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13-R-08 - Advertising and Graphic Design services SouzamaphoneRESOLUTION NO. 13 -R -08 A RESOLUTION BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS AUTHORIZING AN ADVERTISING AND GRAPHIC DESIGN SERVICES AGREEMENT WITH SOUZAMAPHONE MARKETING, LLC, AND OTHER MATTERS IN CONNECTION THEREWITH WHEREAS, the City staff of the City of Schertz (the "City") has determined that the City requires an advertising and graphic design services agreement relating to the graphic design of the Schertz Magazine and other City design services; and WHEREAS, City staff has determined that Souzamaphone Marketing, LLC is uniquely qualified to provide such services for the City; and WHEREAS, pursuant to Section 252.022(a)(16) of the Texas Local Government Code, the City is not required to seek bids or proposals with respect to a procurement for advertising (other than legal notices); and WHEREAS, the City Council has determined that it is in the best interest of the City to contract with Souzamaphone Marketing, LLC pursuant to the Contract Between City of Schertz, Texas and Souzamaphone Marketing, LLC attached hereto as Exhibit A (the "Agreement "). BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF SCHERTZ, TEXAS THAT: Section 1. The City Council hereby authorizes the City Manager to execute and deliver the Agreement with Souzamaphone Marketing, LLC in substantially the form set forth on Exhibit A with a not to exceed contract amount of $81,000 over the term of the agreement, March 1, 2013 and September 30, 2013 Section 2. The recitals contained in the preamble hereof are hereby found to be true, and such recitals are hereby made a part of this Resolution for all purposes and are adopted as a part of the judgment and findings of the City Council. Section 3. All resolutions, or parts thereof, which are in conflict or inconsistent with any provision of this Resolution are hereby repealed to the extent of such conflict, and the provisions of this Resolution shall be and remain controlling as to the matters resolved herein. Section 4. This Resolution shall be construed and enforced in accordance with the laws of the State of Texas and the United States of America. Section 5. If any provision of this Resolution or the application thereof to any person or circumstance shall be held to be invalid, the remainder of this Resolution and the application of such provision to other persons and circumstances shall nevertheless be valid, and the City Council hereby declares that this Resolution would have been enacted without such invalid provision. Section 6. It is officially found, determined, and declared that the meeting at which this Resolution is adopted was open to the public and public notice of the time, place, and subject matter of the public business to be considered at such meeting, including this Resolution, was given, all as required by Chapter 551, Texas Government Code, as amended. Section 7. This Resolution shall be in force and effect from and after its final passage, and it is so resolved. PASSED AND ADOPTED, this 26th day of February, 2013. CITY Mayor, Michael R. Carpenter ATTEST: C M Cn Ctty, Secretary, Brenda Dennis (CITY SEAL) 50597838.1 EXHIBIT A CONTRACT BETWEEN CITY OF SCHERTZ, TEXAS AND SOUZAMAPHONE MARKETING, LLC 50597838.1 A -I Contract BETWEEN City of Schertz, Texas and Souzamaphone Marketing, LLC Schertz Magazine Design & Art Direction This Contract Between City of Schertz, Texas and Souzamaphone Marketing, LLC (the "Agreement ") is entered into between the City of Schertz, Texas ("W) and Souzamaphone Marketing, LLC ( "Souzamaphone ") to be effective as of the date on which the last Party signs this Agreement (the "Effective Date"). The City and Souzamaphone are collectively referred to herein as the "Parties" and are each a "Party ". SCHERTZ MAGAZINE SERVICES This Agreement is for the following services: • Monthly publication of a fifty -two (52) page, full color mag- azine ( "Schertz Magazine"). • Souzamaphone shall be responsible for each month- ly publication of the Schertz Magazine, creation of a custom cover, layout of the Schertz Magazine, Advertis- ing Design, proofing, and any interface with the printer of Schertz Magazine. • "Advertising Design' shall include the layout of advertisements provided by the City. Advertisements are to be provided to Souzamaphone for design a mini- mum of five (5) business days before final proof deadline. Souzama-phone Marketing, LLC is not responsible for any sales or interface with advertisers. • Total monthly cost for the Schertz Magazine shall be $8,352.86. Any additional pages requested by the City in excess of the fifty -two (52) page limit shall be invoiced to the City at the rate of $150.00 per page. All fees and ex- penses under this Agreement shall be paid from currently budgeted revenue. • Schedule. The City shall set the deadline for monthly sub-mission of Schertz Magazine to the printer (the "Press Deadline "). The City shall provide all materials necessary for preparation by Souzamaphone of the final layout of each monthly issue of Schertz Magazine (the "Final Proof') a minimum of ten (10) business days before the Press Deadline. Souzamaphone shall provide the Fi- nal Proof to the City for its approval a minimum of three (3) business days before the Press Deadline. Any revi- sions, changes, or modifications to the Final Proof by the City must be submitted to Souzamaphone a minimum of twenty -four (24) hours before the Press Deadline ("Fi- nal Proof Approval "). Souzamaphone is not responsible for delivery deadlines missed due to changes made by the City less than twenty -four (24) hours before the Press Deadline, or delays caused by the printer after submis- sion to the printer by the Press Deadline. • Souzamaphone is not responsible for omissions or er- rors discovered after the Final Proof Approval. Correction of any omissions or errors after the Final Proof Approval re-sulting in Schertz Magazine being pulled off the press will be invoiced to the City at $95.00 per hour. Alexis Souza, ing pag tuber Souzamaphone Marketing, LLC Date: 02/01/13 OTHER SERVICES • Any graphic design /art direction /consultation /marketing ser- vices requested beyond the parameters of this contract and unrelated to Schertz Magazine will require a separate and a written quote, approved by the City for requested services. Graphic design services will be billed at $95.00 per hour. Rush graphic design services (requiring 24 hour turn around) will be billed at $120.00 per hour. Consultation /marketing ser- vices will be billed at $45.00 per hour. • All files /originals are the property of the City and will be pro- vided by hard - drive /ftp upon request and after receipt of pay- ment for the corresponding files. The City retains ownership of all art unless otherwise agreed by City in writing. Hard drives for storage of all digital property will be provided by the City. MISCELLANEOUS PROVISIONS • Termination. The Parties reserve the right to terminate this Agreement, for any reason, by providing forty -five (45) days written notice to the other Party of its intent to terminate the Agreement. This Agreement may be amended only by written agreement duly approved and executed by both Parties. • Term. This Agreement shall be effective from March 1, 2013 through September 30, 2013. • Not to Exceed. This contract between the City and Sousama- phone shall not exceed $81,000 over the term of the agree- ment • Severabilily. If any provision of this Agreement shall be deemed void or invalid, such provision shall be severed from the remainder of this Agreement, which shall remain in force and effect to the extent that it does not destroy the benefit of the bargain. • Governing Law; Venue. All Parties agree that this Agreement shall be construed under the laws of the Slate of Texas, and obligations under the Agreement shall be performed in Gua- dalupe County, Texas. In the event that any legal proceeding is brought to enforce this Agreement or any provision hereof, the same shall be brought in the State District Court of Gua- dalupe County, Texas. The Parties agree to submit to the ju- risdiction of said court. • The Parties hereto have executed this Agreement as of the dates set forth below to be effective as of the Effective Dale. John Kassel, City Manager City of Schertz Date: