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Adeo Media Group, Inc.
Marketing, Promotions a Advertising Agreement
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Based on public presentations to the City Manager, the Mayor, and City commissioner$ in N
with a marketing and
2003/2004 and subsequent discussions brainstorming g a nittee,
Media Group, Inc. is prepared to work with the City of Sanford developing and
implementing its publicity, promotions and advertising efforts for 2004/2005, as
necessary.
Aden Media Group hereby agrees to act in a marketing 6 advertising capacity to the City
of Sanford, and hereby agrees to provide services to the City of Sanford.
Adeo Media Group agrees that it will generally provide the following specified marketing
services:
(a) Assist the City and City Manager's office in developing and implementing
appropriate marketing and promotional plans that will positively represent the City and
all that it offers and begin to establish a new, more upscale image for the City, to
increase traffic, increase revenue to area businesses and create the foundation for
positive publicity.
services and media buying services (when needed) both
(b) Provide advertising consulting
regionally and nationally
(c) Create a theme and logo for a 17 -month redevelopment, rejuvenation marketing campaign
(d) Generate creative design, including: billboard, kiosk design, posters, postcards,
etc. that tie into new theme and logo (does not include printing)
(e) Provide local publicity services for general Sanford stories' (Press releases s media
pitching) with major emphasis on shopping, dining and recreation - and aOrlandong to get
Sanford noticed in this region on a more regular basis (ie: Digital City,
Magazine, 1CF1orida, etc.)
(f) Provide local and regional publicity services for local, regional and national media*
+As in any publicity campaign. No news coverage, print or broadcast, can be guaranteed.
It is very important to us that the city and Adeo have a clear understanding of what is
expected. Therefore, we suggest that before each individual campaign is launched, that a
meeting is held, parameters outlined and a final plan agreed upon. Included in that
should be the following information:
o What actions, products and services are needed /expected?
o How will we track results and how will success be determined?
o What will it take (in resources) to deliver it?
o Who is the main Adeo contact? Sanford contact? For this particular project
ADVERTISING AND PROMOTION AGREEMENT
This Advertising and Promotion Agreement ( "Agreement ") is entered into
as of February 1, 2004 by and between the City of Sanford and Aden Media Group, Inc.
AGREEMENT
1. Compensation S Additional Costs
Adeo will send an invoice to Sanford and payment will be within thirty (30) days
of the invoice date.
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Charges agreed upon in advance, include:
$5,000 -First Street renovations marketing kick -off, re- branding: Overall
theme S logo: copywriting, graphic design, press release, media pitching
- $1,500 - publicity services for Sanford RiverWalk event
$9,500 - Sanford RiverWalk Grand opening Event Management
$9, OOD - Sanford RiverWalk creative copywr one message Points
ing:
• Poster, banner, billboard,
- $1,500 - publicity services fox additional Sanford events throughout the next
17 months (this does not include ad creation)
Examples of additional costs to the City of Sanford, include: Printing, Print
these may
Production, Media and Event - related costs, depending on the extent of service,
be marked up as much as 10 percent.
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2. Term. 2004 and shall terminate September,
The term of this Agreement shall commence February 1,
, unless extended or sooner terminated in writing with 60 days notice by either Adeo
2005
or the City of Sanford.
Accepted by: Date: Fe b� 2c°y
City of Sanford
No. (If necessary)
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Accepted by:
Date:
Shannon Sayre
President
Adeo Media Group, Inc.
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AGENCY RETAINER AGREEMENT
THIS AGREEMENT made effective as of the 1st day of May, 2004 BY AND BETWEEN:
ADEO MEDIA GROUP, INC.
with an office at 122 N. Fourth Street, Suite 2002, Lake Mary, Florida 32746
(the "Agency ")
-and-
THE CITY OF SANFORD, FLORIDA
with an office at 300 N. Park Avenue, Sanford, Florida 32771
(the "Client ")
AGE N0. ND
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WHEREAS the Client desires to retain the Agency to provide advertising, marketing and related services,
as more particularly described below (the "Services "), and the Agency desires to be so retained and to
perform the Services for the Client;
NOW THEREFORE the parties agree as follows:
1. Services. During the term of this Agreement, the Agency shall provide services necessary to
generate print, radio, television, outdoor and other publicity, promotions or advertisements. (See
SCHED ULE A)
2. Term. This Agreement shall commence on the date above written and shall continue for a period
of 1 year unless sooner terminated in accordance with the terms of this Agreement. This Agreement shall
thereafter be renewed by written agreement between the parties for an additional one term of one year, or
until terminated by either party as provided herein.
3. Independent Contractor. It is understood and agreed that the Agency is independent in the
performance of this Agreement, that the Agency shall perform the Services under the control of the Client
as to the result of such activity only and not as to the means by which such result is accomplished. The
Agency is not an employee of the Client, and has no authority whatsoever to bind the Client by contract
or agreement of any kind other than as expressly provided under the terms of this Agreement. The Client
shall not withhold federal or state /provincial income taxes or any other amounts from the Agency's fees
payable hereunder. The Client acknowledges and agrees that the Agency shall act on behalf of the Client
but will not be liable for payment of media and purchases placed on behalf of Client but for which the
Agency has not been paid by Client.
4. Compensation. Upon execution of this Agreement, the Client agrees to pay the Agency a retainer
fee at the rate of $5,000.00 per month. The Client will be charged for additional services as ordered by the
Client which are not part of the Services covered by the terms of this Agreement, with a 10'Y discount off
of the Agency's current rates for such additional products and /or services. (See SCHEDULE B) The
Client agrees to pay Agency all reasonable out -of- pocket miscellaneous expenses, pre- approved delivery
charges and travel expenses when applicable_ Any expense greater than 5100.00 must be pre- approved by
Client prior M being incurred.
5. Payment The Agency shall invoice the Client at the end of each month during the 'form for
Services, additional products and services, and allowable expenses incurred during that month. All
invoices are due on receipt-
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6. Confidentiality. The Agency acknowledges that, in the course of providing the Services hereunder,
the Agency will have access to confidential information about the Client's business. The Agency agrees to
keep all such information strictly confidential and not use it for the Agency's own benefit nor disclose or
divulge such information to any third party. The parties acknowledge that the provisions of this Section
shall not apply to any information which: (a) had been rightfully in the possession of the recipient prior to
its disclosure to the recipient; (b) had been in the public domain prior to its disclosure to the recipient, (c)
has become part of the public domain by publication or by any other means except an unauthorized act
or omission on the part of the recipient; (d) had been supplied to the recipient without restriction by a
third party who is under no obligation to maintain such information in confidence; or (e) is requved to be
disclosed by any federal, state/ provincial or municipal law, rule or regulatiow or by any applicable
judgment, order or decree or any court or governmental body or agency having jurisdiction in the
premises.
7. Ownership of Intellectual Property. Upon payment in full to the Agency, the Client will own
products, work or materials (the "Work Product ") created by the Agency except as provided in this
Agreement. The Client is leasing the use of the Work Product provided by the Agency for Client's
exclusive use for the duration of the Term, and pursuant to the terms of this Agreement or until payment
in full is rendered. All Work Product is for the exclusive use of the Client and may not be copied or sold
to another party.
& Expanded Definition of "Client ". Solely for purposes of Sections 6 and 7 inclusive hereof, the term
"Client" specifically refers to City of Sanford activities and does not include promotions or publicity of
the Sanford Police Department, Sanford Fire Department, Corporations or Individuals living within the
City Limits, or any County Government organizations or individuals. The provisions of this Section shall
survive any termination or expiration of this Agreement.
9. Indemnification. The Client shall indemnify, defend and hold harmless the Agency, its
subsidiaries, affiliates and their directors, officers, employees, agents, successors and assigns from and
against any and all claims relating to this Agreement arising out of acts or omissions of the Client,
including, but not hrruted to, any financial obligations incurred by the Agency on behalf of the Client and
attorneys' fees required to defend the Agency. The Client is responsible for reviewing all creative
materials and advertisements to ensure compliance with all federal, state /provincial and local laws and
regulations.
10. Termination. This Agreement may be terminated by either party on sixty (60) days written notice
to the other party. In the event of such termination, the Client shall promptly pay all sums owed to the
Agency to and including the effective date of termination, including any future non-cancelable
commitments after the termination date.
U. Representations of the Agency. The Agency has represented and hereby represents and warrants to
the Client that the Agency is not subject to any restriction or non - competition covenant in favor of any
other person or entity, and that the execution of this Agreement by the Agency and engagement by the
Client, the performance of duties and provision of the Services hereunder will not violate or be a breach
of any agreement with a former employer or any other person or entity. Further, the Agency agrees to
indemnify the Client for any claim, including, but not limited to, attorneys' fees and expenses of
investigation, by any such third party that such third party may now have or may hereafter come to have
against the Agency based upon or arising out of any restriction or non - competition agreement or
invention and secrecy agreement between the Agency and such third party. The provisions of this Section
shall survive any termination or expiration of this Agreement.
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12. Attorneys' Fees. In the event that the services of an attorney are required or legal action is take v 'o
enforce the terms of this Agreement by either party, or to protect those rights provided by this contras i o�
by law, the prevailing party shall be entitled to an award of actual attorney's fees, costs, and expen —s
reasonably expended.
13. Entire Agreement. This Agreement and any schedules attached hereto constitute the entire
agreement between the parties to this Agreement pertaining to the subject matter hereof and superwd ,
all prior and contemporaneous agreements, understandings, negotiations and discussions, whether ,,.i
or written, of the parties and there are no warranties, representations or other agreements betwet-n the
parties in connection with the subject matter of this Agreement except as sped rf' ally set forth herovi !'
alteration, amendment, addition or modification of or to this Agreement shall be binding unless t1w
is in writing executed by each of the parties.
14. Assignability. This Agreement is not assignable by either party without the prior written cow,
of the other party hereto.
IN WITNESS WHEREOF the parties hereto have executed this Agreement on the date first ai,
written.
[ADEO MEDIA GROUP]
B a
E , / / ) Ef o (-' r
[name & of ice of signing officer]
[CITY OF SANFORD]
[name & office of signing officer]
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SCHEDULE A. Services provided by Adeo Media Group under the retainer agreement, include:
• One -year strategic marketing plan for Sanford image building publicity through regional media
(including Advertising, P.R. & Promotions)
• Creative marketing ideas and promotion, publicity and advertising (media buy) suggestions
• Two to three press releases per month
Regional distribution
• Two media advisories per month
Local distribution
• Monthly media pitching
• Bi- Monthly written recap
• Copywriting (ad, web, etc.) and Print project management
• Reasonable number of meetings and marketing consultation
• Unlimited phone calls by City Manager, Deputy City Manager, Mayor & Co Rec. Staff
• Weekly submission of inserts to Orlando Sentinel Calendar Section
Events, parades, home tours, art shows, concerts, etc.
• Continuous submission throughout the year of restaurants and clubs to: Digital City; Orlando
Sentinel and Sentinel Calendar Section
SCHEDULE B.
Out of Pocket expenses could include, but not limited to: printing, postage, photography, talent,
duplication, music
CURRENT RATES FOR ADDITIONAL SERVICES
Off -line video editing
Graphic Design
Video Producer
Beta Videographer
DV Videographer
Web Site Design
Event Planning
Broadcast /Print Media "Cracking
Media Buying
150.00 per hour
100.00 per hour
500.00 per day
1500.00 per day
800.00 per day
100.00 per hour
Per project
Per region (recommended)
Standard agency commission only
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To: Sanford City Clerk, Jan Dougherty V
From: Adeo Media Group kd-
Re: Advertising and Marketing Services
Date: April 27, 2005
After much consideration, Adeo Media Group would like to notify the City of Sanford of our
intention to discontinue contractual advertising and marketing services for the City as of May 30,
2005.
We have enjoyed being able to work together with City staff and community members to make
great strides in improving Sanford as a brand and destination in Central Florida. But as the City
enters this transitional stage, we believe it is best to allow you to take the time you need to
transform your goals and initiatives rather than to push old marketing objectives on new plans.
Thanks to the commissioners for allowing us to be part of a terrific year. If you need our
assistance in the future we would be happy to consider proposals on a per project basis.
cc: Eugene Miller
Linda Kuhn
Kevin Hipes
Randy Jones
Velma Williams
Art Woodruff
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407.688.8788 • www.adeawedia9roup.cow 904.242.26SS
407.650.2877 (Frnx)