DATA EXCHANGE AGREEMENT

Transcription

1 DATA EXCHANGE AGREEMENT MOF File No: Canfor MELP File No: THIS AGREEMENT dated for reference the 29 th day of August, BETWEEN AND HER MAJESTY THE QUEEN IN RIGHT OF THE PROVINCE OF BRITISH COLUMBIA, represented by the Ministry of Forests and the Ministry of Environment, Lands and Parks. (Hereinafter referred to as the Province at the following addresses: Vanderhoof Forest District Fort St. James Forest District PO Box 190 PO Box Highway 16 E. Stones Bay Road Vanderhoof, British Columbia Fort St. James, British Columbia V0J 3A0 V0J 1P0 Tel: ( Tel: ( Prince George Forest District Geographic Data BC 2000 S. Ospika Boulevard 1 st Floor Blanshard Street Prince George, British Columbia Victoria, British Columbia V2N 4W5 V8W 3E1 Tel: ( Tel: ( CANADIAN FOREST PRODUCTS LIMITED (Hereinafter referred to as the Company at the following mailing address: Box 1890, Station A Prince George, British Columbia V2L 5E3 Tel: ( at the following street address: 5162 Northwood Pulpmill Road Prince George, British Columbia V2K 1K3-1 -

2 WHEREAS: A. The parties wish to agree on the supply and sharing of Base Mapping digital data (FC1 and Terrain Resource Information Management data (TRIM/TRIM II, and on the manner in which the Company will supply and share operational data updates to the Province to enhance and maintain the future integrity of FC1 and TRIM/TRIM II products in exchange for the Company receiving from the Province digital mapping products without cost to the Company; B. The parties wish to streamline business processes as related to mapping between industry and government. The parties intend that the benefits of this agreement to both industry and government will be reflected in the reduction of duplication and therefore cost; C. As an example, using GPS technology, the Company will capture changes to the Company's operational land base regarding cut blocks and roads. The Company will then forward this updated information to the Province in digital form so that the Province can import the information directly into its digital mapping system(s without the Province having to recapture the information. In return, the Company will receive use of the Province s digital mapping products at no cost to the Company; D. The parties wish this Agreement to be the first step in developing a framework for maintenance and perpetuating accurate and up to date mapping data for government and industry to plan and manage forestry resources; E. The Province is responsible for the production, update, and maintenance of FC1 and TRIM and the updated and enhanced TRIM II digital data; F. On the terms and conditions set forth in this Data Exchange Agreement the Company will provide the updated data to the Province in exchange for the Province providing to the Company digital map files and a license to use the same in all applications of the Company's business; and G. The Province is the designer and developer of FCI and TRIM/TRIM II data. THIS AGREEMENT witnesses that in consideration of the mutual promises set forth in this Agreement, the parties to this Agreement hereby covenant promise and agree with each other as follows: - 2 -

3 TERMS OF AGREEMENT 1. THE PRODUCTS 1.1 Products In this Agreement, "Products" means FCI and TRIM/TRIM II data products in the form of digital maps consisting of position files, representation files and attribute files described in Schedule "A". 1.2 Exchanged Data In this Agreement, "Exchanged Data" means updated mapping data that the Company has available concerning the Company's area of operations on the delivery dates specified in Schedule "C". 1.3 Grant of License The Province hereby grants to the Company a non-exclusive license (the "License" to use of the Products for operational business use. 1.4 Restrictions The License is subject to the following restrictions: (a (b The Company shall not assign the License without prior written approval from the Province; Except for public relation purposes, the Company shall not distribute, give away or sell the Products, or copies of the Products, outside of the Company s operational business use, without prior written approval from the Province. 1.5 Unauthorized Grants The Company shall not use the Products other than as provided in this Agreement, except as required by law

4 2. THE PRODUCTS OWNERSHIP AND USE 2.1 Ownership (a (b (c (d (e The Company acknowledges that the Province has and retains full right and title to the Products, the name of the Products and all copies of the Products, and the Company agrees that it shall not contest the validity of the Province s ownership. The Province retains the right to license the Products covered by this License to other participants. The Province, as owner, has exclusive copyright in the Products. The Province may register its copyright under the Copyright Act, but failure to do so does not constitute a waiver of its copyright. Nothing in this Agreement constitutes an assignment of the Province s copyright. The Company hereby grants to the Province a non-exclusive license to use the Exchanged Data, and the Company and the Province shall each have full and equal rights to use, sell, distribute or license the Exchanged Data in whatever manner each wishes. 2.2 Permitted Use This license is granted for the sole purpose of permitting the Company to use the Products in its business activity and for no other purpose whatsoever. 2.3 Restrictions on Use (a Unauthorized Use. The Company shall not use the Products except as provided in this Agreement. (b Copies The Company shall not duplicate the Products except for the following: 1. The Company may make copies for backup purposes or for business usage applications. The Company may translate the Products into other formats and/or media. These reformats shall be subject to the same restrictions as the Products under this Agreement

5 2.4 Company Covenants (a (b The Company acknowledges that the Products contain information proprietary to the Province. If any person or entity acquires the Products by, through or under the Company, the Company will use its reasonable best efforts to prevent any unauthorized use of the Products by such person or entity. 2.5 Province Covenants (a The Province acknowledges that the Exchanged Data contains information proprietary to the Company; (b If any person or entity acquires the Exchanged Data by, through or under the Province, the Province will use its reasonable best efforts to prevent any unauthorized use of the Exchanged Data by such person or entity. 3. TERM 3.1 Term The term of the License (the Term will commence upon the date of execution of this Agreement and will continue until 30 days after either party delivers to the other party a written Notice of Intention to Termination of this Agreement. 3.2 Termination This Agreement shall terminate 30 days after the date upon which either party delivers to the other a Notice of Intention to terminate this Agreement. 4. DATA EXCHANGE 4.1 Supply of Exchanged Data by the Company On the delivery dates and in the manner specified in Schedule "C" the Company will, without cost to the Province, deliver to the Province the most current version of the Exchanged Data concerning Company operations within the areas covered by the maps described in Schedule "B"

6 4.2 Delivery by the Company The Company shall deliver the updated Exchanged Data to the Province subject to the following conditions: (a On the dates described in Schedule "C" the Company shall package, ship, deliver or transmit the updated Exchanged Data in the manner described in Schedule "C". (b (c (d The Company shall not assume any liability arising out of any packaging, shipment, delivery or transmission of the Exchanged Data in accordance with this Agreement. Any carrier of the Exchanged Data shall not be considered an agent of the Company. If the Company is prevented, by any cause beyond its reasonable control, from meeting any delivery date specified for the delivery of updated Exchanged Data, such delivery date shall be postponed automatically by a period equal to the duration of such cause. 4.3 Supply of Products by the Province On the delivery dates and in the manner specified in Schedule "C" the Province will, without cost to the Company, deliver to the Company the most current version of the Products described in Schedule "B". 4.4 Delivery by the Province The Province shall deliver the products to the Company subject to the following conditions: (a On the dates described in Schedule "C" the Province shall package, ship, deliver or transmit the Products in the manner described in Schedule "C". (b (c (d The Province shall not assume any liability arising out of any packaging, shipment, delivery or transmission of the Products in accordance with this Agreement. Any carrier of the Products Data shall not be considered an agent of the Province. If the Province is prevented, by any cause beyond its reasonable control, from meeting any delivery date specified for the delivery of the Products, such delivery date shall be postponed automatically by a period equal to the duration of such cause

7 5. NO WARRANTY 5.1 Use of the Products or Exchanged Data is subject to the following: (a (b (c (d The Products or Exchanged Data are each provided as is without warranty or representation of any kind, either expressed or implied, including, but not limited to any implied warranties of merchantability or fitness for a particular purpose. Neither party will be liable for any damages, including, without limitation, incidental and consequential damages and damages for lost time, data, profits or revenue, arising out of the use of, or inability to use, the Products or Exchanged Data, even if such party has been advised of the possibility of such damages. Neither party shall make any representation or warranty on concerning the Products or the Exchanged Data on behalf of the other party, and responsibility for any such representation or warranty made is hereby disclaimed. Except as set out in this Agreement, neither party makes any representation or warranty, expressed or implied, respecting this Agreement. 6. ASSIGNMENT AND TRANSFER Except as set forth in this Agreement, neither party shall disclose, lease, sell, distribute, make, transfer or assign the Products or Exchanged Data or engage in any transaction which has the effect of transferring the right of use of any part of the Products or Exchanged Data without prior written consent of the other party. 7. MISCELLANEOUS 7.1 Applicable Law (Venue This Agreement shall be construed and interpreted under and pursuant to the laws of the Province of British Columbia

8 7.2 Invalidity If any term or provision of this Agreement or the application hereof to any person or circumstance shall to any extent be invalid or unenforceable, and that term or provision is not essential to the purposes of this Agreement such that its severance would frustrate this Agreement, the remainder of this Agreement shall not be affected thereby, and each remaining term and provision of this Agreement shall be valid and enforced as written to the fullest extent permitted by law. 7.3 Entire Agreement This Data Exchange Agreement contains the entire agreement between the parties hereto with respect to the matters covered hereby, and no other statement or promise made by any party hereto, which is not contained herein, shall be binding or valid. 7.4 Authority Each party represents and warrants to the other party that this Agreement is a legal, valid and binding obligation and is enforceable in accordance with its terms and that each party is authorized to enter into this Agreement. 7.5 No Legal Relationship No partnership, joint venture or agency shall be created between the parties by this Agreement or shall be deemed to be created by this Agreement or by any action of the parties to this Agreement. 7.6 Binding Agreement This agreement shall be binding upon the Province and its permitted assigns and upon the Company and its successors and permitted assigns. 7.7 Waiver The waiver of a breach by one party of any provision of this Agreement shall be effective only if it is in writing and signed by the other party, and the giving of such a waiver shall not be deemed to be a waiver of any subsequent breach of the same or any other provision of this Agreement. 7.8 No Amendment No amendment or modification to this Agreement shall become effective unless the same have been reduced to writing and duly executed by the parties hereto

9 The parties have executed this Agreement in the manner and on the dates set out below: SIGNED on behalf of HER MAJESTY THE QUEEN IN RIGHT OF THE PROVINCE OF BRITISH COLUMBIA by a duly authorized representative of the Ministry of Forests this day of, 2000 Vanderhoof Forest District in the presence of: Signature of Witness Signature of a Duly Authorized Representative of the Ministry of Forests Address of Witness Occupation of Witness SIGNED on behalf of HER MAJESTY THE QUEEN IN RIGHT OF THE PROVINCE OF BRITISH COLUMBIA by a duly authorized representative of the Ministry of Forests this day of, 2000 Prince George Forest District in the presence of: Signature of Witness Signature of a Duly Authorized Representative of the Ministry of Forests Address of Witness Occupation of Witness - 9 -

10 SIGNED on behalf of HER MAJESTY THE QUEEN IN RIGHT OF THE PROVINCE OF BRITISH COLUMBIA by a duly authorized representative of the Ministry of Forests this day of, 2000 Fort St. James Forest District in the presence of: Signature of Witness Signature of a Duly Authorized Representative of the Ministry of Forests Address of Witness Occupation of Witness SIGNED on behalf of HER MAJESTY THE QUEEN IN RIGHT OF THE PROVINCE OF BRITISH COLUMBIA by a duly authorized representative of the Ministry of Environment, Lands and Parks this day of, 2000 Geographic Data BC in the presence of: Signature of Witness Signature of a Duly Authorized Representative of the Ministry of Environment, Lands and Parks Address of Witness Occupation of Witness

11 SIGNED on behalf of [print Company name] by its authorized signatory this day of, 2000 in the presence of: Canadian Forest Products Limited Signature of Witness Address of Witness Per: [Signature of Authorized Signatory] Occupation of Witness

12 SCHEDULE "A" DATA PRODUCTS DIGITAL MAPS CONSISTING OF POSITION FILES, REPRESENTATION FILES AND ATTRIBUTE FILES DESCRIBED AS: 1. The digital maps, which shall be provided by the Province, are as follows: - Forest Inventory data (FC1 and FIP on NAD83 TRIM planimetric base or INCOSADA data (UTM and MDB when available graphics FC1 files supplied in Interactive Graphic Design System (IGDS format and attribute FIP files in ASCII format; or graphics FC1 files supplied as Arc/Info coverages and attribute FIP files in MS Access format; or positional UTM files supplied in IGDS format and attribute MDB files in MS Access format - TRIM/TRIM II data* supplied in Spatial Archive and Interchange Format (SAIF - TRIM II Orthophotos** supplied in TIFF and COT formats 2. The digital data to be exchanged is described as: - Forest Development Plan - Cutting Permit Applications - Road Permit Applications - ISIS Data * All TRIM vector products are available by download through LandData BC. Current formats supported by LandData BC are SAIF/ZIP, MOEP Binary Compressed, DGN (Microstation, MapInfo, and Arc Shape [basemap] / Arc Generate [DEM]. ** The Orthophotos will be subject to current distribution fees if provided by McElhanney Consulting Services Limited. Mapsheets for the above Products and Exchanged Data are listed in Schedule B

13 SCHEDULE "B" MAPSHEET INVENTORY This agreement applies to the areas covered by the following British Columbia Geographic System (BCGS mapsheets: All mapsheets within the Prince George TSA will be identified for this agreement. The Prince George TSA encompasses the Prince George, Vanderhoof and Fort St. James Forest Districts. 93F K N M020 94D F K N M030 94D F K N M D F K N M F K N M E F K N M E F K N M E F K M F K M F K A010 93G H I A G H I A G H I A H I A O001 93H I A070 93O H I A O I A I A C C001, 011, H H J P

14 Delivery dates of Exchanged Data: SCHEDULE C PROVINCE AND COMPANY DELIVERY DATES Forest Development Plan At time of submission or amendment (FDP standards will be added upon approval of provincial specifications Cutting Permit Application At time of submission, or allowing for a minimum of 2 weeks prior to date required. Save the file in the following format so it can be easily identified; Licensee Code CP CP Number.DGN e.g. Fraser Lake Sawmills CP 555 : WFCP555.dgn or Canfor CP 750 : CFCP750.dgn or TFL 30 : TFL30CP80.dgn EXAMPLES: (INCOSADA CANFOR CP 750 A12345 FLCPA12345_XBA_DCR TFL 30 CP 750 TFLCPTFL30_XBA_DCR ROAD PERMIT RPERMITR12345_XBA_DCR Note: Exhibit A s will not be processed until the block boundaries have been confirmed. This may be done before or after SP approval. Paper copies must still be submitted with the cutting permit application to verify correctness (as currently required. ISIS Data Twice per year January 31 and July 31, or as required by the Silviculture Practices Regulations of the Forest Practices Code of British Columbia Act. Save the file in the following format so it can be easily identified; Licensee Code ISIS Mapsheet Number and Opening Number.DGN e.g. Fraser Lake Sawmills 093F096 : WFSISF096.dgn or Canfor opening # 31 on 093G056: CFSISG05631.dgn Delivery dates of Products: Forest Inventory or INCOSADA Files Once per year October 1. Terrain Resource Inventory Management (TRIM Once per year October

15 SCHEDULE C Additional: Licensees may be required to also submit in addition to the final maps, the raw GPS traverse data that was used for each cutting block or road as follows: 1 Reference (base station files in proprietary or RINEX format, 2 Raw field data in RINEX or proprietary format and 3 Original corrected GPS format in IGDS NAD 83 (84 Media for delivery of Exchanged Data: CD, attachment, or FTP (File Transfer Protocol site. ftp.gdbc.gov.bc.ca/canfor/pub/incoming/ Please notify District LIM Officer and Geographic Data BC (GDBC representative by when putting information on the FTP site. Licensee Code Reference Table Licensee Licensee Code Canadian Forest Products CF Lakeland Mills LK Plateau Slocan PL West Fraser Fraser Lake Sawmills WF Small Business Forest Enterprise Program SB L & M Lumber LM The Pas Lumber Company Ltd. PS Dunkley Lumber Ltd. TFL 53/Hominka DY Carrier Lumber Ltd. CR Stella-Jones Inc. SJ Canfor TFL 30 TFL30 Chunzoolh Forest Products Ltd. CZ Weldwood of Canada Ltd. WC T.R.C. Cedar Ltd. TRC

16 APPENDIX A DATA EXCHANGE SPECIFICATIONS The following standards will be used when exchanging data between the Forest Districts and Licensees in the Prince George Timber Supply Area; For the purposes of this agreement, the Exchanged Data from Canadian Forest Products will include, but is not limited to, the following: IGDS Symbology specification for Pre and Post Harvest features Roads Specs additiontotrim DataDescription DataCapture Ty Cl Lv Lc Col Wt Trail** differentialgps 4P Cutting Permit Road** differentialgps 4P Forest Service Road** differentialgps 4P Road Permit** differentialgps 4P Recreation Trails** differentialgps 4P SUP Road** differentialgps 4P Woodlot Licence SchB CP differentialgps 4P TFL Cutting Permit differentialgps 4P INV Specs additiontotrim DataDescription DataCapture Ty Cl Lv Lc Col Wt Creek differentialgps 4P Lake differentialgps 4P Log Landing Symbolized differentialgps 2P Access structure proposed** differentialgps 4P Block Boundary harvest differentialgps 4P Reserve-WTP internal differentialgps 4P Reserve-WTP external* differentialgps 4P Internal Strata differentialgps 4P Station hubs differentialgps 4P MOF Specs Base additiontotrim DataDescription DataCapture Ty Cl Lv Lc Col Wt Beaver Dam differentialgps 4P Bridge differentialgps 4P Burn Area differentialgps 4P Burn Area Regen. differentialgps 4P Cut Block differentialgps 4P Cut Block Regen. differentialgps 4P Cut Block Selective Log differentialgps 4P Cutline differentialgps 4P Lake differentialgps 4P Log Landing differentialgps 4P Marsh differentialgps 4P Swamp differentialgps 4P * All WTP s may go on Level 4 if the licensee chooses. ** Center line feature only

17 APPENDIX A Positional digital file : Map Specification IGDS format (Interactive Graphics Design System Microstation.DGN Files Global origin: x = -4, y = 5296, z = Datum: North American Datum 1983 (NAD83 Projection: Universal Transverse Mercator (UTM coordinate system Working Units: Master Units km Sub-units m Sub Units per Master unit 1000 Positional units per Sub Unit 1000 Notes: Elements are to consist of points, lines, linestrings (< 101 verticies, and text nodes. Do not use complex elements, shapes, arc, or B-spline features. All data must be vector cleaned polygons. Submit an Excel metadata file for all field corrected features. For all other features please refer to the complete Ministry of Forests Data Exchange Specifications document at under IGDS Exchange Specifications. Contacts: Prince George Forest District Gary.Westfall@gems6.gov.bc.ca or Marian.daniel@gems2.gov.bc.ca Vanderhoof Forest District Brandie.baker@gems7.gov.bc.ca for Exhibit A s or Britt.hall@gems2.gov.bc.ca Fort St. James Forest District Phil.spencer@gems5.gov.bc.ca or Warren.wilkinson@gems5.gov.bc.ca Geographic Data BC Paul.Quackenbush@gems2.gov.bc.ca Canadian Forest Products rjarvis@mail.canfor.ca Rob Jarvis Prince George Region jkirk@mail.canfor.ca Jordie Kirk Fort St. James Region verickson@mail.canfor.ca Val Erickson General

18 APPENDIX A METADATA SPECIFICATIONS Below is an example of the required Metadata for exchange partners. The codes are not restricted to the selections thus far; for example, the datasupplier codes are expandable for inclusion of other Forest Districts and/or Licensees. Data Exchange Metadata a datasupplier - DKA, DCR, RIB, RTE (Kamloops Forest District, Campbell River Forest District, Resources Inventory Branch, Resource Tenures and Engineering. i.e. DKA b datacapturemethod - orthophotography, differentialgps, unknown, nondifferentialgps, satelliteimagery, rubbersheeting, scanning, photogrammetric, coordinategeometrywithcontrol, monorestitution, tabledigitizing. i.e. orthophotography c dataaccuracy: dataaccuracy.percintile - the percentage of feature meeting the stated accuracy, i.e. 90% dataaccuracy.horizontal - the accuracy of the horizontal feature in ground coordinates, i.e. 10 meters dataaccuracy.vertical - the accuracy of the vertical feature in ground coordinates, i.e. 5 meters d updatesourcedate: dateofsource.year - year of the source data i.e dateofsource.month - month of the source data i.e. 01 dateofsource.day - day of the source data i.e. 10 e dataprojection - original data capture projection code: UTM, Mercator, Polyconic1J, Albers, Geographic, and unknown. i.e. UTM f horizontaldatum - geodetic horizontal datum code: nad83, nad27, other. i.e. nad83 g verticaldatum - geodetic vertical datum code: cvd28, nav88, other. i.e. cvd28 h dataunits - original data capture units: kilometers, meters, and centimeters. i.e. meters i Zvalue - original Z Value derived code: yes, no, derive. i.e. derive j updatefrequency - update cycle frequency code: 1, 2, other (years. i.e. 1 k datadescription - variable text code: Non-Status Road, Proposed Forest Service Road, Forest Service Road, Cutting Permit Road, SUP Roads, TRIMUpdate Trail, TRIMUpdate Log, TRIMUpdate Sec, Log Road, Sec Road, Trail, and others. i.e. Non-Status Road l reasonforchange - TRIM reason for change code: additiontotrim, modificationoftrim, deletionoftrim, and deletionwithreplacementoftrim. i.e. additiontotrim m mainmapsheet The main mapsheet the features are located in an example would be a road meandering across 3 map sheet the one sheet list here would be the sheet containing the majority of the feature

19 APPENDIX A Table A. An example of an Excel table with Attribute summary Attribute Name Data Type Attribute Description and Remarks datasupplier Char(10 i.e. DPG full name of data supplier Prince George Forest District datacapturemethod Char(50 i.e. orthophotograph datadescription VarChar i.e. FSR Determination full name of data description Forest Service Road Determination dataaccuracy.percintile Integer i.e. 90% - the percentage of feature meeting the stated accuracy dataaccuracy.horizontal Integer i.e. 10 meters horizontal feature in ground coordinates dataaccuracy.vertical Integer i.e. 5 meters vertical feature in ground coordinates dataprojection Char(12 i.e. UTM updatesourcedate Date i.e. 2000/01/10 yyyy/mm/dd dataunits Char(20 i.e. meters original data capture units verticaldatum Char(6 i.e. cvd28 original geodetic vertical datum data code horizontaldatum Char(6 i.e. nad83 original geodetic horizontal datum data code Zvalue Char(10 i.e. derive original Z value derived code updatefrequency Integer i.e. 2 update cycle frequency code in years reasonforchange Char(50 i.e. additiontotrim full name of the reason for change mainmapsheet Char10 093g076 the main 1:20000 map sheet the features are located in Example Excel Spreadsheet with Metadata datasupplier DPG/CF **new 10 Characters datacapturemethod differentialgps datadescription stream sg1 dataaccuracy.percintile 95 dataaccuracy.horizontal 10 dataaccuracy.vertical none dataprojection UTM updatesourcedate 2000/06/23 (use a text field dataunits meters verticaldatum cvd28 hortizontaldatum nad83 Zvalue no updatefrequency unknown reasonforchange modificationoftrim mainmapsheet 093g076 **new field