Schneider Electric Proposal DAC Redacted

Table of Contents
TABLE OF CONTENTS........................................................................................1  1. TRANSMITTAL LETTER ..................................................................................2  2. PROJECT TEAM ..............................................................................................3  3. PROJECT PERSONNEL ..................................................................................7 
PROJECT SUB CONSULTANTS – FIRMS .......................................................................... 12 

4. RELEVANT EXPERIENCE .............................................................................14  5. PROJECT APPROACH AND ORGANIZATION.............................................20 
A.  B.  C.  D.  E.  Project Management Approach .................................................................................... 20  Risk Mitigation .............................................................................................................. 21  ConOps Development .................................................................................................. 22  Network Monitoring ....................................................................................................... 25  VidSys Implementation ................................................................................................. 27 

6. REFERENCES ................................................................................................31  7. FEE PROPOSAL AND BILLING RATES .......................................................32  8. APPENDIX A SCHEDULES ...........................................................................43 
Schedule E ............................................................................................................................ 43  Schedule O ............................................................................................................................ 44  Performance Bond................................................................................................................. 46  Attachment A Professional Services Agreement .................................................................. 46  Addenda Acknowledgements ................................................................................................ 46 

WARNING: THIS DOCUMENT CONTAINS SENSITIVE SECURITY INFORMATION THAT IS CONTROLLED UNDER THE PROVOISONS 0F 49 CFR PART 1520. NO PART OF THIS DOCUMENT MAY BE RELASED OR REPRODUCED WITHOUT THE WRITTEN PERMISSION OF THE UNDER SECREATARY OF TRANSPORTATION FOR SECURITY, WASHINGTON, DC 20590 AND THE EXPRESSED WRITTEN CONSENT OF THE PORT OF OAKLAND, OAKLAND CALIFORNIA 94607. UNAUTHORIZED RELEASE MAY RESULT IN CIVIL PENALTY OR ACTION

2. Project Team
Schneider Electric has vast experience in designing and providing critical infrastructure integrated security and life safety solutions, providing ease of use, high reliability and future growth in both sensor counts and supported technologies. Our signature client list, which we want to add the City of Oakland to, includes Boston Logan Airport, the Port of Oakland, Memphis Airport, Washington MTA, Delaware River Port Authority, City of New York, and many more. City DAC Approach Schneider Electric ensures the successful implementation of this project through consideration and inclusion of these critical factors: 1. Expert team members – the firms and personnel on the Schneider team are all experts in their respective areas, particularly PISM and complex systems integration projects. 2. Local team members – the firms and personnel listed as having daily involvement are local to the Bay Area where possible. 3. Defined and achievable scope of work – Our base package includes a welldefined scope of work. The team organization chart for the DAC is as follows:

WARNING: THIS DOCUMENT CONTAINS SENSITIVE SECURITY INFORMATION THAT IS CONTROLLED UNDER THE PROVOISONS 0F 49 CFR PART 1520. NO PART OF THIS DOCUMENT MAY BE RELASED OR REPRODUCED WITHOUT THE WRITTEN PERMISSION OF THE UNDER SECREATARY OF TRANSPORTATION FOR SECURITY, WASHINGTON, DC 20590 AND THE EXPRESSED WRITTEN CONSENT OF THE PORT OF OAKLAND, OAKLAND CALIFORNIA 94607. UNAUTHORIZED RELEASE MAY RESULT IN CIVIL PENALTY OR ACTION

Sub Consultants We also took an aggressive role at identifying qualified local partners to team with. We eventually decided to team with firms that either had deep pre-existing City experience or demonstrated exceptional understanding a sound approach to this project. We believe that a strong and experienced team is vital to the successful completion of the project. Our selected team includes:  TSG - TSG Solutions (TSG), Inc. is a private and veteran owned small business founded in 2001 specializing in Technical Security Services and Solutions. TSG operates from offices in California, Massachusetts, and New York. With years of experience in Physical and Cyber Security, our comprehensive and unique offerings provide our Federal and Commercial clients the information, tools and technology they need to enhance their security, mitigate risks, and better respond in times of crisis. Vidysys – Current PSIM software provider at the DAC. VidSys is the leading provider of Physical Security Information Management (PSIM) software solutions for situation management.

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Additionally we have NorthSouth GIS and Kimley-Horn on the team as Subject Matter Experts (SMEs). Schneider Value Add Schneider Electric uses a best-in-class team-based approach that features a unique blend of features and benefits: 1. Schneider Electric has direct PSIM experience and the ability to self-program if necessary through our programming resources in our Center of Excellence, at our Pelco HQ in Clovis or at our Andover HQ in MA. We have included Schneider’s programming and software integration engineers in the review of our approach to ensure it can be achieved. This combination of in-house expertise across multiple platforms that integrate with hundreds of other sub-systems gives us a unique perspective. The PSIM and our own control and video products are integrated to many of the sub-systems specified in this RFP. Our intimate knowledge of those companies and programs (e.g. Genetec) give us additional experience to help successfully guide this project and input appropriately into the SOPs and final functional deliverable. 2. Schneider Electric’s deployment at the Port of Oakland has demonstrated our ability to perform (the complex project is on track), to build the required relationships (with Port personnel and Terminal Operator personnel) and to cooperate with other vendors (ie. NorthSouthGIS).
WARNING: THIS DOCUMENT CONTAINS SENSITIVE SECURITY INFORMATION THAT IS CONTROLLED UNDER THE PROVOISONS 0F 49 CFR PART 1520. NO PART OF THIS DOCUMENT MAY BE RELASED OR REPRODUCED WITHOUT THE WRITTEN PERMISSION OF THE UNDER SECREATARY OF TRANSPORTATION FOR SECURITY, WASHINGTON, DC 20590 AND THE EXPRESSED WRITTEN CONSENT OF THE PORT OF OAKLAND, OAKLAND CALIFORNIA 94607. UNAUTHORIZED RELEASE MAY RESULT IN CIVIL PENALTY OR ACTION

3. Schneider Electric has a larger partnering vision than just the DAC for the City of Oakland. Schneider Electric is committed to helping cities improve safety, manage growth, achieve sustainability, and improve city liveability through a set of SmartCity integrated solutions.

Schneider Smart Cities Initiative Having a holistic view of and ability to measure the city’s performance and operation over time is key to becoming a truly Smart City. Schneider Electric promotes this approach through our SmartCity Integrated City Management (ICM) platform. The focus of the SmartCity ICM platform is to enable cities to better manage city infrastructure through a holistic integrated view on infrastructure performance combined with advanced analytics to optimize across city systems and keep the city running smoothly by identifying and proactively reacting to disruptions. This vision is very consistent with the City of Oakland/Port of Oakland’s Joint Awareness Center vision and Schneider Electric welcomes the opportunity to collaborate with the City of Oakland to expand their vision into other critical city functions.

More information on Schneider Electric’s SmartCity solutions can be found in the Appendix.

WARNING: THIS DOCUMENT CONTAINS SENSITIVE SECURITY INFORMATION THAT IS CONTROLLED UNDER THE PROVOISONS 0F 49 CFR PART 1520. NO PART OF THIS DOCUMENT MAY BE RELASED OR REPRODUCED WITHOUT THE WRITTEN PERMISSION OF THE UNDER SECREATARY OF TRANSPORTATION FOR SECURITY, WASHINGTON, DC 20590 AND THE EXPRESSED WRITTEN CONSENT OF THE PORT OF OAKLAND, OAKLAND CALIFORNIA 94607. UNAUTHORIZED RELEASE MAY RESULT IN CIVIL PENALTY OR ACTION

Schneider Electric DAC Phase 2 – Internal Resource Map & Commitment

Schneider Electric will be providing a team of three to account/project manage the DAC. Steve Reinharz brings a wealth of DAC and PSIM related knowledge to the project in addition to expanding his account management currently in effect with the Port of Oakland. Adam Sanchez brings a wealth of networking and software knowledge to the project in addition to significant leadership skills and project management ability. Stephen Ng brings his project management skills and experience at the Port of Oakland to the DAC project. Particularly since many of the firms involved are similar to those at the Port, Stephen’s existing relationships will help facilitate project progress. Schneider Electric is committed to providing the proper resources to ensure proper project execution.

WARNING: THIS DOCUMENT CONTAINS SENSITIVE SECURITY INFORMATION THAT IS CONTROLLED UNDER THE PROVOISONS 0F 49 CFR PART 1520. NO PART OF THIS DOCUMENT MAY BE RELASED OR REPRODUCED WITHOUT THE WRITTEN PERMISSION OF THE UNDER SECREATARY OF TRANSPORTATION FOR SECURITY, WASHINGTON, DC 20590 AND THE EXPRESSED WRITTEN CONSENT OF THE PORT OF OAKLAND, OAKLAND CALIFORNIA 94607. UNAUTHORIZED RELEASE MAY RESULT IN CIVIL PENALTY OR ACTION

3. Project Personnel
Schneider Electric - Firm Description Schneider Electric Buildings Business (SEBB) is a publicly owned technology-based manufacturer of microprocessor-based control systems used to provide security management, environmental control, process control, and facility automation in non-residential facilities. In 2012 SEBB had sales in excess of $2.9 billion, with production facilities in the U.S. and Europe, supporting over 50,000 systems installed worldwide. SEBB is a subsidiary of Schneider Electric a $31 billion company focused on Building Automation, Security Access Control and Electrical Distribution and consists of over 113,000 employees worldwide with presence in over 130 countries. In 2007 Schneider Electric acquired Pelco a global leader in the Video Security market thus providing SEBB with a total integrated offering. The Northern California Branch is part of the West Region and specializes in designing, building and maintaining Enterprise Integrated Security Systems for corporate and government organizations. Combining the latest technology in electronic security, with a strong focus on customer service, the SI group engineers, installs, operates, monitors, and maintains sophisticated security systems that protects employees and assets. Whether installing a CCTV camera, providing emergency service, or executing a design-and-build integrated security project for an entire campus, the SI team provides a highly effective response to satisfy any customer requirement. The Branch is located very close to the Port in Burlingame and representative customers served in the Bay area include: Santa Clara Medical Center UCSF Mission Bay Our Value Proposition Schneider Electric’s greatest strength is our commitment to professional engineering and superior project management. That is our Value Proposition. On each and every project, we select the best-of-class solution, implement it with one of our own project managers, and ensure that there is clear documentation, as well as proper customer buy-in, approval, and training, before completion. No surprises. Our only obligation is to you - our customer. The Security Center of Excellence is a key technical resource for Schneider Electric Branches. This group provides large project expertise in sales, technical support, training, project management and engineering. Their mission is to provide best in class solutions that not only meets but exceed the customer expectations. Some of the functions the team provides are:      Design and Application Support – assures the customer/end user that Schneider Eclectic understands the customer requirements and the system as designed will meet the full intent of the customer Estimating Support – Assures that project has been estimated properly and all equipment labor and qualified sub contactors have been selected and accounted for. Identifies new technologies and evaluates thorough a formal vendor qualification process prior to any of these technologies are deployed on a customer site Provides High level Project Management – Works closely with local project management to assure the project is on track, major milestones are met to assure a timely completion of project Network/Software Design Support – Central Group has Microsoft and Cisco certified AT&T City of San Jose Emeryville Police Department Port of Oakland

WARNING: THIS DOCUMENT CONTAINS SENSITIVE SECURITY INFORMATION THAT IS CONTROLLED UNDER THE PROVOISONS 0F 49 CFR PART 1520. NO PART OF THIS DOCUMENT MAY BE RELASED OR REPRODUCED WITHOUT THE WRITTEN PERMISSION OF THE UNDER SECREATARY OF TRANSPORTATION FOR SECURITY, WASHINGTON, DC 20590 AND THE EXPRESSED WRITTEN CONSENT OF THE PORT OF OAKLAND, OAKLAND CALIFORNIA 94607. UNAUTHORIZED RELEASE MAY RESULT IN CIVIL PENALTY OR ACTION

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engineers both CCNA and CCDA Assistance in Customer Presentations and live product demonstrations

Key Personnel: Program Management Team: Steve Reinharz – Oakland Account Manager, Steve has 18 years experience in complex security projects. Examples of his large project experience include Long Beach Airport, pioneering CCTV for the LAPD, NBC Universal, CA Dept. of Corrections, 10 water districts covering 1,000 square miles and multiple California cities and counties. He also has significant PSIM and thermal experience. Steve is a member of ASIS, SIA, BOMA and IAHSS. Steve is currently co-project managing the Port of Oakland CCTV System Integration &Maintenance Project. Steve is uniquely qualified for DAC involvement. Steve has helped initiate and design DAC-like projects for various Cities include LA. Most significantly Steve worked closely with Captain Beck (LAPD, now Chief) under then-Chief Bratton on what was later rolled up into the LAPD’s criminal technology group. Steve spent parts of 2 years riding with five LAPD divisions to learn about street crime and develop expertise on camera placement. Furthermore Steve was part of the early groups that developed SOPs for use of Community CCTV by law enforcement. Steve Ng – Senior Project Manager, Stephen is responsible for delivering projects within budget, on schedule and to the customer’s satisfaction through proper task and manpower planning, effective communication and working effectively with customers, subcontractors and Branch personnel. In addition, he is responsible to ensure installations are within contract requirements, engineering specifications, customer requirements and local codes. Stephen is familiar with many Port and some City consultants from his current management of the Port of Oakland CCTV System Integration &Maintenance Project. Adam Sanchez – Adam is a distinguished US Army veteran (Soldier of the Year 1991 among other awards) with deep leadership and networking expertise (UC Berkeley Network & Telecommunications Cisco Certificate), an MBA from St. Mary’s College and various project management courses. Adam’s experience with software integration and fostering a teamwork atmosphere makes him a strong addition to our City of Oakland account management team.

Execution/Support Team: Ran Dagan - Director Application Engineering, Ran’s responsibilities include systems sales, design, and application. Ran has 20 plus years of security industry experience. Ran was the senior project manager for the Greek Olympics. Ran has worked with Boston Logan Airport, San Jan Airport, New York City Port (PSIM), Washington Metropolitan Area Transit Authority (PSIM), Delaware River Port Authority, 2004 Athens Olympic Games, Israeli Railways Bridges and Tunnels, Buenos Aires International Airport, Jerusalem Police Town Surveillance, Jerusalem Water Company Facilities, and Israeli Air Force Bases. Ran was the primary technical engineer on the Port of Oakland IDS project approach. Stanley Pyczko, Project Engineer – Senior Network Expert, Stanley has over 20 years of experience in system architecture, design, implementation, operation and maintenance of voice, video, data and wireless networks for commercial, military and mission critical facilities. He is Cisco certified (CCNA and CCNP) and a registered professional engineer. Stanley is currently engaged and working in Oakland under our Port of Oakland contract.

WARNING: THIS DOCUMENT CONTAINS SENSITIVE SECURITY INFORMATION THAT IS CONTROLLED UNDER THE PROVOISONS 0F 49 CFR PART 1520. NO PART OF THIS DOCUMENT MAY BE RELASED OR REPRODUCED WITHOUT THE WRITTEN PERMISSION OF THE UNDER SECREATARY OF TRANSPORTATION FOR SECURITY, WASHINGTON, DC 20590 AND THE EXPRESSED WRITTEN CONSENT OF THE PORT OF OAKLAND, OAKLAND CALIFORNIA 94607. UNAUTHORIZED RELEASE MAY RESULT IN CIVIL PENALTY OR ACTION

Tony DeStefano - Director Integrated Security Sales, Tony is responsible for Security Integration and Service programs for large projects. Tony has more than 25 years of industry experience including sales, operations, and P&L management. Tony has a proven rack record of working on large projects including Boston Logan Airport, San Juan Airport, New York City Ports (PSIM), Washington Metropolitan Area Transit Authority (PSIM), Delaware River Port Authority, National Institute of Health and NAVSEA. Tony is a member of ASIS and SIA. LK Wong – Director Software Integration, LK is an experienced software engineer with an excellent record of over 15 years of experience in design and coding of integrated security management system for multiple international mission critical facilities. His extensive experience with leading technologies, as well as broad knowledge in programming, networking and interface driver coding, make him ideally suited for his current role. LK also is certified with Cisco equipment and networks (CCNA). LK’s project experience includes Boston Logan Airport, San Juan Airport, New York City Ports (PSIM), Washington Metropolitan Area Transit Authority (PSIM), Riker Island Prison, and Delaware River Port Authority. TSG Team: Daniel M. O’Neill - Senior Vice President, Dan is a former Army Ranger and MBA from Harvard University. Dan has 20+ years security consulting and operating experience and his Emergency Preparedness Expertise includes Plans, Policies and Procedure development and implementation. Recent Projects Include  Empire State Building – Risk Assessment, SOC Design, ESS Design, Emergency Response Planning  Boston University Medical Center – BSL IV Risk Assessment and Construction Planning  Massachusetts Port Authority – On-call Security Consulting, COOP, System Design and Counterterrorism Training  Massachusetts Department of Higher Education – Campus Violence Prevention and Response Best Practices Report  Massachusetts Institute of Technology – Electronic Security System Review, Alarm Response Study, Security System Design, Policy and Procedure Development, Emergency Response Planning  LIM College New York – Emergency Response Planning  Harvard Business School – Emergency Response Planning, Security Master Planning, Security Operations Center Design  Harvard Medical School – Security Operations Center Design, Electronic Security System Design, Occupancy Assurance Study  Nuclear Regulatory Commission – Security System Design  Co-author of The Handbook for Campus Threat Assessment and Management Teams, TSG 2008  Co-author of Security Design for Sustainable Buildings and Campuses, TSG 2009 Nader S. Sayegh, PSP - Director, Security Programs – Nader has twenty-five years of security & IT system project management, design and installation experience. Systems included video analytics, physical security information management system (PSIMS), access control (ACS), video management systems (VMS), perimeter intrusion detection systems (PIDS),
WARNING: THIS DOCUMENT CONTAINS SENSITIVE SECURITY INFORMATION THAT IS CONTROLLED UNDER THE PROVOISONS 0F 49 CFR PART 1520. NO PART OF THIS DOCUMENT MAY BE RELASED OR REPRODUCED WITHOUT THE WRITTEN PERMISSION OF THE UNDER SECREATARY OF TRANSPORTATION FOR SECURITY, WASHINGTON, DC 20590 AND THE EXPRESSED WRITTEN CONSENT OF THE PORT OF OAKLAND, OAKLAND CALIFORNIA 94607. UNAUTHORIZED RELEASE MAY RESULT IN CIVIL PENALTY OR ACTION

security operation centers (SOC), specialty vehicle gates and intrusion detection systems. Nader has coordinated security designs with diverse group of governmental officials in the US and foreign countries (CBP, TSA, sheriff, FEMA, CID, Police, MOI, Immigration). Recent Projects  Maryland Port Administration (MPA)- Security for Truck Entrance Gate Facility (VMS, ACS, PIDS)  Port of San Diego- Design of Port wide CCTV surveillance & Intrusion detection (VMS, PIDS)  Port of Tampa, Security Design for Pendola Point Vehicle Gate Complex (VMS & ACS)  Port Everglades- Port Wide Security Master Planning & Design (VMS, ACS, & video analytics)  Hartsfield‐Jackson Atlanta International Airport (ATL) – Airport Wide Access Control System Upgrade (design & build)  Abu Dhabi Airports Company (UAE)- Al Ain International Airport- Planning & Design of site wide security system (ACS, VMS, PIDS & SOC)  Kuala Lumpur International Airport (KLIA) greenfield- Complete Integrated Security Systems Design and Construction Management (VMS, ACS, PIDS, Screening & SOC design)  New Doha International Airport – Operation centers facility design (SOC)  Fort Lauderdale International Airport, Communication Center design and systems upgrade (SOC)  San Diego International Airport – Design of airport wide security Technology Enhancements Program  2004 Greek Olympics – 9 Seaports, site wide Security design and build (ACS, VMS, & SOC design) Thomas Newton - Director of Consulting Services – Tom earned his BA in Criminal Justice from Northeastern University and is former Military Police Sergeant that served in Operation Enduring Freedom. He is certified in various Security systems, including Software House CCURE, GE Security Picture Perfect, Siemens Apogee, Johnson Controls, Stanley Healthcare HUGS infant abduction System, GE Fanuc PPCL controllers, ObjectVideo Video Analytics. Recent Projects  Logan International Airport – Security System Design, COOP, Emergency Response Planning and Counterterrorism Training  Boston University Medical Center – BSL IV Risk Assessment and Construction Planning  Georgia State University – BSL4 Risk Assessment and Security System Design  Empire State Building – Risk Assessment, SOC Design, ESS Design, Emergency Response Planning – integration with LMSI  Nuclear Regulatory Commission – Security System Design  Thomson Reuters – SOC Design  National Fire Protection Agency HQ – Security System Design

WARNING: THIS DOCUMENT CONTAINS SENSITIVE SECURITY INFORMATION THAT IS CONTROLLED UNDER THE PROVOISONS 0F 49 CFR PART 1520. NO PART OF THIS DOCUMENT MAY BE RELASED OR REPRODUCED WITHOUT THE WRITTEN PERMISSION OF THE UNDER SECREATARY OF TRANSPORTATION FOR SECURITY, WASHINGTON, DC 20590 AND THE EXPRESSED WRITTEN CONSENT OF THE PORT OF OAKLAND, OAKLAND CALIFORNIA 94607. UNAUTHORIZED RELEASE MAY RESULT IN CIVIL PENALTY OR ACTION

Amanda M. Botelho - Senior Security Consultant – Amanda is Responsible for assessment, development and implementation of policies, procedures, and plans on a variety of security related projects; facilitate project progression between Project Team and clientele. Amanda was previously a Policy and Research Analyst at the Massachusetts Executive Office of Public Safety and Security. Responsible for conducting homeland security and policy analysis for the Governor’s Homeland Security Advisor; preparing policy recommendations and implementation plans; evaluation and assessment of state and local security efforts; and managing communication between federal, state, and local stakeholders.

   
Recent Projects  Tufts University - Hazard and Vulnerability Assessment and Risk Analysis  Tufts University - Video Security Policy Development  Harvard Business School - Global Emergency Preparedness Table Top Exercise  MIT - Residence Halls Policy and Procedures Development and Implementation  Quincy College – Security Assessment and Implementation

VidSys Team - The same VidSys team that delivered Phase 1: Adam J. Joseph - 20+ years of experience in the development and execution of new and existing business in the areas of: Command, Control, Communications, and Computers – systems, software, and network engineering, IT Enterprise infrastructure planning and architecture development, Integrated Security Information Management Systems utilizing best practices within public and private sectors. MBA, Technology Management, National University, San Diego, CA, ( PMP Training 2008-09 ) Chris Bledsoe, PMP – Project Manager - Industry experience consulting to Civilian, DOD, Homeland Security, Airports, Seaports, Retail, Transportation, Recycling, others. Successfully delivered Phase 1 of the DAC. Ted Kim - Mr. Kim has extensive experience in project management, system design, implementation, integration, technical support, training, application testing and commissioning for highly complex video distribution, management, integration, and communication systems including Physical Security Information Management (PSIM), command and control, dispatch, operation center, security, surveillance, communications and audiovisual solutions.

WARNING: THIS DOCUMENT CONTAINS SENSITIVE SECURITY INFORMATION THAT IS CONTROLLED UNDER THE PROVOISONS 0F 49 CFR PART 1520. NO PART OF THIS DOCUMENT MAY BE RELASED OR REPRODUCED WITHOUT THE WRITTEN PERMISSION OF THE UNDER SECREATARY OF TRANSPORTATION FOR SECURITY, WASHINGTON, DC 20590 AND THE EXPRESSED WRITTEN CONSENT OF THE PORT OF OAKLAND, OAKLAND CALIFORNIA 94607. UNAUTHORIZED RELEASE MAY RESULT IN CIVIL PENALTY OR ACTION

Project Sub Consultants – Firms
Given the expected long-term relationship between the City and Schneider Electric, it was important that we selected the right sub contractors and left critical elements of work for self performance. TSG has over a decade of experience providing security related services and solutions to a wide range of industries. Working with facility security personnel, first responders and local military, we have delivered our digital mapping and visualization technology for over 550 million square feet, and hundreds of critical sites, across the nation and abroad greatly enhancing situational awareness for security personnel. Our Risk Management and Security Engineering experience is similarly widespread, providing high quality services since 1997 to Government and Corporate clients worldwide. With experience in all disciplines from risk and vulnerability assessments to security engineering and design, our personnel are some of the most respected Subject Matter Experts (SME) in the field. As well as the many services provided to our valued clients, we are the published author of handbooks for security. Evolving from our decade of experience, and in keeping with our goal of continuous innovation, our technical staff has a wealth of experience in Geospatial Information Systems, Information Technology (IT), software development, and a host of other technical capabilities vital to operating in today’s high technology environment. VidSys provides a transformational Physical Security Information Management (PSIM) software platform used to run operations centers for public sector agencies and leading enterprise organizations globally. VidSys pioneered PSIM applications. Our award-winning VidSys PSIM platform continuously fuses and instantly correlates vast amounts of data gathered from any number or virtually any type, brand or generation of physical security system or sensor, as well as from networked management applications. The result is actionable intelligence that empowers decision-makers from a single organization or multiple entities – however geographically dispersed – to collaborate in real time. By leveraging mobile devices, the software also provides instant situational awareness and mission-critical intelligence to first responders, senior executives or other authorized parties. Founded in 2005, VidSys is headquartered in Vienna, Virginia with additional offices in Marlborough,
WARNING: THIS DOCUMENT CONTAINS SENSITIVE SECURITY INFORMATION THAT IS CONTROLLED UNDER THE PROVOISONS 0F 49 CFR PART 1520. NO PART OF THIS DOCUMENT MAY BE RELASED OR REPRODUCED WITHOUT THE WRITTEN PERMISSION OF THE UNDER SECREATARY OF TRANSPORTATION FOR SECURITY, WASHINGTON, DC 20590 AND THE EXPRESSED WRITTEN CONSENT OF THE PORT OF OAKLAND, OAKLAND CALIFORNIA 94607. UNAUTHORIZED RELEASE MAY RESULT IN CIVIL PENALTY OR ACTION

Massachusetts, the United Kingdom, the Middle East and Brazil.

Synoptek and its predecessors have been providing information systems consulting and IT management services services for over 23 years. In 2005, three complementary consulting and IT management firms merged to form a new company designed to provide full life-cycle services to small- and medium-size companies in southern California. The combined organization was renamed Synoptek—The Synergy of Operations and Technology. The principals of the organization believed there was an opportunity in the market to provide enterprise quality services to operations and technology intensive companies. By combining their capabilities in IT Strategy and Planning, Project Management and Implementation, and IT Operations, they believed they could provide a performance delivery solution to better serve public and private organizations.

Incorporated in 1970, Kimley-Horn is one of the country's premier design consulting firms. KimleyHorn has many disciplines but only one expertise: making their clients successful. Their engineers, planners, and environmental scientists work within your vision and your organization, using collaboration, experience, and innovation to achieve your goals. Kimley-Horn is a current consultant to the City and Port. Their in-depth knowledge of the communications infrastructure, and participation in future planning, makes them a critical SME for Phase 2 and beyond.

NSG is currently a Port sub consultant and a partner of Schneider Electric’s in a mini-project to integrate the Port’s GIS platform with the Port’s video management system. NSG is Schneider’s SME when it comes to City ESRI system integration and all things mapping. We expect they will be an important part of the development beyond Phase 2.

WARNING: THIS DOCUMENT CONTAINS SENSITIVE SECURITY INFORMATION THAT IS CONTROLLED UNDER THE PROVOISONS 0F 49 CFR PART 1520. NO PART OF THIS DOCUMENT MAY BE RELASED OR REPRODUCED WITHOUT THE WRITTEN PERMISSION OF THE UNDER SECREATARY OF TRANSPORTATION FOR SECURITY, WASHINGTON, DC 20590 AND THE EXPRESSED WRITTEN CONSENT OF THE PORT OF OAKLAND, OAKLAND CALIFORNIA 94607. UNAUTHORIZED RELEASE MAY RESULT IN CIVIL PENALTY OR ACTION

Project Team References - TSG
PORT OF OAKLAND TSG Solutions performed digital mapping services for the Port of Oakland for the Port’s headquarters building and the Port’s electrical substation. In a collaborative effort with the Port of Oakland the activity resulted in an effective and user friendly mapping system called Tactical Survey System (TSS) that could be deployed to multiple agencies in the field. The TSG digital mapping project for the Port of Oakland included spherical imagery of the interior and exterior spaces of the headquarters building and electrical substation facilities, along with hundreds of data points embedded within the spherical imagery. This data, along with a vast array of other datasets make up for a system that can be used for a variety of applications including facility familiarization, security operations and mutual aid. This same digital mapping software is also deployed at California Ports of Redwood City, Humboldt Bay and Hueneme. CITY OF HOBBS, NM TSG Solutions developed a conceptual design for the City of Hobbs, New Mexico’s Citywide Surveillance and Command Center Consolidation project. This included an evaluation of all city locations and community partners that will participate in the project. TSG performed an existing conditions study at numerous locations throughout the city, developed a report of findings, and provided a conceptual design narrative to Hobbs that will serve as the baseline for the project. The project also includes the renovation of an existing space which will become a consolidated command center for the city encompassing all physical security alarm sensor systems as well as numerous other systems including gunshot recognition, various city databases, police/fire/ambulance dispatch, and multiple other city services. EMPIRE STATE BUILDING TSG Solutions conducted an All-Hazards Risk Assessment for the Empire State Building. This included a review and recommended updates for all plans, policies and procedures. The team then designed a new Electronic Security System including CCTV, Access Control, turnstile applications and a new Security Operations Center for the building. This included design development, 100% construction documents, bid evaluation, project management, and construction period services. TSG is currently providing Emergency Preparedness Services to include Tabletop Exercises and subsequent plan, policy and procedure updates. In a collaborative effort with multiple internal department and outside agencies TSG recently completed an active shooter tabletop exercise. MASSACHUSETTS PORT AUTHORITY TSG Solutions has worked on multiple engagements with the Massachusetts Port Authority. This includes the design of Access Control, CCTV, Intrusion Detection, and Telecommunications Systems at Logan International Airport’s Terminals, Hangar Buildings and Massachusetts State Police Barracks, and Worcester Regional Airport. In addition, TSG also provided technology research, RFP creation services, vendor evaluation, engineering, construction oversight and system testing for all systems. TSG also provided these services for Worcester Airport, which is wholly owned by Massport. As part of on-going services with Massport, TSG has developed a Continuity of Operations Plan (COOP) and prepared three emergency response exercises to measure the effectiveness of the plan. The exercises included table-top exercises as well as a partial evacuation and establishment of operations at the emergency relocation command center site.

WARNING: THIS DOCUMENT CONTAINS SENSITIVE SECURITY INFORMATION THAT IS CONTROLLED UNDER THE PROVOISONS 0F 49 CFR PART 1520. NO PART OF THIS DOCUMENT MAY BE RELASED OR REPRODUCED WITHOUT THE WRITTEN PERMISSION OF THE UNDER SECREATARY OF TRANSPORTATION FOR SECURITY, WASHINGTON, DC 20590 AND THE EXPRESSED WRITTEN CONSENT OF THE PORT OF OAKLAND, OAKLAND CALIFORNIA 94607. UNAUTHORIZED RELEASE MAY RESULT IN CIVIL PENALTY OR ACTION

Project Team References - VidSys
Not required; in use by the City currently and City specification requires expansion.

Working effectively with City staff and community groups
Schneider Electric has extensive experience in working in a multiple stakeholder environment which is typical of State and local municipal environments. As indicated in our project profiles above, the key to a successful project is developing a good open team relationship with our clients. Our goal is not to be just another vendor but become a trusted advisor. First, we identify the key stakeholders and set up needs analysis meetings to uncover key objectives, obstacles and timelines. Second, we meet again with stakeholders and co-develop a plan that will satisfy all their requirements with the goal being to make all involved part of the solution and not part of the problem. Lastly, we develop a matrix of all the stakeholders’ objectives and plans and then over communicate to all of the stakeholders how each stakeholder’s requirements correlates with other stakeholders. The objective is to for all agencies or departments to understand each other’s needs and work together to achieve each other’s objectives. Schneider Electric will utilize the resources from Aanko Technologies to help accomplish this task.

WARNING: THIS DOCUMENT CONTAINS SENSITIVE SECURITY INFORMATION THAT IS CONTROLLED UNDER THE PROVOISONS 0F 49 CFR PART 1520. NO PART OF THIS DOCUMENT MAY BE RELASED OR REPRODUCED WITHOUT THE WRITTEN PERMISSION OF THE UNDER SECREATARY OF TRANSPORTATION FOR SECURITY, WASHINGTON, DC 20590 AND THE EXPRESSED WRITTEN CONSENT OF THE PORT OF OAKLAND, OAKLAND CALIFORNIA 94607. UNAUTHORIZED RELEASE MAY RESULT IN CIVIL PENALTY OR ACTION

5. Project Approach and Organization
A. Project Management Approach
Project Approach This project is best broken into three classes of work: 1. ConOps Development 2. VidSys connections and workflow programming 3. Ongoing maintenance and support. From a high level timing outlook our schedule will roughly fall into the following:

This schedule will be flushed out by the team upon award and coordination with the City.

WARNING: THIS DOCUMENT CONTAINS SENSITIVE SECURITY INFORMATION THAT IS CONTROLLED UNDER THE PROVOISONS 0F 49 CFR PART 1520. NO PART OF THIS DOCUMENT MAY BE RELASED OR REPRODUCED WITHOUT THE WRITTEN PERMISSION OF THE UNDER SECREATARY OF TRANSPORTATION FOR SECURITY, WASHINGTON, DC 20590 AND THE EXPRESSED WRITTEN CONSENT OF THE PORT OF OAKLAND, OAKLAND CALIFORNIA 94607. UNAUTHORIZED RELEASE MAY RESULT IN CIVIL PENALTY OR ACTION

Once the system is completely operational, the Schneider Electric engineers will fully document all the field parameters. Schneider Electric will then develop a comprehensive Operational and Maintenance Manual which will include a complete system description, operational requirements and procedures, safety and maintenance protocol, As-Built drawings, bill of materials, manufacturer’s literature, commissioning documents, and any custom requirements for the system. Training Training as required in the specification document will be handled by VidSys. NOTE – Schneider will have two local VidSys certified technicians available on-hand for immediate dispatch if/as needed. These local Schneider resources are available for retraining on VidSys if/as required. Quality Control Team Schneider Electric assigns a project quality control team to every large project The team consists of the following:  Director of Operations  Controller  Local Branch Manager  Project Manager The function of the team is to ensure that the IS09001:2000 quality standards are adhered to. The team also insures the project life cycles, Schneider Electric Safety Program and key milestones are achieved and on schedule. Project quality control meetings are usually conducted on a monthly basis or as needed to assure the project is on time and cost projections are met.

C. ConOps Development
Schneider has recognized this as a critical component to a positive project outcome. As such we engaged TSG for ConOps development.

Overview
The City of Oakland and the Port of Oakland has developed a Joint Domain Awareness Center (DAC) that consolidated the existing security, safety, and emergency management systems with the purpose of improving the response to critical facilities and infrastructure for the City/Port of Oakland. As part of the consolidation, it is necessary to improve upon existing and develop new situation/action plans that will be included in the revised Concept of Operations (CONOPS) Document. *** Schneider Electric and TSG recognize that the City’s ConOps development and call for 136 ConOps could be an arbitrary starting point for ConOps development. We recognize that the City may have many SOPs already developed and many SOPs that they wish to develop. We realize that our ability to fairly estimate costs has these challenges. As such, and for the mutual benefit of the City and our team, we have included Phase 1 of the total ConOps scope in our base pricing. Following Phase 1 the combined Schneider/City team will have a good idea as to the number of existing SOPs to incorporate and the number of SOPs to be developed in teambased ConOps development exercise. Therefore Phase 1 is for a set amount of time for this exploratory task.

WARNING: THIS DOCUMENT CONTAINS SENSITIVE SECURITY INFORMATION THAT IS CONTROLLED UNDER THE PROVOISONS 0F 49 CFR PART 1520. NO PART OF THIS DOCUMENT MAY BE RELASED OR REPRODUCED WITHOUT THE WRITTEN PERMISSION OF THE UNDER SECREATARY OF TRANSPORTATION FOR SECURITY, WASHINGTON, DC 20590 AND THE EXPRESSED WRITTEN CONSENT OF THE PORT OF OAKLAND, OAKLAND CALIFORNIA 94607. UNAUTHORIZED RELEASE MAY RESULT IN CIVIL PENALTY OR ACTION

Statement of Work The scope of services for this engagement consists of the development of 136 CONOPS scenarios that will be incorporated into the existing CONOPS document. The proposed scope of work shall be conducted as follows: 1. Review Existing CONOPS 2. Meet with Stakeholders – Not in scope 3. Develop CONOPS Scenarios – Not in scope 4. Review CONOPS Draft with Stakeholders – Not in scope 5. Finalize and Review CONOPS – Not in scope 6. PSIM Coordination and Testing – Not in scope Phase 1: Review Existing CONOPS – IN SCOPE During this phase, the TSG Team will conduct a review of the existing SOPs, CONOPS and DAC plans. This will include a review of existing infrastructure, systems, agencies, departments, policies, and response protocols. We will conduct a kick-off meeting with key stakeholders of the DAC and other agencies, including the Oakland Police Department (OPD), Oakland Fire Department (OFD), and the Oakland Emergency Management Services Division (OEMS), to ensure the needs of the City and Port of Oakland are met. TSG will also review the existing CONOPS to determine the methodology used, type of events, response protocols, and system utilization currently in place. Based on this review, TSG will develop recommendations for enhancing the CONOPS process, methodology, information flow, communications, training, and systems utilization. This phase will begin immediately and take 4 weeks. The price is for 3 consultants to spend a combined 10 weeks of labor over the 4 week period. During this time the team will ‘divide and conquer’ to work to reach every required ConOps stakeholder and work to categorize the SOPs that they may want. The output from this work, pending reasonable cooperation from the relevant stakeholders, will be a comprehensive list of SOPs desired, required personnel to input, system to use, etc. This report will be a ‘living report’ and modified throughout the years as SOPs change and get added/deleted. Phase 2: Meet with Stakeholders – NOT IN SCOPE In Phase 2, the TSG Team will meet individually with DAC key stakeholders and other agencies, including the Oakland Police Department (OPD), Oakland Fire Department (OFD), Oakland Emergency Management Services Division (OEMS), Bay Area Rapid Transit (BART), Alameda County Transit (AC), Pacific Gas and Electric (PG&E), Public Health, and the California Highway Patrol. During these meetings, TSG will review the recommendations for enhancing the CONOPS process, methodology, information flow, communications, training, and systems utilization. TSG will take into account any recommendations made during these meetings when developing the CONOPS scenarios. Phase 3: Develop Draft CONOPS Scenarios – NOT IN SCOPE Based on information gathered, TSG will review and update the 14 existing situation and action plans. TSG will consider existing plans and procedures; DAC processes; anticipated technologies; communications protocols, systems deployed and emergency operation protocols. TSG will then develop 136 new situation and action plans based on previous risk assessments, the design basis threat and major risk categories. Risk categories will including manmade intentional, manmade unintentional, natural-meteorological, natural- geological, and naturalbiological. The new list of situations will be presented to the key stakeholders for review and
WARNING: THIS DOCUMENT CONTAINS SENSITIVE SECURITY INFORMATION THAT IS CONTROLLED UNDER THE PROVOISONS 0F 49 CFR PART 1520. NO PART OF THIS DOCUMENT MAY BE RELASED OR REPRODUCED WITHOUT THE WRITTEN PERMISSION OF THE UNDER SECREATARY OF TRANSPORTATION FOR SECURITY, WASHINGTON, DC 20590 AND THE EXPRESSED WRITTEN CONSENT OF THE PORT OF OAKLAND, OAKLAND CALIFORNIA 94607. UNAUTHORIZED RELEASE MAY RESULT IN CIVIL PENALTY OR ACTION

Exhibit 4 VIDSYS MASTER LICENCE AGREEMENT 1. LICENSE AND DELIVERY. Subject to Customer’s strict compliance with the terms and conditions of this Agreement, VidSys hereby grants to Customer (the “Licensee”) a non-exclusive, non-transferable (except as otherwise may be provided in Section 10.6 of this Agreement), non-sub licensable, nonexclusive, limited right and license to use an object code version of the Software and accompanying Documentation solely for the Licensee’s internal business purposes, subject to the terms and conditions of any Documentation, this Agreement and any applicable Attachment(s). An Affiliate of Customer may contract for Software and Services by executing an Attachment, as applicable. Each Affiliate executing an Attachments to be bound by the terms and conditions of this Agreement. In such case, the Affiliate shall be deemed to be “Customer” and a “Party” for purposes of this Agreement. 2. FEES AND PAYMENTS. 2.1. Fees. Customer shall pay all fees specified in this Agreement and – if reimbursable expenses are included in project pricing – shall reimburse VidSys at VidSys’ actual cost and without mark-up for VidSys’ actual reasonable travel expenses that are incurred as a result of VidSys’ performance hereunder. All fees are herein quoted and payable in United States dollars. 2.2. Payment. VidSys will submit an invoice for all Software licensed and/or Services rendered as set forth herein and for any Attachment, as applicable. Unless otherwise agreed in in the Agreement or an authorized Attachment, all VidSys invoices are payable no later than thirty (30) days from the date of the invoice. All fees payable under this Agreement shall be made without recoupment or set-off. 2.3. Overdue Charges, Acceleration and Collections Fees. If any fees are not received from Customer by the due date, then at VidSys’ discretion, such charges may accrue interest at the rate of 1.5 percent of the outstanding balance per month, or the maximum rate permitted by law, whichever is lower, from the date such payment was due until the date paid. If any amount owing by Customer under this Agreement is thirty (30) or more days overdue, VidSys may, without limiting VidSys’ other rights and remedies, accelerate Customer’s unpaid fee obligations so that all such obligations become immediately due and payable, and suspend provision of Services to Customer until such amounts are paid in full. Such failure to pay will constitute a material breach of this Agreement. Customer shall pay on demand all of VidSys’ reasonable attorney fees and other costs incurred by VidSys to collect any fees or charges due VidSys under this Agreement following Customer’s breach of this Section. 2.4. Payment Disputes. VidSys shall not exercise VidSys’ rights under Section 2.3 if the applicable charges are under reasonable and good-faith dispute and Customer is cooperating diligently to resolve the dispute. 2.5. Taxes. Unless otherwise stated, VidSys’ fees do not include any taxes, levies, duties or similar governmental assessments of any nature, including value-added, sales, use or withholding taxes, assessable by any local, state, provincial, federal or foreign jurisdiction (collectively, "Taxes"). Except for taxes assessable against VidSys based on VidSys’ income, Customer is responsible for paying all Taxes associated with Customer’s purchases hereunder. If VidSys has the legal obligation to collect and remit Taxes for which Customer is responsible under this paragraph, the appropriate amount shall be invoiced to and paid by Customer in accordance with Section 2.2, unless Customer provides VidSys with a valid tax exemption certificate authorized by the appropriate taxing authority. 3. PROPRIETARY RIGHTS. With respect to its performance under this Agreement, Customer hereby represents, warrants, covenants and certifies the following to VidSys: 3.1. Reservation of Rights. Subject to the limited rights expressly granted hereunder, VidSys, for itself and on behalf of its licensors, reserves all rights in the Software and all Deliverables that are not expressly granted to Customer in this Agreement. Customer acknowledges and agrees that, except as specifically set forth in this Agreement, the Software and Deliverables are licensed, not sold, by VidSys to Customer and VidSys owns all rights, title and interest in and to the Software and Deliverables, including all rights, title and interest in and to any and all improvements, modifications, derivative works and innovations of, to and/or involving the Software and/or Deliverables, even if such improvements, modifications, derivative works or innovations result from suggestions, enhancement requests, recommendations or other Feedback provided by Customer. Customer agrees not to challenge, directly or indirectly, the right, title and interest of VidSys in and to the Software or Deliverables and further agrees not to directly or indirectly, register, apply for registration or attempt to acquire any legal protection for any of the Software and/or Deliverables. 3.2. Restrictions. Except as expressly set forth in this Agreement or an applicable Attachment, Customer shall not authorize or permit any third party to: (i) permit any third party to access any Software and/or Deliverables except as permitted herein; (ii) reproduce, translate or otherwise copy, enhance, add to or modify the Software and/or Deliverables; (ii) reverse assemble, reverse engineer or decompile, disassemble, create derivative works or copy the Software and/or Deliverables; (iii) remove, alter or obscure any VidSys proprietary notice, labels or Marks on any component or portion of the Software and/or Deliverables; (iv) develop any computer Software system, subsystem or module that incorporates or otherwise uses elements of the Software; (v) use the Software to operate as a service bureau, application service provider or hosting service; in each case without the prior written authorization of VidSys, such authorization to be exercised in the sole discretion of VidSys; or (vi) access the Software and/or Deliverables in order to build a competitive product or service or to copy any features, functions or graphics of the Software and/or Deliverables.
WARNING: THIS DOCUMENT CONTAINS SENSITIVE SECURITY INFORMATION THAT IS CONTROLLED UNDER THE PROVOISONS 0F 49 CFR PART 1520. NO PART OF THIS DOCUMENT MAY BE RELASED OR REPRODUCED WITHOUT THE WRITTEN PERMISSION OF THE UNDER SECREATARY OF TRANSPORTATION FOR SECURITY, WASHINGTON, DC 20590 AND THE EXPRESSED WRITTEN CONSENT OF THE PORT OF OAKLAND, OAKLAND CALIFORNIA 94607. UNAUTHORIZED RELEASE MAY RESULT IN CIVIL PENALTY OR ACTION

Ownership of VidSys Marks. All trade names, trademarks, patent rights, service marks, logos, domain names, business names, product names, slogans or other words or symbols identifying the programs, products or Company’s business, including but not limited to the names VidSys™ or VidShield™ or RiskShield™ (collectively, “VidSys Marks”) shall remain the sole property of Company and Customer shall do all things necessary to protect and preserve VidSys Marks and other Company Intellectual Property Rights from claims by other persons or entities. Customer shall not register, directly or indirectly, any trade names, trademarks service marks, logos or patents or other intellectual property that are identical to or confusingly similar to the VidSys Marks or which constitute a translation to another language. 3.4. Use of VidSys Marks. Subject to the terms and conditions of this Agreement, VidSys hereby grants to Customer a nonexclusive, revocable right and license to use the Company’s Marks and certain VidSys proprietary information or materials or data solely in connection with performing Customer’s obligations per the terms of this Agreement. VidSys Marks will be made available to Customer for the sole purpose of enabling Customer to perform its obligations under this Agreement. This license may not be sublicensed or transferred to any other party. All use of the VidSys Marks or Company’s proprietary information by Customer will be in accordance with any general usage guidelines as may be provided by VidSys to Customer from time-to-time. All goodwill that accrues from use of the VidSys Marks by Customer shall inure to the benefit of VidSys. 3.5. Infringement. Customer will immediately notify VidSys if Customer learns of any potential infringement of the VidSys Marks by its Relevant Persons. In connection with any such potential infringement the VidSys Marks, Customer will: (i) provide Company at Company’s cost with assistance that Company may reasonably request; and (ii) not take steps on its own without Company’s prior approval to remedy the infringement situation. 3.6. Proprietary Rights Notices. Customer’s materials related to the Products and/or Services, including marketing materials, shall include appropriate copyright, trademark and other proprietary rights notices of VidSys. Customer shall not cause or permit the deletion, alteration or covering – physically or electronically – of any proprietary rights notices placed by VidSys on or in the Products, Services or any materials provided by VidSys. 3.7. Publicity. Customer may not use Company’s name or logo in any manner without Company’s prior, written consent, and may not list Company as a reference or publicize Company as a partner of Customer in any of its promotional materials, news releases, advertisement or without Company’s prior written consent in each instance of publication. 3.8. U.S. Government End Use Provisions. The VidSys Products, Documentation and Services are “commercial items,” as that term is defined in 48 C.F.R. 2.101, consisting, in part, of “commercial computer Software” and “commercial computer Software Documentation,” as such terms are used in 48 C.F.R. 12.212. Consistent with 48 C.F.R. 227-7202-1 through 227.7202-4, all U.S. government End-Users shall have no greater rights with respect to such Products, Documentation and Services than those established in the license provided herein and distributed with the Products. 4. CONFIDENTIALITY. With respect to its performance under this Agreement, Customer hereby represents, warrants, covenants and certifies the following to VidSys: 4.1. Protection of Confidential Information. VidSys and Customer each agree not to use any Confidential Information disclosed to it by the other Party for its own use or for any purpose other than to exercise the rights granted under this Agreement. Neither Party shall disclose or permit disclosure of any Confidential Information of the other Party to third parties or to employees of the Party receiving Confidential Information, other than to directors, officers, employees, consultants and agents who: (i) are required to have the information in order to perform obligations hereunder; and (ii) have been advised of, and have agreed in writing to treat such information in accordance with, the terms of this Agreement. Each Party agrees that it shall take all reasonable measures to protect the secrecy of, and avoid disclosure or use of, Confidential Information of the other Party in order to prevent it from falling into the public domain or the possession of persons other than those persons authorized under this Agreement to have any such information. Such measures shall include, but not be limited to, the highest degree of care that the receiving Party utilizes to protect its own Confidential Information, and such measures shall, in any event, include no less than reasonable care. Each Party agrees to notify the other in writing of any actual or suspected misuse, misappropriation or unauthorized disclosure of the other Party’s Confidential Information that may come to the receiving Party’s attention. Each Party agrees, at the other Party’s request and reasonable expense, to provide reasonable assistance and cooperation to the other Party and its designees, and to give testimony and execute documents and to take such further acts reasonably requested by the other to acquire, transfer, maintain, perfect and enforce the other Party’s Intellectual Property Rights as described in this Agreement. 4.2. Retention of Confidential Information. The original and all copies of Confidential Information disclosed or provided by one Party to the other in connection with the Agreement remain the exclusive property of the disclosing Party. The receiving Party shall deliver all such data or printed materials to VidSys within one (1) month of the termination or expiration of this Agreement or, at the disclosing Party’s sole discretion, thoroughly destroy such data or printed material with at least such degree of care: (i) that is reasonable; or (ii) equal to how the receiving Party disposes of its own confidential material, whichever standard is higher. During and after this Agreement, each Party will assist the other in every reasonable way, at the other Party’s expense, to
WARNING: THIS DOCUMENT CONTAINS SENSITIVE SECURITY INFORMATION THAT IS CONTROLLED UNDER THE PROVOISONS 0F 49 CFR PART 1520. NO PART OF THIS DOCUMENT MAY BE RELASED OR REPRODUCED WITHOUT THE WRITTEN PERMISSION OF THE UNDER SECREATARY OF TRANSPORTATION FOR SECURITY, WASHINGTON, DC 20590 AND THE EXPRESSED WRITTEN CONSENT OF THE PORT OF OAKLAND, OAKLAND CALIFORNIA 94607. UNAUTHORIZED RELEASE MAY RESULT IN CIVIL PENALTY OR ACTION

3.3.

4.3.

4.4.

4.5.

4.6.

4.7.

4.8.

4.9.

assign, secure, perfect, register, maintain and defend for the other Party’s benefit all copyrights, patent rights, mask work rights, moral rights, trade secret rights and other statutory protections or proprietary rights in and to the other Party’s work products. Ownership of Products and Services. Customer understands and agrees that the Products and other materials provided to it under this Agreement are licensed, not sold. Customer agrees that the Products and all other VidSys proprietary materials, VidSys Confidential Information and Deliverables of VidSys hereunder, and all versions and derivatives thereof – exclusive of proprietary materials of Customer and its licensors that are independently created or developed – are and at all times and shall remain the sole and exclusive property of VidSys, including all worldwide Intellectual Property Rights related thereto. Customer agrees that it and Licensee, not any third party, shall obtain any express or implied rights in or to any part of any of the Company’s Confidential Information or Intellectual Property other than as expressly stated in this Agreement. All rights not granted are reserved by VidSys. Exceptions. Notwithstanding the above, neither Party shall have liability to the other with regard to any Confidential Information that the receiving Party can prove: (i) was in the public domain at the time it was disclosed or has entered the public domain through no fault of the receiving Party or any party to whom the receiving Party has disclosed such Confidential Information; (ii) was known to the receiving Party, without restriction, at the time of disclosure, as demonstrated by files in existence at the time of disclosure; (iii) is rightfully communicated to the receiving Party by persons not bound by confidentiality obligations with respect thereto; (iv) is disclosed by the receiving Party with the prior written approval of the other Party; and (v) is disclosed pursuant to the order or requirement of a court, administrative agency or other governmental body based on a law or regulation; provided, however, that the receiving Party shall provide prompt notice of such order or requirement to the disclosing Party to enable the disclosing Party to seek a protective order or otherwise prevent or restrict such disclosure. VidSys Development Work for Customer. Under this Agreement, VidSys will not perform any development work (e.g., writing of computer code) for Customer. Should Customer require any development work for a particular engagement, the Parties agree that the additional terms and conditions necessary to govern the development activity will be specified in a statement of work that must be accepted by both Parties in writing. If development work is conducted under this Agreement and the Parties have not agreed to such additional terms and conditions, then VidSys shall own all products of the development work including code, copyrightable materials and inventions, whether made by VidSys personnel solely or jointly with Customer. If such products of the development work are not works made for hire by operation of law, then Customer hereby assigns all rights, title and interest, including copyright, to VidSys in such products of the development work and shall assign all rights in such inventions (including any patents issuing thereon) to VidSys. Customer is required to obtain the necessary Documentation or releases to protect VidSys’s rights as set forth in this paragraph. Data Protection. To the extent applicable to the performance of their respective obligations under this Agreement or for End Users, the Parties shall comply with applicable Laws regarding data protection and privacy protections. The Parties shall reasonably cooperate with one another to ensure such compliance, including, by providing mutually acceptable certifications. Feedback. From time-to-time, each Party may request that the other provide Feedback or professional discussions and consultation regarding Products, Services and Integrated Solutions. Each Party will provide the other with such Feedback, if any, as it deems appropriate. Each Party may use, without restriction or obligation of any kind, any Feedback it receives from the other Party, and each Party grants the other a nonexclusive, royalty-free right to use Feedback solely for the purpose of developing, modifying or enhancing its products or services. All Feedback is provided on an “as-is” basis, without warranty of any kind. Customer understands that VidSys does not approve or certify third party products or services. Customer will not represent that any solutions or services, including those with respect to which Company has provided Feedback, have been so approved or certified. Independent Development. Notwithstanding anything to the contrary in this Agreement, the terms of this Agreement are not intended to limit Company’s right independently to develop, acquire or distribute products, provide services or give Feedback to third parties without use of the Customer’s Confidential Information in violation of this Agreement. Furthermore, VidSys will be free to use for any purpose the Residuals resulting from exposure to Customer’s Confidential Information (including ideas, concepts, knowhow and techniques contained therein). VidSys will have no obligation to pay royalties or license fees with respect to its use of Residuals or restrict the assignment of its personnel who have been exposed to the Customer’s Confidential Information. Compelled Disclosures. If Customer or any of its Relevant Persons (i.e., its employees, directors, agents, consultants and affiliates) receives a request to disclose any part of the Confidential Information under the terms of a subpoena or a valid order by a court or other governmental body with the power to compel compliance with its request or as otherwise required by law, Customer shall: (i) notify VidSys promptly of the existence, terms and circumstances surrounding the request; (ii) consult with VidSys on the advisability of taking legally available steps to resist or narrow such requests; and (iii) if disclosure of such Confidential Information is required to prevent Customer from being held in contempt or subject to other penalty, (a) furnish only such portion of the Confidential Information as, in the opinion of counsel reasonably acceptable to VidSys, Customer is legally compelled to disclose and consult with VidSys as to such

WARNING: THIS DOCUMENT CONTAINS SENSITIVE SECURITY INFORMATION THAT IS CONTROLLED UNDER THE PROVOISONS 0F 49 CFR PART 1520. NO PART OF THIS DOCUMENT MAY BE RELASED OR REPRODUCED WITHOUT THE WRITTEN PERMISSION OF THE UNDER SECREATARY OF TRANSPORTATION FOR SECURITY, WASHINGTON, DC 20590 AND THE EXPRESSED WRITTEN CONSENT OF THE PORT OF OAKLAND, OAKLAND CALIFORNIA 94607. UNAUTHORIZED RELEASE MAY RESULT IN CIVIL PENALTY OR ACTION

LIMITATION OF LIABILITY. Except for damages arising from a breach of Sections 2 and 6, neither Party will be liable (whether in contract, warranty, tort – including negligence, product liability or other theory) to the other Party or any other Person or entity for indirect, special consequential, punitive or exemplary damages (including damages for loss of profit, business or data) arising out of this Agreement. The aggregate liability of VidSys and its affiliates arising out of or relating to this Agreement, whether in contract, warranty, tort (including negligence) or otherwise, will not exceed the fees paid by Customer to VidSys for the Software and/or Services to which the Customer’s claim relates. 8. TERM AND TERMINATION. 8.1. Termination for Cause. A Party may terminate this Agreement for cause: (i) upon 30 days written notice to the other Party of a material breach if such breach remains uncured at the expiration of such period; or (ii) if the other Party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, receivership, liquidation or assignment for the benefit of creditors. 8.2. Effect of Termination. Termination of this Agreement shall not release the Parties from: (i) any liability which, at the time of termination, has already accrued or which thereafter may accrue with respect to any act or omission before termination; or (ii) any obligation that is expressly stated in this Agreement to survive termination. Upon any termination of this Agreement, each Party will: (i) immediately discontinue all access to and use of the other Party’s Confidential Information; (ii) delete the other Party’s Confidential Information from its computer storage or any other media, including online and off-line libraries; (iii) return to the other Party or, at the other Party’s option, destroy, all copies of such other Party’s Confidential Information then in its possession; and (iv) promptly pay all amounts due and remaining payable hereunder. Termination of this Agreement, regardless of cause or nature, shall be without prejudice to any other rights or remedies of the Parties and shall be without liability for any loss or damage occasioned thereby. 8.3. Surviving Provisions. Sections 2, 3, 4, 7, 8.2, 8.3, 9 and 10 shall survive any termination or expiration of this Agreement. 9. NOTICES, GOVERNING LAW AND JURISDICTION. 9.1. Notices. Any notice required or permitted by this Agreement shall be in writing and shall be delivered as follows, with notice deemed given as indicated by: (i) personal delivery; (ii) overnight courier, upon written verification of receipt; (iii) facsimile transmission, upon acknowledgment of receipt of electronic transmission; or (iv) certified or registered mail, return receipt requested, upon verification of receipt. Notices shall be sent to the addresses provided above, and any notices sent to VidSys shall be sent to the attention of “VidSys Chief Financial Officer.” Either Party may designate a different address or addressee by providing written notice to the other Party. 9.2. Governing Law and Jurisdiction. This Agreement shall be governed in all respects by the Laws of the United States of America and by the Laws of the Commonwealth of Virginia, as such Laws are applied to agreements entered into and to be performed entirely within Virginia between Virginia residents. Each of the Parties irrevocably consents and submits to the exclusive personal jurisdiction of the state and federal courts located in the Commonwealth of Virginia for any matter arising out of or relating to this Agreement, except that in actions seeking to enforce any order or any judgment of such federal or state courts located in Virginia, such personal jurisdiction shall be nonexclusive. Both Parties waive any right to assert the doctrine of forum non convenience or otherwise object to the jurisdiction or venue of such courts. The Parties also agree to waive and opt-out of any application of the Uniform Computer Information Transactions Act or any version thereof, adopted by the Commonwealth of Virginia or any other state in any form. Application of the United Nations Convention of Contracts for the International Sale of Goods is expressly excluded. 9.3. Waiver of Jury Trial. Each Party hereby waives any right to jury trial in connection with any action or litigation in any way arising out of or related to this Agreement. 10. GENERAL. 10.1. Audit. Customer agrees to maintain complete and accurate records in accordance with generally accepted accounting principles with respect to matters necessary to ensure Customer’s compliance with this Agreement. VidSys will have the right, at its own expense and upon reasonable prior notice, periodically to inspect and audit the records of Customer with respect to matters covered by this Agreement. If such inspection and audit reveals that Customer has underpaid VidSys with respect to any amounts due and payable during the period to which such inspection and audit relate, Customer shall promptly pay such amounts as are necessary to rectify such underpayment, together with interest in accordance with this Section 10.1. Such inspection and audit rights shall extend throughout the term of this Agreement and for a period of 3 years thereafter. 10.2. Relationship of the Parties. Each Party attests that it is: (i) a commercial entity, duly registered, validly existing and in good standing under the Laws of the country in which it was formed and is doing business; (ii) has the power and requisite authority to execute, deliver and perform this Agreement. The Parties will perform hereunder as independent contractors. Nothing contained in this Agreement shall be deemed to create any association, partnership, joint venture or relationship of principal and agent or master and servant between the Parties.
WARNING: THIS DOCUMENT CONTAINS SENSITIVE SECURITY INFORMATION THAT IS CONTROLLED UNDER THE PROVOISONS 0F 49 CFR PART 1520. NO PART OF THIS DOCUMENT MAY BE RELASED OR REPRODUCED WITHOUT THE WRITTEN PERMISSION OF THE UNDER SECREATARY OF TRANSPORTATION FOR SECURITY, WASHINGTON, DC 20590 AND THE EXPRESSED WRITTEN CONSENT OF THE PORT OF OAKLAND, OAKLAND CALIFORNIA 94607. UNAUTHORIZED RELEASE MAY RESULT IN CIVIL PENALTY OR ACTION

7.

No-Hire. Customer agrees not to solicit actively and/or hire any employees or contractors of VidSys who have directly or indirectly been involved in the provision of Services under this Agreement without the prior written consent of VidSys. Customer’s obligations under this Section 10.3shall continue for a period of one (1) year after termination of this Agreement, without regard to conflict of law principles. 10.4. No Third-Party Beneficiaries. There are no third-party beneficiaries to this Agreement, and the Parties acknowledge that this Agreement is intended solely for the benefit of the Parties, their successors and permitted assigns, and nothing herein, whether express or implied, shall confer upon any person or entity, other than the Parties, their permitted successors and assigns, any legal or equitable right whatsoever to enforce any provision of this Agreement. 10.5. Force Majeure. VidSys shall be excused from performance of its obligations under this Agreement if such a failure to perform results from compliance with any requirement of applicable law, acts of God, fire, strike, embargo, terrorist attack, war, insurrection or riot or other causes beyond the reasonable control of VidSys. Any delay resulting from any of such causes shall extend performance accordingly or excuse performance, in whole or in part, as may be reasonable under the circumstances. 10.6. Waiver, Cumulative Remedies and Severability. No failure or delay by either Party in exercising any right under this Agreement shall constitute a waiver of that right. Other than as expressly stated herein, the remedies provided herein are in addition to, and not exclusive of, any other remedies of a Party at law or in equity. If any provision of this Agreement is held by a court of competent jurisdiction to be contrary to law, the provision shall be modified by the court and interpreted so as best to accomplish the objectives of the original provision to the fullest extent permitted by law, and the remaining provisions of this Agreement shall remain in effect. 10.7. Assignment. Neither Party will have the right to assign this Agreement without the written consent of the other Party; provided, however, that VidSys will have the right to assign this Agreement to an Affiliate of VidSys or pursuant to a merger, consolidation, reorganization or sale of all or substantially all of the assets of the business to which this Agreement relates. Any assignment in violation of the foregoing provision shall be void and of no effect, and a Party’s sole remedy for any purported assignment by the other Party in breach of this paragraph shall be, at the non-assigning Party’s election, termination of this Agreement upon written notice to the assigning Party. Subject to the foregoing, this Agreement shall bind and inure to the benefit of the Parties, their respective successors and permitted assigns. 10.8. Export Exclusion and Compliance with Relevant Laws. Customer hereby represents, warrants, covenants and certifies: (i) that the VidSys Software will not be exported, shared, deployed, used or otherwise accessed in any way outside of the United States of America; and (ii) that Customer will comply with relevant Laws, including Anti-Bribery Laws and Export Controls as defined by this Agreement. 10.9. Headings and Contract Interpretation. The captions to the Sections of this Agreement are not a part of this Agreement but are merely guides or labels to assist in locating and reading the Sections hereof. The terms “this Agreement,” “herein,” “hereof,” “hereunder” and similar expressions refer to this Agreement and not to any particular section or other portion hereof. Except as expressly provided otherwise, references herein to “days” are to calendar days. Any use of the term “including” in this Agreement shall be construed as if followed by the phrase “without limitation.” 10.10.Entire Agreement and Counterparts. This Agreement, including all Attachments, constitutes the entire agreement between the Parties and supersedes all prior and contemporaneous agreements, proposals or representations, written or oral, concerning its subject matter. No modification, Attachment, amendment or waiver of any provision of this Agreement shall be effective unless in writing and signed by an authorized representative of each Party. However, unless otherwise expressly agreed in writing, if the terms of this Agreement conflict with the terms of any modification, Attachment, amendment or waiver of any provision, the terms of the Agreement will prevail. Notwithstanding any language to the contrary therein, no terms or conditions stated in Customer’s purchase order or other order Documentation shall be incorporated into or form any part of this Agreement, and all such terms or conditions shall be null and void. This Agreement may be executed in any number of counterparts, each of which when so executed shall be deemed to be an original and all of which when taken together shall constitute one Agreement.

10.3.

 

WARNING: THIS DOCUMENT CONTAINS SENSITIVE SECURITY INFORMATION THAT IS CONTROLLED UNDER THE PROVOISONS 0F 49 CFR PART 1520. NO PART OF THIS DOCUMENT MAY BE RELASED OR REPRODUCED WITHOUT THE WRITTEN PERMISSION OF THE UNDER SECREATARY OF TRANSPORTATION FOR SECURITY, WASHINGTON, DC 20590 AND THE EXPRESSED WRITTEN CONSENT OF THE PORT OF OAKLAND, OAKLAND CALIFORNIA 94607. UNAUTHORIZED RELEASE MAY RESULT IN CIVIL PENALTY OR ACTION

Service
Ongoing maintenance is critical to the City’s investment. To achieve this Schneider Electric includes 2 years of service with this proposal. Specifically we are including and recommending post installation support as follows: A. One day per month for our technician to fire up the DAC and test each system and control component. B. Up to One day per month (8 hours) of time allotted to be in the DAC when it is stood up. These hours can be used at any time at the City’s discretion. They can also be used to work with subsystem vendors to ensure the systems are compatible. Essentially this is a bucket of hours to ensure proper operation of the system for two years post installation. C. Included is two years of Software Maintenance Agreements from. VidSys will maintain connections to the newest versions of integrated subsystems during this period.

WARNING: THIS DOCUMENT CONTAINS SENSITIVE SECURITY INFORMATION THAT IS CONTROLLED UNDER THE PROVOISONS 0F 49 CFR PART 1520. NO PART OF THIS DOCUMENT MAY BE RELASED OR REPRODUCED WITHOUT THE WRITTEN PERMISSION OF THE UNDER SECREATARY OF TRANSPORTATION FOR SECURITY, WASHINGTON, DC 20590 AND THE EXPRESSED WRITTEN CONSENT OF THE PORT OF OAKLAND, OAKLAND CALIFORNIA 94607. UNAUTHORIZED RELEASE MAY RESULT IN CIVIL PENALTY OR ACTION

8. Appendix A Schedules
Schedule E

WARNING: THIS DOCUMENT CONTAINS SENSITIVE SECURITY INFORMATION THAT IS CONTROLLED UNDER THE PROVOISONS 0F 49 CFR PART 1520. NO PART OF THIS DOCUMENT MAY BE RELASED OR REPRODUCED WITHOUT THE WRITTEN PERMISSION OF THE UNDER SECREATARY OF TRANSPORTATION FOR SECURITY, WASHINGTON, DC 20590 AND THE EXPRESSED WRITTEN CONSENT OF THE PORT OF OAKLAND, OAKLAND CALIFORNIA 94607. UNAUTHORIZED RELEASE MAY RESULT IN CIVIL PENALTY OR ACTION

Schedule O

WARNING: THIS DOCUMENT CONTAINS SENSITIVE SECURITY INFORMATION THAT IS CONTROLLED UNDER THE PROVOISONS 0F 49 CFR PART 1520. NO PART OF THIS DOCUMENT MAY BE RELASED OR REPRODUCED WITHOUT THE WRITTEN PERMISSION OF THE UNDER SECREATARY OF TRANSPORTATION FOR SECURITY, WASHINGTON, DC 20590 AND THE EXPRESSED WRITTEN CONSENT OF THE PORT OF OAKLAND, OAKLAND CALIFORNIA 94607. UNAUTHORIZED RELEASE MAY RESULT IN CIVIL PENALTY OR ACTION

DUNS Number – Required Document Per Specification

WARNING: THIS DOCUMENT CONTAINS SENSITIVE SECURITY INFORMATION THAT IS CONTROLLED UNDER THE PROVOISONS 0F 49 CFR PART 1520. NO PART OF THIS DOCUMENT MAY BE RELASED OR REPRODUCED WITHOUT THE WRITTEN PERMISSION OF THE UNDER SECREATARY OF TRANSPORTATION FOR SECURITY, WASHINGTON, DC 20590 AND THE EXPRESSED WRITTEN CONSENT OF THE PORT OF OAKLAND, OAKLAND CALIFORNIA 94607. UNAUTHORIZED RELEASE MAY RESULT IN CIVIL PENALTY OR ACTION

Performance Bond Schneider Electric will issue a performance bond for 100% of the contract value to meet the requirements of the RFP and addenda’s. Since there is a Performance Bond Liquidated Damages do not apply Attachment A Professional Services Agreement The compressed time schedule from release of the SRFP and statutory holiday (Thanksgiving) did not give Schneider Electric attorneys sufficient time for a new review of the City of Oakland Professional Service Agreement thus we reserve the right to negotiate final terms and conditions. Note that Schneider Electric has successfully entered into a major Professional Services Agreement with the Port of Oakland and we recommend the same contract clauses be utilize for this contract Addenda Acknowledgements

Schneider Electric Acknowledges receipt and inclusion of details released in Addenda 1 as well as the RFI responses from December 6, 2013.

WARNING: THIS DOCUMENT CONTAINS SENSITIVE SECURITY INFORMATION THAT IS CONTROLLED UNDER THE PROVOISONS 0F 49 CFR PART 1520. NO PART OF THIS DOCUMENT MAY BE RELASED OR REPRODUCED WITHOUT THE WRITTEN PERMISSION OF THE UNDER SECREATARY OF TRANSPORTATION FOR SECURITY, WASHINGTON, DC 20590 AND THE EXPRESSED WRITTEN CONSENT OF THE PORT OF OAKLAND, OAKLAND CALIFORNIA 94607. UNAUTHORIZED RELEASE MAY RESULT IN CIVIL PENALTY OR ACTION