City in Motion_An IBM First of a Kind Proposal (FOAK)Masterpiece on the Mississippi
TO: The Honorable Mayor and City Council Members
FROM: Michael C. Van Milligen, City Manager
SUBJECT: City in Motion - An IBM First Of A Kind Proposal
DATE: November 30, 2010
Dubuque
All-America City
1
2007
Smarter Sustainable Dubuque Project Manager David Lyons and Assistant City
Manager Cindy Steinhauser are recommending expansion of the IBM /City of Dubuque
Smarter City Partnership into the area of vehicle miles traveled.
The City of Dubuque became the first city in North America to work with IBM Research
on their Smart City initiative. For over a year now the city and IBM have partnered on
Smarter Sustainable Dubuque. Efforts successfully underway already include the
Smarter Water and Smarter Electricity pilots. Conversation is underway to add the third
silo, natural gas, in the near future. The vision of Smarter Sustainable Dubuque is to
provide citizens with real time information to be able to assist them in saving money and
time, while conserving resources and reducing green house gas emissions, through
more effective utilization of resources. Incorporating as many "silos" of energy
utilization as possible into the model will give citizens the maximum opportunity to
discover long term savings through resource utilization changes.
A fourth silo in our Smarter Sustainable Dubuque project involves transportation.
Reducing VMT (vehicle miles traveled) and improving transit performance is an area
originally planned to be incorporated into Smarter Sustainable Dubuque if and when a
source of funding could be identified. IBM Research FOAK project seeks to apply
technology innovation to understand movement of people and vehicles in the city to
build better mobility models that can be used to optimize transit planning and
operations, city planning, zoning and emergency response planning while reducing
resource utilization and green house gas emissions. The City also has the opportunity
to synergistically partner this FOAK project with the transit efforts already underway
through our State Of Good Repair and Climate Showcase grants.
IBM has an internal funding program known as "First Of A Kind" (FOAK) funding. It is
reserved for investing in potential innovations that IBM believes are critical, but which
need to applied and validated with clients in the real world. A "City in Motion" FOAK has
been approved within IBM and Dubuque is being invited to participate. Attached is the
proposal, which would have IBM investing between $1.5 and $2.0 million in the project
and designing, implementing and completing the research with Dubuque in 2011. The
focus of this project will be to look at transportation patterns and improvements,
particularly those involving our public transit system. Included in the analysis and design
solutions will be such factors as existing transit and traffic patterns, business and
industry clusters of employment and other transit modeling. As mentioned this project
would work synergistically with recently funded transit initiatives including the purchase
of clean diesel vehicles, the "right- sizing" of the transit fleet, the purchase of IT software
and display boards, all of which are meant to help improve the design of the public
transit system to better serve the needs of our citizenry, address clean air attainment
concerns and improve our community's carbon footprint.
As part of this project, the City of Dubuque would be asked to contribute $100,000 to
support project management, software and hardware costs. The City Council previously
approved a recommended budget for our Energy Efficiency Community Block Grant
(EECBG) allocation which included $100,000 for transit projects. There may be a small
amount of additional funding which would come from additional community partners, but
the City commitment would be limited to this previously authorized $100,000.
Recent transit modeling by ECIA show that even modest improvements to increased
ridership of the transit system and modest decreases in vehicle miles traveled in the
community will result in millions of dollars of savings to the community and thousands of
tons of avoided carbon emissions.
I concur with the recommendation and respectfully request Mayor and City Council
approval.
11)J,J (,),/att,
Michael C. Van Milligen C1 -i--)
MCVM:jh
Attachment
cc: Barry Lindahl, City Attorney
Cindy Steinhauser, Assistant City Manager
David Lyons, Smarter Sustainable Dubuque Project Manager
Masterpiece on the Mississippi
TO: Michael C. Van Milligen, City Manager
FROM: David Lyons, Smarter Sustainable Dubuque Project Manager
Cindy Steinhauser, Assistant City Manager
SUBJECT: City in Motion — An IBM First Of A Kind Proposal
DATE: November 28, 2010
Introduction
The purpose of this memorandum is to provide City Council with information on
the development of an IBM Research First OfA Kind (FOAK) project.
Background
The City of Dubuque became the first city in North America to work with IBM
Research on their Smart City initiative. For over a year now the city and IBM
have partnered on Smarter Sustainable Dubuque. Efforts successfully underway
already include the Smarter Water and Smarter Electricity pilots. Conversation is
underway to add the third silo, natural gas, in the near future. The vision of
Smarter Sustainable Dubuque is to provide citizens with real time information to
be able to assist them in saving money and time, while conserving resources and
reducing green house gas emissions, through more effective utilization of
resources. Incorporating as many "silos" of energy utilization as possible into
the model will give citizens the maximum opportunity to discover long term
savings through resource utilization changes.
A fourth silo in our Smarter Sustainable Dubuque project involves transportation.
Reducing VMT (vehicle miles traveled) and improving transit performance is an
area originally planned to be incorporated into Smarter Sustainable Dubuque if
and when a source of funding could be identified. IBM Research FOAK project
seeks to apply technology innovation to understand movement of people and
vehicles in the city to build better mobility models that can be used to optimize
transit planning and operations, city planning, zoning and emergency response
planning while reducing resource utilization and green house gas emissions.
The City also has the opportunity to synergistically partner this FOAK project with
the transit efforts already underway through our State Of Good Repair and
Climate Showcase grants.
Dubuque
All- America City
111 1!
2007
Discussion
IBM has an internal funding program known as "First Of A Kind" (FOAK) funding.
It is reserved for investing in potential innovations that IBM believes are critical,
but which need to applied and validated with clients in the real world. A "City in
Motion" FOAK has been approved within IBM and Dubuque is being invited to
participate. Attached is the proposal, which would have IBM investing between
$1.5 and $2.0 million in the project and designing, implementing and completing
the research with Dubuque in 2011. The focus of this project will be to look at
transportation patterns and improvements, particularly those involving our public
transit system. Included in the analysis and design solutions will be such factors
as existing transit and traffic patterns, business and industry clusters of
employment and other transit modeling. As mentioned this project would work
synergistically with recently funded transit initiatives including the purchase of
clean diesel vehicles, the "right- sizing" of the transit fleet, the purchase of IT
software and display boards, all of which are meant to help improve the design of
the public transit system to better serve the needs of our citizenry, address clean
air attainment concerns and improve our community's carbon footprint.
As part of this project, the City of Dubuque would be asked to contribute
$100,000 to support project management, software and hardware costs. The City
Council previously approved a recommended budget for our Energy Efficiency
Community Block Grant (EECBG) allocation which included $100,000 for transit
projects. There may be a small amount of additional funding which would come
from additional community partners, but the City commitment would be limited to
this previously authorized $100,000.
Recent transit modeling by ECIA show that even modest improvements to
increased ridership of the transit system and modest decreases in vehicle miles
traveled in the community will result in millions of dollars of savings to the
community and thousands of tons of avoided carbon emissions.
Request
We respectfully request City Council approve the City in Motion — An IBM First Of
A Kind Proposal (Agreement for Special Projects No. BBBK033010), with the
source of funding identified from the city's EECBG budget.
Cc: Teri Goodmann, Assistant City Manager
Chris Kohlmann, Information Services Manager
Jenny Larson, Budget Director
Cori Burbach, Sustainability Coordinator
Eric Dregne, Dubuque 2.0
City of Dubuque
Dubuque, Iowa
Attention: Dave Lyons
Dear Mr. Lyons:
November 23, 2010
This letter will confirm our recent discussion by which you have asked for: 1) an executive summary
description of the Project and the related Agreement; and 2) some level of reference as to the underlying
value contributed the Project by IBM.
As regards item 1) above,
• The Project will demonstrate the process of understanding people movement in the city and the
value of using this information in planning city transit as part of the City's bus transit operations.
The software developed in this project will be called City In Motion -City of Dubuque transit
solution and the Project will include a prototype system (City in Motion -City of Dubuque transit
solution) that will demonstrate the value of:
o Gathering near real time people movement data through volunteer recruitment;
o Periodically building rich models of people movement using the data gathered;
o Applying these models of people movement to improve transit planning and
management; and,
o Providing volunteers with their individual movement data.
• The terms of the Project as provided to the City necessarily comply with IBM "First -of -A- Kind"
(FOAK) project requirements as a prerequisite in order to be eligible to receive internal grant -
funding coverage of the cost of the IBM Research staff resources to be utilized.
As regards item 2) above,
• Bear in mind that IBM has expended significant sums over the past several years as background
costs to nurture the IBM technology to its current level. The details of IBM's background
investment in this particular technology remain IBM- proprietary information and will not be
disclosed - but the costs may be regarded as not insignificant.
• While we are unable to provide a specific value of the overall investment that IBM will be
making through the completion of this FOAK, but speaking just to the 8 person -years staffing
resources required for this Project (which is a subset of the overall IBM investment), be advised
that other customer engagements requiring IBM services of similar scope and skill level have
typically been in the $1.5 million to $2.0 million budgetary range.
We are excited about this activity and look forward to our commencing work on an agreed FOAK Project.
Very truly yours,
Anand Paul
Research Relationship Manager
Agreement for Special Projects No. BBK033010
First of a Kind Project
International Business Machines Corporation ("IBM ") and the City of Dubuque, Iowa ( "Customer") have agreed to
work together on a research project referred to as a first of a kind ("FOAK ") project for "City in Motion Supporting
Transit Agencies" ( "Project ").The documents listed below and attached hereto confirm the parties' understanding
of the Project. Each party's signature below indicates acceptance of the terms of these documents and any
referenced Transaction Documents.
The "Agreement" means:
a. This IBM Agreement for Special Projects Number BBK033010;
b. The attached IBM Transaction Document: "Statement of Work No. BBK033010 -01 for Special
Projects -City in Motion Supporting transit Agencies "; and
c. The attached IBM Addendum 1 No. BBK033010 -01 -01 for IBM Services (Addendum 1).
In addition, the following agreement is already signed and in place between IBM and Customer, and may be
referenced in the documents listed above: IBM Confidential Disclosure Agreement Number W0180270, dated
6/11/2009 and as amended ("CDA ")
This Agreement, including any applicable Transaction Document, is the complete agreement regarding the
Project to be jointly undertaken by the parties. In entering into this Agreement, including each Transaction
Document, neither party is relying on any representation that is not specified in this Agreement including without
limitation any representations concerning: i) estimated completion dates, hours, or charges, if any, to provide any
service; ii) performance or function of any product or system; iii) the experiences or recommendations of other
parties; or iv) results or savings Customer may achieve. Additional or different terms in any written
communication from Customer (such as a purchase order) are void.
Each party accepts the terms of this Agreement by signing this Agreement by hand or electronically. Once
signed, i) any reproduction of this Agreement or Transaction Document made by reliable means (for example,
electronic image, photocopy or,facsimile) is considered an original and ii) all activities performed or products or
services provided under this Agreement are subject to it. The Effective Date of this Agreement shall be when it is
executed by both parties.
Agreed to:
City of Dub
By 0 By
Authorized signature Authorized signature
Title: v Mayor Title:
Name (type or print): Roy D. Buo Name (type or print):
Date: December 6, 2010 Date:
Agreed to:
ue, Iowa: International Business Machines Corporation
Customer identification number:
Customer address:
Agreement number: BBK033010
IBM address:
IBM FOAK Agreement No. BBK03310 Page 1 of 12
First of a Kind Project
Under the terms of this Agreement, Customer and IBM agree that the following terms and conditions apply to the
Project to be jointly undertaken by the parties for the purpose described in the attached Statement of Work
( "SOW "). The parties accept these terms by signing the attached cover page.
1. Transaction Documents
Additional terms for special projects are in documents called "Transaction Documents." Transaction
Documents (such as a statement of work, supplement, schedule, invoice, exhibit, change authorization,
attachment, appendix, or addendum) contain specific details and terms related to each individual FOAK
project. Customer may receive one or more Transaction Documents for a single project. Transaction
Documents are part of this Agreement only for those projects to which they apply. Each project is
separate and independent from other projects.
If there is a conflict among the terms of this Agreement and Transaction Documents, the terms of the
Transaction Document prevail over those of this Agreement.
2. Definitions
Invention — means any idea, design, concept, technique, invention, discovery or improvement, whether
or not patentable, conceived or first reduced to practice solely by one or more employees of a party
hereto ( "Sole Invention ") or jointly by one or more employees of one party with one or more employees of
the other party ( "Joint Invention "), in the performance of work under a SOW.
Subsidiary — means a corporation, company, or other entity: i. more than 50% of whose outstanding
shares or securities (representing the right to vote for the election of directors or other managing
authority) are, now or hereafter, owned or controlled, directly or indirectly, by a party hereto, but such
corporation, company, or other entity shall be deemed to be a Subsidiary only so long as such ownership
or control exists; or ii. which does not have outstanding shares or securities, as may be the case in a
partnership, joint venture or unincorporated association, but more than 50% of whose ownership interest
representing the right to make the decisions for such corporation, company or other entity is now or
hereafter, owned or controlled, directly or indirectly, by a party hereto, but such corporation, company or
other entity shall be deemed to be a Subsidiary only so long as such ownership or control exists.
3. Responsibilities
A SOW is attached for the Project. IBM and Customer will perform the responsibilities as outlined in the
attached SOW.
4. Work Product
The term "Work Product" means those literary works or other works of authorship in any form (such as
programs, program listings, programming tools, documentation, reports, drawings, test scenarios, and
similar works), which are created or provided under the Project.
IBM specifies Work Product to be delivered to Customer. IBM has all worldwide right, title, and interest in
and to ownership of copyright in the Work Product and all copies and derivative works thereof, whether
developed solely by either party or jointly. To the extent that such ownership does not attach by
operation of law, Customer agrees to and hereby assigns, transfers and conveys to IBM all of Customer's
worldwide right, title, and interest in and to ownership of copyright in the Work Product and all copies and
derivative works thereof, whether developed solely by or for either party or jointly by the parties. IBM
grants Customer a nonexclusive, worldwide, paid -up license to use, execute, reproduce, display, perform,
prepare derivative works based on the Work Product, and distribute (all internally only) copies of the Work
Product and such derivative works related to the performance of Project activities. This license will
terminate upon the earlier of: a) the date of termination of the SOW, if the SOW is terminated before the
completion of the Project, or b) two years after the Effective Date of the Agreement. Customer agrees
not to transfer or allow any third party to access or use the Work Product without IBM's prior written
approval. Customer agrees to execute those documents necessary to perfect IBM's rights in the Work
Product and the derivative works thereof.
Each party agrees to reproduce the copyright notice and any other notice or legend of ownership on any
copies made under the licenses granted in this section.
IBM FOAK Agreement No. BBK03310 Page 2 of 12
5. Confidential Information
Confidential Information will be exchanged as part of the Project. This section will serve as Amendment
No. 2 to the CDA and modifies the CDA for the purpose of this Project only and as follows.
The Work Product, and all related information (including all ideas, concepts, know -how, and techniques
contained therein) will be treated as Confidential Information, disclosed by IBM, .under the CDA.
The Initial and Final Disclosure Dates are concurrent with the start and end dates of the Project. The
Point of Contact is the Project Representative. Neither party will disclose the other's participation in the
Project nor any activities under it, without the prior written approval of the other, except as described in
the SOW. Subject to IBM's and Customer's valid patents and copyrights, nothing in the Agreement or
any other Transaction Document or other agreement applicable to the Project shall prohibit the inherent
disclosure of information in the use, distribution, marketing or provision of any product or service.
All other information exchanged between us is non - confidential, unless disclosed pursuant to the terms of
the CDA, as modified herein.
6. Personnel
Each party will designate a person with authority to represent it in all matters concerning the Project and
to whom all notices will be addressed. Each party will provide the other prompt written notice of
replacement of such person.
Each party will be responsible for the supervision, direction and control of its own personnel while
engaged in Project activities. Neither party will prevent the other's personnel from engaging in activities
with third parties that are similar to Project activities.
Limitation of
7. Limitation of Liability
a. Items for Which a Party May be Liable
Circumstances may arise where, because of a default or other liability, a party to this FOAK
Agreement is entitled to recover damages from the other. Regardless of the basis on which the
party seeking to recover damages is entitled to claim damages from the other (including
fundamental breach, negligence, misrepresentation, or other contract or tort claim), the entire
liability of the party against whom damages is sought for all claims in the aggregate arising under
this Agreement will not exceed the amount of any actual direct damages up to $100,000.
This limit also applies to any of either party's subcontractors and, in the case of IBM, its program
developers. It is the maximum for which a party and its subcontractors and, in the case of IBM, its
program developers are collectively responsible. Damages for bodily injury (including death) and
damage to real property and tangible personal property for which a party -is legally liable- are -not—
subject to a cap on the amount of damages.
b. Items for Which Neither Party is Liable
Except as expressly required by law without the possibility of contractual waiver, under no
circumstances is either party, its subcontractors, or, in the case of IBM, its program developers
liable for any of the following even if informed of their possibility:
(1) loss of, or damage to, data;
(2) special, incidental, exemplary, or indirect damages or for any economic consequential
damages;
(3) lost profits, business, revenue, goodwill, or anticipated savings; or
(4) the accomplishment or completion of FOAK Project activities.
c. Damages Excluded from Limitation of Liability
The foregoing limitations and disclaimers of liability shall not apply to the liability of either party for
damages associated with, i) its infringement or violation of the intellectual property rights of the other
party or its licensors, ii) with respect to licenses granted or required, or iii) failure to make payments due
under this FOAK Agreement .
IBM FOAK Agreement No. BBK03310 Page 3 of 12
8. Termination
Either party may terminate this Agreement, with or without cause, if a party gives the other 15 days'
written notice. Upon receipt of such notice, both parties will end all Project activities in an orderly manner
as soon as practical or in accordance with a schedule agreed to by Customer and IBM.
Any provisions of this Agreement which by their nature extend beyond the termination or expiration of this
Agreement shall remain in effect beyond such termination or expiration until fulfilled and shall apply to
either party's permitted successors and assigns.
9. Inventions
Any Sole Invention shall be the property of the inventing party, subject to a license hereby granted to the
other party of the scope set forth in this section for such Invention and all patents issued on it. Any Joint
Invention shall be jointly owned, title to all patents issued thereon shall be joint, all expense (including
those related to preparation, prosecution and maintenance) shall be jointly shared (except as provided
below), and each party shall have the right to license third parties thereunder without the consent of or
accounting to the other party. Where one party elects not to share equally in the expenses for a Joint
Invention, the other party shall have the right to seek or maintain such protection for such Joint Invention
at its own expense and shall have full control over its preparation, prosecution and maintenance, even
though title to any issuing patent will be joint.
Each party as grantor hereby grants to the other party as grantee, a worldwide, irrevocable, nonexclusive,
nontransferable, and fully paid -up license to grantor's Sole Inventions and all patents issued thereon, to
make, have made, use, have used, lease, sell, import, lease, license and /or otherwise transfer any
product or service, and to practice and have practiced any method or process. All licenses granted to
Customer and to IBM in this section shall include the right of the grantee to grant revocable sublicenses
to its Subsidiaries, such sublicenses to include the right of the sublicensed Subsidiaries correspondingly
to sublicense other Subsidiaries.
10. General
This Agreement shall not prevent either party or its Subsidiaries from marketing, acquiring or developing
materials, products or services which are competitive to those of the other party, except that any such
materials, products or services may not violate any statutory or common law rights of such other party.
Each party may pursue activities independently with any third party, even if similar to the activities under
this Agreement.
Each party agrees not to use the other's name, trade name, trademark, or other designation without prior
written consent, except as described in the SOW.
Neither party will be responsible for failure to fulfill its obligations under this Agreement due to causes
beyond its control.
This Agreement does not create a joint venture, partnership, employment relationship or agency
relationship between the parties.
Each party represents that it has appropriate agreements with its employees or others whose services the
party may require, sufficient to enable it to comply with all of the terms of this Agreement.
If any provision of this Agreement is held to be invalid, illegal or enforceable, the validity, legality and
enforceability of the remaining provisions shall in no way be affected or impaired thereby as long as the
intent of the parties can be preserved.
Neither party may assign, or otherwise transfer, its rights or delegate its duties or obligations under this
Agreement without prior written consent of the other party. Any attempt to do so is void.
Neither party may bring an action, regardless of form, arising out of this Agreement, more than two years
after the cause of action has arisen.
Any amendment or modification of this Agreement shall be in writing and shall be signed by authorized
representatives of the parties.
Each party acknowledges that the U.S. Export Administration Act of 1979, as amended, (and its
implementing regulations, as amended) prohibit the export of technology, software and /or commodities to
certain specified countries. Each party agrees to comply and to reasonably assist the other in complying
with applicable government export and import laws and regulations. Further, each party agrees that
unless authorized by applicable government license or regulation, including but not limited to U.S.
authorization, both parties will not directly or indirectly export or re- export, at any time, any technology,
IBM FOAK Agreement No. BBK03310 Page 4 of 12
First of a Kind Project
Statement of Work for Special Projects No.
BBK033010 -01 for City in Motion for Supporting
Transit Agencies
Start Date: January 1, 2011
Estimated End Date: December 31, 2011
Agreement Number: BBK033010 -01
This Statement of Work (SOW) contains the following Sections and Addendum 1 No. BBK033010 -01 -01 for IBM
Services:
1. Purpose
2. Scope of Work
3. Work Product
4. Our Responsibilities
5. City of Dubuque Responsibilities
6. Estimated Schedule
7. Additional Terms
8. Project Representatives
Each of us agrees that the complete agreement between us about this Project consists of:
1) This Statement of Work; and
2) The IBM Agreement for Special Projects
Customer agrees to this by signing the attached cover letter.
1. Purpose
IBM and Customer will demonstrate the process of understanding people movement in the city and the value of
using this information in planning city transit as part of Customer's bus transit operations. The software developed
in this project will be called City In Motion -City of Dubuque transit solution
2. Scope of Work
IBM and Customer will define the use cases for leveraging models of people movement in the city towards
enhanced transit planning. IBM will develop the underlying algorithms, software platform, user interface and
integration mechanisms for the City in Motion -City of Dubuque Transit solution. Customer will provide the data
needed for the development effort, the volunteers needed to gather the data and subject to the terms of the IBM
Work Product license, use the City in Motion -City of Dubuque Transit solution for its transit planning wherever
practicable. IBM and Customer will jointly exercise the City in Motion -City of Dubuque transit solution.
3. Work Product
The Work Product includes a prototype system (City in Motion -City of Dubuque transit solution) that will
demonstrate the value of:
1. Gathering near real time people movement data through volunteer recruitment;
2. Periodically building rich models of people movement using the data gathered;
3. Applying these models of people movement to improve transit planning and management; and,
IBM FOAK Agreement No. BBK03310 Page 6 of 12
software and /or commodities furnished or developed under this or any other, Agreement between the
parties, or its direct product, to any prohibited country (including release of technology, software and /or
commodities to nationals, wherever they may be located, of any prohibited country) as specified in
applicable export, embargo, and sanctions regulations.
This section will survive after termination or expiration of this Agreement and will remain in effect until
fulfilled.
IBM FOAK Agreement No. BBK03310 Page 5 of 12
• Recruit volunteers into the experiment and provide a communication channel to reach the volunteers
electronically;
• Provide the data extracted from Customer's transit system including buses and other modes of transit and
para- transit, routes, frequencies, schedules, fleet data, etc.;
• Where Customer deems it practicable and reasonable, make changes to the transit system plan based on
insights derived from this Project;
• Validate the results of applying the models;
• Test the system at every stage once a release is made with new functionality;
• Community engagement to advertise and market the Project;
• Business community engagement to recruit the support of local businesses wherever Customer deems it
practicable; and
• Conduct surveys to calibrate the models.
Customer will allocate time for the following resources as necessary to support this Project:
• Transit Agency management and subject matter experts;
• Non - governmental agency that will perform the community engagement; and
• City staff for project coordination.
Customer will provide other components, such as data files from their system and licenses for commercial
software as necessary to complete the Project.
6. Estimated Schedule
Project Kickoff Date (Estimate 01/01/2011) will be mutually agreed upon by IBM and Customer after the signing of
this FOAK Agreement.
Project Milestones:
1 Month from Project Kickoff Date (Estimated 2/01/2011)
• 1000 or more volunteers recruited for participating in the project and volunteering anonymized movement
data
2 Months from Project Kickoff Date (Estimated 3/01/2011
• Definition of the System Use Cases to be executed by the demonstration system
• Definition of the interfaces between Customer Systems and CITY IN MOTION - Customer - Solution
• Mechanism for collecting real -time transit information about buses
4 months from Project Kickoff Date (Estimated 05/01/2011)
• Process for collection of data from volunteers established and validated
7 months from Project Kickoff Date (Estimated 09/01/2011)
• Volunteer Survey to calibrate estimated movement models
8 months from Project Kickoff Date (Estimated 09/01/2011)
• Calibrated models of movement to be generated
9 Months from Project Kickoff Date (Estimated 10/01/2011):
• Applying calibrated movement models to improve transit management
12 Months from Project Kickoff Date (Estimated 12/31/2011)
• Validation and testing completed.
• Project Report
7. Additional Terms
IBM FOAK Agreement No. BBK03310 Page 8 of 12
4. Providing volunteers with their individual movement data.
Specifically, the Work Product will create and deliver the following services solution for Customer (collectively, the
"Work Product Services Solution ") including:
1) IBM will operate a hosted service platform in order to periodically deliver to Customer, aggregate
reports of people movement and derivative analytics based on certain input data to be agreed to by the
parties (Reports) and which Reports can thereafter, be accessed by Customer transit and city officials;
and.
2) a complementary service that will allow Customer's designated volunteers working through IBM, to
access their movement and compare and contrast it with the Reports detailing aggregate movement.
IBM will leverage one or more of the following IBM software and hardware components in order to deliver the
Work Product Services Solution to Customer pursuant to this Project:
• DB2
• Infosphere Information Server
• Cognos
• ILOG
• SPSS
• Websphere Application Server
• Websphere Sensor Events
• IBM services hosting platform
• IBM Smarter City Sustainability Model (which is another IBM Research Division asset)
The Work Product and related Work Product Services Solution does not include (collectively):
source code in any form or format;
direct access by Customer or Customer's designated volunteers of any hosted services operated
by IBM;
any separate or stand -alone commercial IBM product licenses; or
any separate license rights in connection with any IBM Research assets used to facilitate the
delivered services.
Any Customer - requested delivery of the Work Product Services Solution beyond the expiration or termination of
the term of this Project will require that a new and separate agreement be negotiated between the parties,
including applicable charges.
4. IBM Responsibilities
IBM will build the Work Product in its labs and take the lead role in designing the research framework to
demonstrate the value of building models of people movement data in applications of interest to Customer
including transit planning. Later, IBM will deliver the City in Motion -City of Dubuque transit solution to Customer,
and at IBM's determination, either on premise or through an environment hosted at IBM. IBM will work with the
City of Dubuque transit agency to facilitate the use of these models. IBM will take feedback from Customer to
improve the system results and wherever IBM deems it practicable, implement them.
Data formats in connection with delivery of the Work Product Services Solution will be further defined by IBM
during the Project, but at minimum, will be presented in a format that is both exportable and convertible.
IBM will provide additional Program Management services for a fee, as described in the attached IBM Addendum
1 to this Statement of Work, No. BBK033010 -01 -01 for IBM Services.
5. Customer Responsibilities
Customer will:
• Work with IBM to identify scenarios, use cases, analytics and process modifications which can provide
potential business value to Customer;
IBM FOAK Agreement No. BBK03310 Page 7 of 12
For IBM:
Naveen Lamba
For Customer:
David Lyons
a. Neither of us warrants or assumes any liabilities in connection with the accomplishment or
completion of any Project activities.
The Work Product is experimental and is licensed on an "AS IS" basis, without warranty of any
kind. IBM EXPRESSLY DISCLAIMS ALL WARRANTIES OR CONDITIONS, EXPRESS OR
IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF
MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, ANY WARRANTY OF
FREEDOM FROM INTERFERENCE WITH YOUR ENJOYMENT, AND ANY WARRANTY OF NON -
INFRINGEMENT OF ANY THIRD PARTY'S INTELLECTUAL PROPERTY RIGHTS. IBM DOES
NOT WARRANT THAT USE OR OPERATION OF THE WORK PRODUCT WILL BE
UNINTERRUPTED OR ERROR -FREE.
b. Each party will be responsible for its own expenses in connection with the Project.
c. Both parties agree that this Project may not be successfully completed; the results achieved may
not be as anticipated at the outset of the Project and that this Project may not lead to an announced
product or generally available solution. Any changes to Customer's operations in expectation of a
successfully completed Project or an eventual product or solution must be based solely on
Customer's business judgment. IBM has no obligation to provide support or maintenance for the
Work Product beyond what is described in this Statement of Work.
Each party grants the other only the licenses specified. No other licenses (including licenses under
patents or patent applications arising out of any other invention of either of us) are granted.
d. When both parties agree to change this Statement of Work, the initiating party will prepare a written
description of the agreed change (called a "Change Authorization ") which both parties must sign.
The terms of a Change Authorization prevail over those of this Statement of Work and any of its
previous Change Authorizations.
e. If the FOAK Project has generally accomplished its objective described in this SOW, the parties
agree that IBM may promote the activity under the Project in the limited manner described below.
IBM may reference Customer name to IBM customers and to use Customer name, and any oral or
written statements concerning the FOAK Project, provided however, that IBM will not use any of the
foregoing in press releases or advertising without Customer's prior written consent.
If our Project Managers agree in advance, Customer may also meet with IBM customers on
scheduled dates and places as the parties reasonably agree in advance to discuss Customer
experiences related to the Work Product and related technology in the FOAK Project.
f. Customer is responsible for promptly obtaining and providing to IBM all Required Consents
necessary for IBM to provide the services described in this SOW. A Required Consent means any
consents or approvals required to give IBM and its subcontractors the right or license to access, use
and /or modify (including creating derivative works) the hardware, software, firmware and other
products Customer use, without infringing the ownership or license rights (including patent and
copyright) of the providers or owners of such products.
IBM will be relieved of the performance of any obligations that may be affected by Customer's
failure to promptly provide any Required Consents to IBM.
The laws of the State of New York govern this Agreement, without regard to its conflict of laws.
Each party waives any right to a jury trial in any proceeding arising out of or related to this
Agreement.
g.
h.
8. Project Managers
The Project Managers for this Project will be:
IBM FOAK Agreement No. BBK03310 Page 9 of 12
Addendum 1 for IBM Services No. BBK033010 -01 -01
This Addendum 1 for IBM Services to the "FOAK Statement of Work for Special Projects for City In Motion for
Supporting Transit Agencies No. BBK033010 -01" (Addendum) and its Appendix entitled "Deliverable Guidelines"
describes certain Services that IBM will provide for a fee in conjunction with the Project. All capitalized terms in
this Addendum will have the meanings set forth in the SOW for Special Projects.
1. IBM Services
The IBM Services ("Services ") include the following services listed under section 1.1 below.
1.1 IBM Project Management Services
The IBM Project Manager will:
a. establish and maintain project communications through your Project Manager;
b. review and administer the Project Change Control Procedure with your Project Manager;
c. develop a project plan;
d. measure, track and evaluate progress against the project plan;
e. resolve deviations from the project plan with your Point of Contact;
f. coordinate and manage the technical activities of IBM's project personnel;
g. conduct regularly scheduled meetings with your project team to review project status; and
h. prepare Project Status Reports pursuant to Appendix 1 hereto.
Deliverable Materials: Project Status Report Deliverables pursuant to Appendix 1-hereto:
"Project Status Report Deliverables" means status reports that IBM may deliver to you as part of
the Services. The term "Project Status Report Deliverables" does not include programs, program
listings, programming tools, or any other documentation, materials, or other works of authorship.
2. Your Responsibilities
2.1 Your Project Manager Responsibilities
Your Project Manager will:
a. serve as the interface between IBM's project team and all of your departments participating in this
project;
b. obtain and provide information, data, decisions and approvals, within five (5) business days of IBM's
request, unless we mutually agree to an extended response time;
c. ensure the appropriate personnel for your activities, described in this SOW, are made available by
your organization;
d. participate in status meetings with the project team, as required;
e. help resolve project issues, and escalate issues within your organization, as necessary; and
f. assure that there are City staff responsible for the content of any database, the selection and
implementation of controls on its access and use, backup and recovery and the security of the
stored data. This security will also include any procedures necessary to safeguard the integrity and
security of software and data used in this project from access by unauthorized personnel.
3. Deliverable Materials
Customer will own the copyright in Materials created as part of a Service that are identified as "Type
Materials" and each such Material will constitute a "work made for hire" to the extent permissible under
U.S. copyright law. If any such Materials are not works made for hire under applicable law, IBM assigns
the ownership of copyrights in such Materials to Customer. Customer grants IBM an irrevocable,
IBM FOAKAgreement No. BBK03310 Page 10 of 12
nonexclusive, worldwide, paid -up license to use, execute, reproduce, display, perform, sublicense,
distribute, and prepare derivative works based on, Type I Materials.
The Type I Deliverable Materials resulting from the successful completion of this Project will be the
Project Status Report Deliverables described pursuant to Appendix 1 hereto.
4. ESTIMATED SCHEDULE
The Services will be performed consistent with the estimated schedule mutually agreed upon by both of
us. We both agree to make reasonable efforts to carry out our respective responsibilities according to
such schedule.
For planning purposes the Estimated Start Date is 1/01/2011 and the Estimated End Date is 12/31/2011.
5. Completion Criteria
IBM will have fulfilled its obligations described in this SOW when one of the following first occurs:
a. IBM accomplishes the tasks described under the IBM Responsibilities sections of this SOW,
including delivery of any deliverable Materials, or
b. The project is terminated in accordance with the provisions of the Agreement.
6. CHARGES
The charge and related amounts paid or payable hereunder apply solely to the IBM Project Manager
Services described in this Addendum and, exclusive of applicable taxes, said charge is: One Hundred
Thousand dollars ($100,000.00). If travel is required you will be advised of this in advance for your prior
authorization. You are responsible for all actual and reasonable travel and living expenses incurred by
IBM's personnel as You authorize us, during the performance of this Project. The foregoing $100,000
total charge for the Services will be invoiced on a once - monthly basis ($8,333.33 due each month) over
the course of the estimated 12 months' period, for Services work performed and may also include as
previously authorized by You, any additional billing for travel expenses incurred by IBM.
For the avoidance of doubt, IBM is a contractor to Customer and is not a grantee recipient of any Federal,
State or other government funding in connection with either this Addendum or the related FOAK Project..
You will make payment to the following address:
IBM Corporation
500 First Avenue
Pittsburgh, PA 15219
PNC Bank Contact: Donna Haber
Telephone: 732 - 220 -3258
ABA Routing Number: 043000096
Depositor Acct # 1017305737
Swift Code: PNCCUS33
IBM FOAK Agreement No. BBK03310 Page 11 of 12
Appendix A: Deliverable Guidelines
A - 1: Project Status Reports
Content:
Each status report will consist of the following, as appropriate:
• activities performed during the reporting period
• activities planned for the next reporting period
• hours summary
• project change control summary
• problems, concerns, and recommendations
Delivery:
IBM will deliver a status report every twelve (12) weeks, for the duration of the project. One (1) copy of
each report, in reproducible format, will be delivered to your Point of Contact within five (5) business days
following the reporting period.
IBM FOAK Agreement No. BBK03310 Page 12 of 12
First of A Kind (FORK) concept
FOAK by
IBM
Goals
Increase in
Ridership
Reduction in
Headways
Connectivity
— _
—
Objectives
->
Students
->
Employees
Public
Reduce in
VA T
Encourage
TODs
edifice Auto
Crashes
ther modes of
Transportation
Cultural &
Recreational
d.
,
Benefits
■
Tax credits for
Employers
Reliable
System
Flexibility to
travel without
automobile
Quality of Life
Complete
Streets
-Bicycle trails
•Airport
•Passenger Rail
-Museums
• Parks
'Commercial
FOAK timeline
First 2 months
Recruit 1,000
volunteers
• IBM, ECIA, GDDC,
City , Keyline and
Dubuque 2.0 will come
up with strategies for
recruitment
Data collection
methodology &
tools
• IBM with City will work
with Verizon on getting
tower log data
• IBM will create
application for Smart
phones
• IBM with city staff will
create strategies to
accommodate volunteers
with no smart phones
• Methodology to format
the data
Summary of Proposed Approach
First+ 6 months
Data collection
• Collect the data from
February 2011 to July
2011
• Analyze the data as
collected for potential
routes
• Work with Keyline ITS
vendor to get system
hooked to dashboard
• Do a pilot run with
software
Second+ 4 months
Identify Pilot
route
• Create Pilot route basing on
IBM's data
• Identify Target population
• Create methodologies to
document data
Implement the
route
• Implement the route with
public outreach process
Third+ 2 years
Develop and
initiate
implementation
plan
• Collect data on the pilot
route.
• Initiate implementation plan
for the entire system based
on the lessons learned from
pilot project
State of Good Repair timeline
First 2 months
Bus procurement
• Staff will be looking at
different Vendors and
systems to find open
procurements
RFP for IT
IT implementation
• Display boards and AVL
equipment
• Keyline staff will work
with City IT and IBM
staff while creating RFP
Summary of Proposed Approach
First+ 6 months
New buses with
-• IT installed and
tested
• Deliver new buses
• Have AVLs installed
• Have display boards
installed
• Have the software tested
for the buses
Second+ 4 months
Identify Pilot
route
• Create Pilot route basing on
IBMs data
• Identify target population
• Make sure that headways
and origin destinations and
other Logistics are addressed
upfront
5 �
Implement the
route
• Implement the route with
public outreach process
Third+ 2 years
Develop and
initiate
implementation
plan
• Collect data on the pilot
route.
• Initiate implementation plan
for the entire system based
on the lessons learned from
pilot project