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HomeMy WebLinkAboutFS 2009-11-17 Item 2B - Discussion - Tourism Vacation Planner Redesign with Lunar Cow (Seattle Southside Visitor Services)City of Tukwila INFORMATIONAL MEMORANDUM TO: Mayor Haggerton FINANCE AND SAFETY COMMITTEE FROM: Katherine Kertzman TOURISM PROGRAM DIRECTOR DATE: NOVEMBER 17, 2009 SUBJECT: SEATTLE SOUTHSIDE VACATION PLANNER REDESIGN ISSUE Seattle Southside Visitor Services recommends redesigning, printing and creating an on -line version the current Vacation Planner to match the new brand standards and requests Council approval because the cost of the proposed contract exceeds the Mayor's signing authority of $40,000. BACKGROUND Jim Haggerton, Mayor Seattle Southside Vacation Planner is the official visitor guide produced in cooperation with the Cities of Tukwila, SeaTac, Kent and Des Moines through Seattle Southside Visitor Services. It continues to be one of Seattle Southside Visitor Services' most successful resources for reliable visitor information. The current Vacation Planner is a 2 year guide and the 2008/09 will be out of date at the end of the year. The remaining quantity is less than 50,000 guides that should last another 4 or 5 months. In the past, the guide has been refreshed with new data but the design has not changed. DISCUSSION Success is evidenced by the number of Vacation Planner requests received through the SeattleSouthside.com website, toll -free line, convention and groups, hotel concierge and walk ins generated and tracked through the Visitor Center. Additionally, the publication offers excellent visibility for Seattle Southside Visitor Services within the local community and tourism industry. Redesigning the Seattle Southside Vacation Planner was approved collectively by the Tukwila, SeaTac, Kent and Des Moines Lodging Tax Advisory Committees The Vacation Planner is a component of the current brand enhancement project and will work in conjunction with a new advertising strategy directing users to the website. An online visitor guide is included and will help reduce printing costs, create more tracking methods and allow business associates to have more of a presence. Advertising strategies provided by Lunar Cow will allow business associates to be advertisers within the Vacation Planner to increase their visibility and reduce costs for Seattle Southside Budget impacts: There is no additional budget request for this item. The costs for design and printing of this publication are budgeted within the Council approved 2009 -2010 Tourism INFORMATIONAL MEMO Page 2 Program budget; however, because the proposed contract amount is over $40,000, it requires Council approval. RECOMMENDATION The Council is being asked to approve the contract for $48,484 for Lunar Cow to redesign the Vacation Planner and consider this item at the November 23, 2009 Committee of the Whole meeting and subsequent December 7, 2009 Regular Meeting. ATTACHMENTS Lunar Cow Proposal Vacation Planner Proposal Matrix W InfoMemos\Memo to Fin Safety Vacation Planner 2009 Redesign Final.doc Vacation Planner Proposal Matrix exclaim New Design NIA Yes Included $17,700.0 Creative Production Ad Sales* Saddle Stitch Copywriting Subtotal Printing 100,000 (Journal Graphics) Photography Online Guide Total eomments: $26,782. TBD $1,850. $46,332.00 EXCLAIM has identified one of the 3 online vendors guide producers as a subcontractor Heckler Associates Updated Existing Publication NIA Yes Minor editing and proofing $7,000. $26,782. TBD $33,782. Created SSVS's new brand guidelines Updated SSVS ex Produced p a *No online guide experience or relationship with vendor Lunar Cow New Design Included Yes Minor editing and proofing Included To be supplied by SSVS Complimentary $48,484 or *Ad sales will reduce overall cost of guide and make partners feel more involved *There are only 3 vendors that produce the online guides, Lunar Cow is one of the three SSVS staff really aides appreciates other visitor g produced by Lunar Cow 4. 800-594-9620 g8.tondtng) dtde 404 using a Marketing ,9nte.+act tint JtAuttimedia tuni �fk.i.1i'IE Hi®• 111111:1• www:L com Seattle Southside CVB October 19, 2009 The Seattle Southside CVB (SSCVB) has asked Lunar Cow to highlight the costs and benefits of designing and printing its 2010 Visitors Guide, as well as converting its Visitors Guide into a page turning, interactive guide (Lunar Cow GoGuide) Lunar Cow has quoted on a 52pg cover option under this proposal, but the page count may need to be adjusted once the ad sales campaign is complete. The SSCVB will also be responsible for providing the files for the map that was used in the previous Visitors Guide, or Lunar Cow will design fresh new maps that the SSCVB will have full rights to If this option is selected, Lunar Cow will create a separate agreement. The Campaign Objectives are listed below Consulting /planning session to lay the foundation to what has been done in the past, how that can be taken further and what new goals are in place for the Visitors Guide. The session will determine key contact people and the scope of content on this project. Design and Ad Sales project calendars with detailed milestones will be defined shortly after the planning session. Special care will be given in planning Ad Sales, due dates and payment due dates to assure ad sales, collections and publication go smoothly. Design and print the 2010 Visitors Guide. Design objectives will focus on creating high impact and response. Through the 2010 Visitors Guide, we will motivate viewers to find out more about the area and plan trips and events in and around the Seattle Southside area. The publication will highlight the diversity and great number of entertainment options located in the region Lunar Cow will work with the SSCVB to identify these key factors of influence. The goal of the SSCVB and Lunar Cow is to create more of a Lifestyle publication, utilizing more photos, better maps, introducing new ideas and sections such as pre planned itineraries, and creating a more engaging piece that better tells the story of the Seattle Southside region. The new guide will feature Seattle Southside as the home base of the Pacific Northwest where visitors can stay and experience the surrounding areas within a day's trip. The SSCVB will provide all content and photos for the 2010 Visitors Guide. Additional goals include: Increase Travel, Tourism and Commerce within the Seattle Southside Increase awareness of the SSCVB visitor destination brand Stimulate Seattle Southside destination travel spending Create awareness of the GoGuide available to compliment the SSCVB Visitors Guide. Bring innovation to the guide that offers more value for travelers and travel planners Maximize brand impact and immersion to excite travelers and potential travelers about the region. Produce a professional and easy -to -use visitors guide Delivering the guide on time and within budget Lunar Cow will secure photos from local photographers supplied by the SSCVB if needed. Lunar Cow will provide copywriting services when needed. This service, if needed, will be billed at an hourly rate. Convert the Visitors Guide into an online GoGuide By designing your visitors guide and converting it into an online GoGuide Lunar Cow will give your Visitors Guide additional value, impact and functionality Lunar Cow will design your visitors guide in a way that will not only WOW! your target audience and provide ease of use, but will further expand its message online. Convert printed Visitors Guide to GoGuide Optimize images, copy and guide content Create links to external URLs Brandtng I L .Adveittsing 1 laakctilug I 9nteaactivc VI NM/. s1e. wwW.Lun 1 rCow Gom Lunar Visitors Guide will enjoy new innovation and a fresh design that will better attract prospective visitors and assist current travelers to maximize their visit. o Improved branding o Better positioning against competition o Drives recipients to the online GoGuide for additional information and trip planning functionality Online GoGuide expands the message of the Visitors Guide and adds valuable functionality o Brings Visitors Guide to the Web in a powerful format optimized for interactivity o Downloads on- demand for efficient bandwidth usage o Convenient one -click jump to desired page o Easy -to -use interface, getting started/welcome page, table of contents, help resources and tool bar allows viewers to instantly begin using the guide o Page flip animations simulates magazine experience o The content of the guide is searchable which offers quick access to specific content o Zoom tool allows for detailed magnification o Powerful print and save functionality offer viewers valuable output options o Advertisements are linked directly to each advertiser's website o Internal linking allows for interactive table of contents and easy navigation of guide o Google integrated articles allow for easy language translation of your guide o Videos can be imbedded within your guide, opening up new advertising opportunities o Forward to a Friend features stimulates viral marketing and expands audience potential o Analytics Software tracks all visits and clicks within the guide o Monthly Reporting provides valuable data about visitors to your region o Hosting is included for up to 3 years ri:!, ri We sincerely appreciate the opportunity to quote on designing and printing the SSCVB 2010 Visitors Guide. To show our appreciation and commitment to the SSCVB, Lunar Cow will convert the SSCVB Visitors Guide into an online, interactive guide absolutely FREE! (A $1,400 value!) with the purchase of both design and print services for the 2010 Visitors Guide. L un a r. 8.aanding I L Adveetistng I Jvlatkv.Eing nte: active I {Paint u t,(uQ6mndta 800-594-9620 0 www,Lunareow.com Lunar Cow will provide the experience and expertise necessary to design, develop, implement and manage your Campaign Your project will be divided into 5 easily managed Milestones to ensure clear, one -to -one communication with your team and our dedicated Project Manager Each Milestone is assigned specific deliverables and timelines, and Lunar Cow will not move on to the next Milestone until we have exceeded your expectations This approach guarantees that we will exceed your expectations at the completion of the project. Milestones are deliverables and are listed below MISSION SCHEDULE: 2010 Visitors Guicle Design, Print and Digital Guide :cit; t 'tti .e(,i:iF i e i;,,.i tt,tti I !Iron! Estimated time of completion. 1 -2 weeks Our team of design professionals will work with your staff to establish objectives, goals and communication styles for the project. We will explore your business and the market place to become thoroughly educated to the essence of your brand. During this foundational stage we will discuss, advise and present the full range of possibilities that can be implemented. We look for ways in which your company distinguishes itself in the existing marketplace to successfully position strong brand separation. Highlights on Milestone 1. Project kick -off exploratory meeting /conference call Create a client contact through which all approvals will be obtained Cover needed materials or discuss how they will be generated if not currently in place Consult with the SSCVB on campaign goals Photography consultation (if needed) Copywriting Services (if needed) Estimated time of completion. 1 -2 weeks In this stage we formulate the key elements that will drive the visual elements of your project. This stage takes the plan and explores effective visual resolutions. Multiple thumbnail concepts are created to showcase a range of potentially successful systems. This stage completes with the approval of a defined concept that will be evolved into a prototype model in the next stage. Highlights on Milestone 2: Inventory images and content. Images and copy must be provided in a digital format. Images should be 300dpi or greater and in a file format supported by Adobe Photoshop, preferably a T1F file or high resolution JPG Optimize, color correct digital images. Proposal includes up to 100 images. Photo, print or slide scanning is not included and will be billed as line item addendum to this proposal if needed. Lunar Cow will present 1 -3 concepts for the Visitors Guide as needed to gain final approval. Concepts will include a cover page and interior page to demonstrate publication styles Additional concepts requested beyond 3 will be billed at $125 /hour. One round of revisions to a concept included. Additional rounds of revisions billed at $125 /hour. ar =branding I L Adueattsing t.Mokixiing I Antenacttu www.LunarCow.com Boo 594 -9620 Estimated time of completion. 2 -3 weeks Once an approved concept is in place, Lunar Cow will develop a preprint prototype of the Visitors Guide. Approval will take place at this stage. Highlights on Milestone 3 Visitors Guide: Place provided copy and layout pages. Provided copy must be proofed by SSCVB prior to sending to Lunar Cow Publication may be broken down into 2 portions for presentation and approval. Up to two rounds of revisions included as necessary to gain final approval. Additional rounds of revisions billed at $125 /hour P t1j11 x it,tI Estimated time of completion: 1 -2 weeks The approved files are prepared and sent to print. Lunar Cow will handle review and approval of all press proofs to ensure the highest level of quality output. Highlights on Milestone 4: Visitors Guide is converted into an online, interactive guide and sent to the SSCVB i7 i S i The final print product will be delivered via the shipping company of our printer NOTE. Estimated timelines are based on the minimum amount of time needed to complete a given milestone. The first number indicates a forecasted time based on gaining full approval of the first draft of the milestone presented by Lunar Cow. The second number indicates an estimate based on 1 round of revisions to gain approval. Additional rounds of revisions will delay the projects initial forecasted timelines. Up to 2 rounds of revisions for Milestones 1 -3 are included in this estimate. Lunar Cow is committed to delivering all presentations to your satisfaction; however Lunar Cow reserves the right to bill for additional rounds of revisions beyond the budgeted 2 at a rate of $125/hr No credit is earned for revisions not used in a given milestone. Each milestone features a presentation window where Lunar Cow will present all or a portion of the components for a given milestone. Client will have three days to either make an approval or submit revisions to gain approval. If client exceeds three days to send approval or revisions, the project will delay by each day extended beyond the allotted three days for that review Timelines are based on receipt of all content necessary to complete a given milestone. Timelines will not begin until ALL content required for a given milestone has been submitted to Lunar Cow in the proper format as instructed by Lunar Cow All milestones are concurrent and a delay in any given milestone affects all subsequent milestones clItanding I LAdceattting I ,..Matkeuing 91teaac1Ne rPt+nt I ukilitaimedta 3'1 k.aawr !.1•2 www.LunarCow coin 800 -594 -9620 Lunar Cow is an award winning, visual communications firm specializing in assisting companies to solve problems and grow their business by strengthening brand communication over the Web, in print and through multimedia. Our Creative Business Professionals have backgrounds in graphic design, technology marketing and business. Each team member blends an energetic passion for success with proven market research, strategic planning and best practices program development to achieve brand communications that "get noticed" and deliver measurable response. Our client- centric philosophy and proven, 5-Step Mission Schedule guarantee your complete satisfaction. Lunar Cow has 10 years of national and international experience working with destination marketers. Lunar Cow has helped these attractions best realize their brand to enjoy strong market positioning We understand the unique marketing considerations that go into positioning and promoting a destination and have built a strong portfolio of experience. Our destination experience covers convention and visitor bureaus, theme parks, performing art centers, theatres, specialty animal attractions, zoos, museums and historic societies. A sampling of some of the clients we have worked for in this group can be found in the Abbreviated Client List below k =1 iif nt i i t Akron Symphony Orchestra Allegheny National Forest Vacation Bureau Ashtabula County CVB Bakersfield, CA CVB Brown County CVB Burlington/Alamance County CVB Butler County OH Visitors Bureau Carroll County CVB Cayuga County Office of Tourism Chester County's Brandywine Valley Cleveland Cinemas Cleveland Play House Chicago Southland CVB Clinton County CVB Currituck County Department of Travel Darke County OH Visitors Bureau DeKalb County Tourist Association Dolphin Quest Fairmont Chamber of Commerce Finger Lakes Visitors Connection Flint Area CVB Fond Du Lac CVB Fort Collins CVB Franklin County CVB Front Royal Tourism Geneva -on- the -Lake Visitors Bureau Huntingdon County Visitors Bureau Huntington County VCB Indiana State Festival Association IMATA Kalamazoo County CVB Lake Erie Shores Islands Manhattan CVB Marineland McPherson CVB Miami Seaquarium Mountain Arts Center, KY North of Boston CVB Pikeville /Pike County Tourism Pittsboro -Siler City CVB Sandusky /Erie County VCB Santee Cooper Counties Promotion Commission Six Flags Theme Parks Statesville CVB Staunton CVB St. Augustine, Ponte Vedra The Beaches CVB Summersville CVB Valdosta CVB Vinton County CVB Visit Bend, OR Visit Chicagoland Wabash County CVB Warren County OH CVB Wayne County CVB Woodfield Chicago NW CB 1 Strong team dynamic is built on synergy. Our team's goal is to collaborate with your team and act as an extension of your operation by providing vision, leadership, implementation and complete integration of our service platforms into your marketing plans to maximize your campaign results Each campaign begins with clearly defined objectives and identification of the issues and challenges that confront progress Our approach builds substantial value to your business and assigns a tangible measurement of success to clearly evaluate how each campaign impacts your business tip c8randing I ,Aduektising uttakketing I &ntenacfin )!htint 1,..A.1uCtimediet 800-594-9620 Online GoGuide DESIGN SERVICES Design of 2010 Visitors Guide 52pg cover GOG V IDE Online GoGuide Convert 2010 Visitors Guide into an interactive online guide PIIOTOGRAPIIY Photography services billed at local photographer rate COPYWRITING Copywriting services if needed billed at $125 /hr PRINTING SERVICES Pages: 52 cover Size. 8 3/8 x 10 7/8 QTY 100,000 Color 4/4 PC, full bleeds Binding Saddle Stitch and trim and pack in small cartons Shipping Included in price below Stock: Cover 80# Gloss Text; Body 60# Gloss Text TOTAL PROJECT COST $48,484 (Includes design, printing, shipping and GoGuide) Standard After Special Rate" $1,400 FREE! SSCVB will receive a FREE Online GoGuide design, valued at $1,400, when choosing to have Lunar Cow design and print your 2009 Visitors Guide if this agreement is signed by October 31st, 2009! B.. +aading (LAdveafisto9 I %.-Ak titefing I ,4nfenactive) ?hint vUaaltneditt 800 94 -9620 These Lunar Cow Design Proposal Terms and Conditions (the "Terms and Conditions are attached to the Lunar Cow Design Proposal (the "Proposal that will act as the agreement between Lunar Cow Design, Inc. "Lunar Cow and you "Customer") for purposes of the transactions referenced in the Proposal. 1, Any products and/or services to be supplied by Lunar Cow under the Proposal will provided in accordance with the specifications set forth in the Proposal. Any dates or schedules specified in the Proposal for the delivery of any products or services by Lunar Cow are only estimates and shall not be binding upon Lunar Cow Lunar Cow shall not incur any liability, either directly or indirectly, nor shall any engagement be canceled as a result of any delays in meeting such dates or schedules. 2. The products and/or services set forth in the Proposal will be provided by Lunar Cow to Customer at the prices in the Proposal. Any products or services provided by Lunar Cow not listed in the Proposal shall be billed at Lunar Cow's customary charges or rates. Further, expedited or rush service by Lunar Cow will be subject to additional charges as established by Lunar Cow from time to time. All prices will be exclusive of expenses incurred by Lunar Cow in providing the products and/or services under the Proposal. Customer shall be responsible for all out -of- pocket expenses incurred by Lunar Cow in providing the products and/or services, including, but not limited to, copy charges, travel costs, model and other talent fees, equipment use and rental fees, disk charges, shipping charges and other related costs and expenses. Invoices are due upon Customer's receipt thereof. Customer shall pay interest of one and one -half percent (11/2%) per month on all amounts due but not paid within thirty (30) days of the invoice date. Lunar Cow retains the right to cease all work and deliverables for Customer under the Proposal until overdue amounts are paid. 3 Customer is solely responsible for payment of any taxes (including sales or use taxes, excise taxes, intangible and property taxes and similar taxes) resulting from products and services provided under the Proposal, excluding, however, any taxes payable by Lunar Cow due to income earned by it or withholding taxes to its employees. 4 With respect to any design work performed by Lunar Cow under the Proposal, Lunar Cow will present Customer an initial concept design. Upon presentment of this concept design, Customer will have the opportunity to work with Lunar Cow in its redesign. The prices set forth in the Proposal are based upon a maximum of two (2) requests for changes to the initial concept design. Any changes to the initial concept design requested by Customer in excess of such amount or any changes requested after acceptance of the concept design will be billed by Lunar Cow at its customary rates for such services. 5 1' t ..1 1 Upon the completion of any deliverable in the Proposal, Customer will have three (3) business days to review or test the deliverable and notify Lunar Cow of any problems with such deliverable. If Customer does not timely notify Lunar Cow in writing of any problem, such deliverable will be deemed to be accepted by Customer In the event of any delay caused by Customer's failure to timely make any delivery set forth in the Proposal or respond to Lunar Cow in a timely manner, Lunar Cow will not be responsible to meet any due dates set forth in the Proposal, which shall be extended in Lunar Cow's discretion. 6. In the event Customer requests any changes or modifications to the products or services provided under the Proposal, Customer will be responsible for all charges reasonably incurred by Lunar Cow with respect to such changes. Further, any times scheduled in the Proposal for the delivery may be extended by Lunar Cow upon any such requested changes or modifications. Customer represents and warrants to Lunar Cow that: a. No content or information or materials delivered by Customer to Lunar Cow will: (i) be libelous, defamatory, obscene, profane, threatening, harassing or offensive or otherwise violate the privacy or publicity rights of any third party; (ii) constitute a fraud or other unlawful business practice, (iii) infringe on any copyright, patent, trade secret or other proprietary right held by any third party, or (iv) violate any federal, state or local law, regulation or orders. b. Customer has secured all necessary licenses and clearances for use of the content, including all rights to copy, distribute, modify, perform and display the content and to create derivative works of the content. Unless otherwise agreed by Lunar Cow in the Proposal, all content will be supplied by Customer c. Lunar Cow may refrain from starting any work under the Proposal until such time as Customer has delivered to Lunar Cow all required content, including, but not limited to, copy, image files, logos and reference materials. Any delays in providing such content by Customer will extend the time period for the delivery Lunar Cow has no obligation to review any content, information or other materials supplied by Customer and does not assume any liability therefor d. Lunar Cow shall not be responsible for any delays or inability of third parties used by Lunar Cow to provide the products and/or services under the Proposal. Any price estimates in the Proposal may be based on a quote from a third party Lunar Cow shall not be bound by any price quote in the Proposal if any such third party fails to provide the products or services as agreed. 8 Lunar Cow represents and warrants to Customer that the graphics, scripts, text, source code, software and other materials supplied or prepared by Lunar Cow under the Proposal will not infringe on any trademark, copyright, patent or other proprietary right held by any third party 9 Lunar Cow shall have the right to terminate the agreement under the Proposal and all work to be performed thereunder (i) in the event of Customer's breach of any provision hereof, or (ii) in the event a petition seeking composition of creditors, the protection afforded by the United States Bankruptcy Code or benefit of other laws affecting the rights of creditors generally is filed by or against Customer Upon termination by Lunar Cow, any and all work to be performed by Lunar Cow under the Proposal shall immediately terminate; whereupon Lunar Cow will have no responsibility to refund any payments made to it prior to such date of termination. %ionding 1 JAdueattsmg t.AAodeftng ,9ntenacliue 1Thint 1 Jutuaimedia;' 600 594 -9620 10. In the event Customer cancels the engagement contemplated under the Proposal or fails to deliver any items set forth in the Proposal or these Terms and Conditions after written request by Lunar Cow, Customer shall pay to Lunar Cow all charges and fees incurred by Lunar Cow through the date of termination. In addition, without limiting the availability of any and all other legal or equitable remedies, Customer shall pay a cancellation fee, depending upon the date of cancellation, equal to the following schedule: (a) cancellation during Milestone 1 (or equivalent period) 50% of total estimated fees; (b) cancellation during Milestone 2 (or equivalent period) 75% of total estimated fees; and (c) cancellation during Milestone 3 (or equivalent period) 100% of total estimated fees. 11. Any content or materials supplied by Customer shall remain the property of Customer Any image, graphics, coding, scripts, text, source code, software or other materials supplied or prepared by Lunar Cow, and any derivative works there from, shall remain the property of Lunar Cow; provided Lunar Cow shall grant to Customer the limited right to use such materials, on a non- transferable basis, on its Web site or as otherwise contemplated in the Proposal. Notwithstanding any other provision of the Proposal or these Terms and Conditions, Customer shall not be permitted to modify, reverse engineer, disassemble or decompile any software or source code supplied by Lunar Cow for any Web site developed by Lunar Cow 12. t :1 i Notwithstanding any other provision hereof, Lunar Cow will have the right to publicly display any Web site, including any components or content therein, and any design prepared or developed by Lunar Cow under the Proposal to any third party, including, but not limited to, to potential clients in person, by advertisements or trade shows, or through contest submissions. 13 I Customer shall indemnify and hold Lunar Cow, and its directors, officers, employees and agents, harmless from and against any claims, losses, damages, liabilities, costs or expenses of any nature (including reasonable attorney's fees) suffered or incurred by any of them to the extent that such are caused by (i) a breach of the Proposal or these Terms and Conditions by Customer, or (ii) any content or materials supplied by Customer. 14 t "t; LUNAR COW SHALL NOT BE LIABLE TO CUSTOMER FOR ANY INCIDENTAL, CONSEQUENTIAL, OR SPECIAL DAMAGES OF ANY KIND OR NATURE, INCLUDING WITHOUT LIMITATION, LOST PROFITS, LOSS OF DATA, WHETHER ARISING OUT OF LUNAR COW'S BREACH OF CONTRACT OR WARRANTY, NEGLIGENCE, OR OTHERWISE (EVEN IF LUNAR COW HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE) CUSTOMERS SOLE REMEDY UNDER THE AGREEMENT FOR A BREACH BY LUNAR COW SHALL BE THE PERFORMANCE OF THE SAME OR REPLACEMENT SERVICES AND /OR THE DELIVERY OF REPLACEMENT PRODUCTS BY LUNAR COW 15 "1 7 tt EXCEPT AS OTHERWISE SPECIFICALLY PROVIDED HEREIN, THE PRODUCTS AND SERVICES PROVDIED BY LUNAR COW ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND LUNAR COW EXPRESSLY DISCLAIMS ANY AND ALL REPRESENTATIONS AND WARRANTIES WITH RESPECT THERETO, WHETHER EXPRESS OR IMPLIED, ARISING BY LAW, CUSTOM, USAGE OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. 16. I This Agreement shall be governed by the laws of the State of Ohio, without reference to any conflict of laws principles, and all claims, actions and other proceedings relating to the subject matter hereof shall be brought and heard exclusively in the courts of Summit County, Ohio. Customer hereby consents to jurisdiction and venue of such courts and waives any right to object to such jurisdiction or venue. 17 t If Lunar Cow is required to resort to legal action for the redress of a breach hereof by Customer, Lunar Cow, if successful, shall be entitled to an award of all of its reasonable attorney fees and costs. 18. This Agreement shall inure to the benefit of, and be binding upon, the parties and their respective successors and assigns. Customer may not assign this Agreement or any of its rights or duties hereunder (including the sale or transfer of majority control of the ownership of Customer) without the prior written consent of Lunar Cow Nothing in the Proposal or these Terms and Conditions shall be construed as creating any act or beneficial right in or on behalf of any third party 19 To the extent Lunar Cow is prevented from performing any of its obligations hereunder due to circumstances beyond its control (including, but not limited to, the action or inaction of any governmental, civil or military authority; a strike, lockout or other labor dispute; or a fire, flood, war, riot, theft, earthquake or other natural disaster, acts of terrorism or other civil disturbance), Lunar Cow shall not be liable to Customer for any losses or damages arising out of such non performance. 20 Customer shall treat all confidential and proprietary information and materials of Lunar Cow strictly confidential and shall not disclose such information or materials to any third party 21. No provision hereof shall be deemed waived, amended or modified by either party, unless it is in writing and signed by the party against whom it is sought to be enforced. The failure of a party to enforce any provision hereof shall in no way be construed to be a waiver of such provision, nor in any way affect the ability of a party to enforce the same or other provisions thereafter The Proposal and these Terms and Conditions represent the complete agreement of the parties with respect to the subject matter hereof and supersedes any prior or contemporaneous agreements, written or oral, between the parties. Lunar Cow shall be deemed an independent contractor of Customer and neither party shall be, nor hold itself out as being, an employee or agent of the other party Any notice to be given hereunder shall be given in writing and delivered personally, by overnight courier, by U.S. certified mail, postage prepaid, written receipt requested, or by facsimile with confirmation. ui iar. sv t actin B.+anding I k Adueattsing otAaakeftng I an Mint I i ttnedia 800- 994 -9620 Yes, I authorize Lunar Cow to begin development on the design and printing of the 2010 Visitors Guide and GoGuide as outlined by the above terms Please initial ALL of the services below that you wish to have implemented by Lunar Cow 2010 Visitors Guide Design (Included in Total Project Cost) 2010 Visitors Guide Printing (Included in Total Project Cost) Please provide photography services Please provide Copywriting services Online GoGuide (Included in Total Project Cost) Please Quote Map Design Half the cost of the project will be invoiced upon signing of agreement. The remaining balance will be billed at the start of Milestone 3 and must be paid in full prior to sending the guide to print. Project must be paid in full before delivery of final product will occur Prices contained in this proposal are guaranteed for 30 days Accepted By: Seattle Southside CVB Ashley Comar PH. 206 575 -2489 ashley@seattlesouthside corn 14220 Interurban Ave S Suite 130 Tukwila, WA 98168 Signature. Date: Printed Name: Title: Proposal Provided By: Lunar Cow 137 South Main Street, Suite 202 Akron, Ohio 44308 PH 330 253 9000 FX. 330 253 9001 TF• 800 594 9620