -1-2--System Arch (CDRL-07) Od Tue 6/22104 Tue 6/22104 6/22 13 Grant Submittal Documentation (CDRL-OB) Od Mon 6/28/04 Mon 6128104 6/28 14 System Spec I RFP (CDRL-09) Od Wed 6/18104 Wed 811B!04 8/18 15 Reserved (CDRL-10) Od Mon 11/10/03 Mon 11/10/03 + 1/10 16 Regional Radio Project Long Term Assessment (CDRL-11) Od Thu 6/3104 Thu 6/3/04 +,61 E-COMM Network Design (CDRL-12) Od Wed 9/8/04 Wed 918/04 -t+ 9/8 18 Network Operations Center Concept (CDRL-13) Od Fri 9/3104 Fr; 9/3/04 ,tt 9/3 19 20 GFt 181 d Mon 11110/03 Wed 8/4/04 V" <Y V V .... 21 Office facilities and network access (CFI-01) Od Mon 11/10/03 Mon 11/10/03 + 1/10 . 22 Processing of access approval (as required) (CFI-02) Od Mon 11/10103 Mon 11/10/03 • 1110 ' -23 Provide Existing Project Documentation (CFI-03) Od Man 11/10/03 Man 11/10/03 + 1/10 24 Needs identification DATA (CFi-04) Od Thu 1/22/04 Thu 1/22/04 1/22 25 Needs Identification RADIO (CFI-04) Od Thu 2/19/04 Thu 2/19/04 2'.19 20 Customer Design Selection (CFt-05) Od Mon 4/26/04 Man 4/26104 .4/26 27 RFP Framework (CFI-06) Od Man 11/10/03 Mon 11/10f03 • 1/10 -2-8-E-COIv1M Design (CFi-07) Od Wed 8/4/04 Wed 8/4/04 (114 ---30 PM, SE, All Fundlng-(GLIN 001) 207 d Mon 11/10/03 Thu 9/9/04 ... y 31 Project Management 207 d Mon 11110/03 Thu 9/9104 .. 32 Estabtishment of SI's Project Office 7d Mon 11/10/03 Tue 11/18/03 '" , , 30 Support Functions 203 d Mon 11/10/03 Fr' 9/3/04 ... 37 Project Plan I Master Schedule (CDRL-01) 15 d Mon 11110103 Tue 12/2/03 I!'i 38 Nelwork Participant Review 10 d Wed 12/3/03 TUB 12116/03 . 11 Amendment" Page 1 ,Master SVRIP Schedule 1Aug04.mpp Nov '03 Dec '03 Jan '04 Feb '04 Mar '04 Aor '04 Mav'04 Jun '04 Jul '04 Ailn '04 Sen '04 Masler SVRIP Schedule lAug04.mpp v. l:!+ 1/22 ...,. o 1Aug 2004 ...,. o � �__ ,I'' ...,. filIPage 2 1926 2 9 162330 7 1421 28 4 11 1825 1 B 152229.7 1421 2B4 11 1825 2 9 162330 6 132027 4 11 lB 25 1 ·B 152229 5 1219 -. 118 o <:.0·<: 0 0 0 0 (; 0 0 0 1(; 0 0 (; 0 0 ) Silicon Valley Regionallnteroperability Project Schedule ID Task Name Days' Slar! Finish 39 Rework 5d Wed 12/17/03 "!"ue 12(23/03 40 Final Acceplance Review 5d Wed 12/24/03 Thu 1/B/04 41 Network Participant Acceptance Od Thu 1/8/04 Thu1fB/04 42 Progress Reports (CDRL-02) 186 d FrJ 12/5/03 Fr1913.L04 63 Meetings 16B d Frl12112/03 Man 6116104 64 Project Management Support Meetings (CDRL-03) 168 d Frl12112/03 Man B/16104 70 Phase 2 Planning and Scope Definition 109 d Wed 3/24104 Wed 8125104 73 Internal Activite!> (Ongoing Monitoring &Reporting) 169 d Man 12/22/03. Wed BI25104 74 Internal PRA 169 d Mon'12/22/03 Wed 8/25104 84 Closeout Od Thu 9/9/04 Thu 9/9/04 85 Systems Engineering 207 d Man 11110/03 Thu 9/9/04 B6 Technical Exchange Meetings (TEMs) 191 d Monl1/10/03 Tue 8117104 97 interop Policy Working Group Mtgs 191 d Man 11/10/03 Tue BI17/04 lOB Requirements Traceability Database 207 d Man 11/10/03 Thu 9/9/04 109 Review Network Participant Provided Documents 20 d Man 11/10103 Tue 12/9/03 110 Data inte9ration 192 d Man 11110/03 WedB/18/04 111 Needs Analysis & Ops Concept 45 d Man 11/10/03 Thu 1122104 112 Inlerview Roster Candidate 5d Man 11/10/03 Fri 11114/03 113 Interview Topic5/Queslionnaire (CDRL-04) 5d Man 11110/03 Fri 11114/03 114 Interview Schedule 5d Man 11117103 Frl11121103 115 Conduct Stakeholder Interviews 15 d Man 11/24/03 Tue 12/16/03 116 Stakeholder Needs Summary (CDRL-05) 10 d Wed 12/17/03 Thu lIB/04 117 Needs Identificalion (CFI-04) Od Thu 1/22/04 Thu 1/22/04 116 System Arch I Recommendation 157 d Frl119/04 Wed B/lBI04 119 Evaluate Alternative Approaches &RDR 57 d Frl1/9104 Man 3129/04 120 Idenlify Alternalives 35 d Fri 119104 Thu.2/26/04 121 Develop Evalualion Criteria 10d Frl2l13/04 Thu 2126/04· 122 Perfonn Eval & Doc Recommendalion 20 d Fri2127/04 Thu 3125/04 123 Draft Recomm Design Review (RDR) (CDRL-06a) ld Fri3/12/04 Frl3f12J04 124 Final Recomm Design Review (RDR) (CDRL-06b) ld Man 3/29/04 Man 3/29/04 125 Nel.Parlicipant Review /Design Alternative Seleclion Od Man 4/26104 Man 4/26/04 126 Finalize System Architecture (CDRL-07) 40 d Tue 4/27104 Tu.6/22104 127 Develop System Architecture 20 d ue 4/27104 Man 5/24/04 128 Network Participant Review 10 d Tue5/25/04 Tue 6/B/04 129 Rework 5d Wed 6/9/04 Jue 6/15/04 Amendment 4 Master SVRIP Schedule 1Aug04.mpp tirl 1Aug 2004 +J6/2B . I Nov '03 Dec '03 Jan '04 Feb '04 Mar '04 Anr '04 Mav'04 Jun '04. Jul '04 Aun '04 Seh '04 Page 3 1926 2 9 162330 7 1421 2B 4 11 1B 25 1 B 152229 7 142128 4 11 1825 2 9 162330 6 132027 4 11 lB 25 1 B 152229 5 1219 6/22 Silicon Valley Regionallnteroperability Project Schedule ID Task Name Days Star! Finish 130 Network Participant Approval 5d Wed 6/16104 Tue 6/22104 131 Network Participant Acceptance Od Tue 6/22/04 Tue 6/22/04 132 Grant SUbmittal Doc (CDRL-08) 24 d Tue 5/25/04 Mon 6f2B/.04 133 Develop Grant Submillal Doc 15d Tue 5125104 Tue6/15/04 134 Network Participant Review 5d Wed 6/16/04 Tue 6/22104 135---Rework 2d Wed 6/23104 TllU 6/24/04 136 Network Participant Approval 2d Fri 6/25/04 Mon 6/28/04 137 Network Participant Acceptance Od Mon 6/2B104 Mon 6/2B104 13B System Specification I RFP (CDRL-09) 60 d Tue 5/25/04 Wed B/1B/04 139 Develop System Spec I RFP 40 d Tue 5/25/04 Wed 7/21/04 140 Network Participant Review 10 d Thu 7122/04 Wed B/4/04 141 Rework 5d Thu B/5/04 Wed B/l1/04 142 Network Participant Approval 5d Thu B/12/04 Wed BI18104 Network Participant Acceptance Od Wed B/lB/04 Wed B/1BI04 144 Radio Interoperabillty 167 d Wed 12/17103 Wed BilB/04 145 Needs Analysis &Ops Concept 40 d Wed 12/17103 Thu 2/19104 146 Interview Roster Candidate 5d Wed 12/17103 Tue 12/23103 147 Interview Topics/Questionnaire (CDRL-04) 5d Wed 12/17103 Tue 12/23/03 "148 Interview Schedule 5d Wed 12/24103 TIm 1/B{04 149 Conduct Stakeholder Interviews lOd Fri 119104 Thu 1/22104 15il" Stakeholder Needs Summary (CDRL-05) 10 d Frr 1/23/04 Thu2/5104 151 Needs Identification (CFI-04) Od Thu 2/19/04 Thu 2/19/04 System Arch I Recommendation 137 d Fri 2/61B4 Wed B/1B/04 153 Evaluate Alternative Approaches &RDR -57 d Frl2/6/04 Mon 4/261B4 154 Identify Alternatives 11; d Fri 2/6/04 Thu 2126/04 155 Develop Evaluation Criteria 5d Fr12/20/04 Thu 2/26/04 PerForm Eval &Doc Recommendation 20 d Fri 2127104 TIm 3/25/04 157 Oral} Recomm Design Review (RDR) (CDRL-06a) 1 d Fri 3/12/04 Fri 3/12104 158 Final Recomm Design Review (RDR) (CDRL-06b) 1d Man 3/29/04 Man 3/29/04 15il" Net.Participant Review I Design Selection . 0 d Man 4/26104 Man 4/26/04 160 Finalize System Architecture (CDRL·07) 40 d Tue 4127/04 TUB 6/22/04 161 Develop System Architecture 20 d Tue 4/27104 Man 5/24/04 162 Network Participant Review 10 d Tue 5/25104 Tue 6/8104 Rework 5d Wed 6/9/04 Tue 6/15/04 164 Network Participant Approvat 5d Wed 6/16/04 Tue6l22104 Amendmenl4 -- 1 Aug 2004 . "lEI . .....__....IlliIIIB;I.. . • Nov '03 Dec '03 Jan '04 Feb '04 Mar '04 A r '04 Ma '04 Jun '04 Jul '04 Sa '04 1926 2 9 162330 7 1421 26 4 11 1825 1 8 152229 7' 14 21 28·4 11 1825 2 9 162330 6 1:1 20 27 4 11 1825 1 8 152229 5 1219 t-t6122 Silicon Valley Regional Interoperabi/ity Project Schedule 10 Task Name Days 51art Finish 165 Network. Participant Od Tue 6/22/04 Tue 6/22104 166 Grant Submillal Doc .(CDRL-OB) 24 d Tue 5125104 Mon; 6128/04 167 Develop Grent Submittal Doc' 16d Tue 6/26/04 Tue 6/15/04 Network. Participant Review 5d Wed 6/16/04 Tue 6/22/04 169 Rework 2d Wed 6/23/04 Thu 6/24/04 170 Network Participant Approval 2d FrI6/25/04 Mon 6/28/04 171 Network Participant Acceptance Od Mon 6/28/04 Mon 6/28104 172 SystemSpeclficatibn I RFP (CDRL-09) 60 d Tue 5/25104 Wed 8118/04 173 Develop System Spec I RFP 40 d Tue 5/25104 Wed 7121/04 174 Network Participant Review 10 d Thu 7/22104 Wed 8/4104 175 Rework 5d Thu 8/5/04 Wed 8111/04 178 Network Participant Approval Sd Thu 8/12/04 Wed 8/18104 177 Network Participant Acceptance Od Wed 8/18/04 wed 8/18104 178 Alternative Funding 207 d Mon 11/10/03 Thu 9/9/04 179 Alternative Funding Source Identification 207 d Mon 11/10103 Thu 9/9/04 180 Alternative Funding Apptication Preparation 207 d Mon 11110/03 Thu 9/9/04 181 Alternative Funding Application Tracking 207 d Mon 11/10/03 Thu 919/04 182 Alternative Funding Apptication Denial 207 d Mon 11110/03 Thu 919/04 183 GranUFunding Opportunity Reporting 207 d Mon 11/10103 Thu 919/04 184 Countywide E-Comm Microwave Net 7d Mon 513/04 Tue 5/11/04 185 Reglomil Radio Project Long Term Assessment (CDRL-11) 7d Tue 5/25/04 Thu6/3104 18& E-COMM Network Design (CDRL-12) 25 d Wed 8/4/04 Wed 9/.S/04 187 Develop E-COMM Design 18 d Wed 8/4/04 Fri 8/27104 188 Network Parlicipant Review 5d Mon 8/30/04 Frl913104 189 Rework 1 d Tue 9/7/04 Tue 9/7/04 190 Network Parlicipant Approval 1 d Wed 9/8/04 Wed 9/8/04 191 Network Parlicipant Acceptance Od Wed 918104 Wed 9/6/04 192 Network Operations Center Concept (CDRL-13) 15d M.on 8/16104 Frigl3/04 193 Develop NO.c White Paper 15 d Mon-B/16/04 FrI9/3/04 194 Network Parlicipant Acceptance Od FrI9/3/04 Fri 913/04 195 196 Additional T&M Eng Svcs Tasks (CUN 002) 207d Mon 11/10103 Thu 9/9/04 Amendment 4 Page4 Master SVRIP Schedule 1Aug04.mpp __CO-OES-B County of Santa Clara Office of the COlillty Executive. county Government Center, East Wing 70 West Hedding Street San Jose, California 951 10 (408) 299-5105 August 16, 2004 Michael Levy, Deputy Director Office of Homeland Security C/o Governor's Office of Emergency Services P.O. Box 419023 Rancho Cordova, CA 95741-9023 Dear Mr..Levy, [4J 002 As an authorized signatory for Santa Clara County's State HomelandSecurity grants, I herebyrequest a , budget modification to move funding between the FY2003 State Homeland Security Grant Program ,Part IT and the FY04 Homeland Security GrantProgram allocations. The items tobe fUnded are the same as those originally identified in each grant. The Approval Authority determined that the flexibility in spending will allow us to take advantage of an opportunity to utilize the grant funds awarded Santa Clara County in a way that is both expeditious and effective. Specifically, we are requestihg that-the item identified in the FY 04 Homeland Security Grant Initial Strategic Implementation Plan (!SIP) as part of Project F,a S-VRJP data interoperabilitycontract in the amount of $798,508, be transferred tothe'FY2003 State Homeland Security Grant Program Part n. ;In addition we are requesting that a portion equal.to $798,508 of the money earmarked for trairring in the FY2003 State Homeland Security Grant Program Part II, be transferred to the FY 04 Homeland Security Grant. The benefit to the transfer is the time frame allowed by the different grant performance periods (5/1/2003 -4/30/2005 for FY2003grant and 12/1/2003 -11/30/2005 fot the FY2004 grant.) The requested budget modification willexpedite the ability of the Silicon Valley Regional Interoperability Project .(SVRIP) to continue to design a solution for data interoperability among the $0 law enforcement, fue, medicaJ., and public services departments :in the Santa Clara County Operational Area and will allow the countywide training identified:in the grant narrative to extend over a longer period of time. Before we proceed with further planning, please advise us of your approval, rejection, or suggested changes. We appreciate your flexibility to date and have confidence that these expenditures meet the spirit of the original grant -to effectively prepare Santa Clara County in homeland security measures. Board of Supervisors: Donald F. Gage, Blanca Alvarado. Pete McHugh, James T. Beall. Jr., Liz Kniss County Executive: Peter Kutras, Jr. 2-008 08/20/04 11:50 FAX 408 294 4851 SCLARA 141003 Should you have any questions or concerns, Celeste Cook, Acting Director of Emergency Preparedness for Santa County can be reached at celeste.cook@oes.sccgov.org or (408) 808-7800. -Thank you for yoUr assistance in this matter. Jane Decker Deputy County Executive Cc: Celeste Cook