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HomeMy WebLinkAbout2021-140 PO 20220199- Rosebud Media LLC Pir. Purchase Order /r Fiscal Year 2022 Page: 1 of: 1 inif mR0A :ri 6..� 't 26 sa B City of Ashland m L20 E. MAccounts Payable Purchase 20220199 Ashland, OR 97520 Order# • T Phone: 541/552-2010 0 Email: payable@ashland.or.us V H CIO Fire and Rescue Department E ROSEBUD MEDIA LLC 455 Siskiyou Blvd N 111 NORTH FIR STREET p Ashland, OR 97520 O MEDFORD, OR 97501 Phone: 541/482-2770 R T Fax: 541/488-5318 aidie-harie;Neim6et_ ler�sJor 1�m( R r s in umf3 � aSeWtta e r Chris Chambers Beferdereds ree _011tW 4i iFer ai9 t` vat -e ae#r a t c3 11/29/2021 3838 FOB ASHLAND OR/NET30 Ci Accounts Pa able Matti ,�._ -- .'g 8. .- ql1 0' Waqa, rittBYI P ' Advertising Burn Season 1 Advertising for controlled burn season 1.0 $4,150.00 $4,150.00 Per attached Digital Insertion Order Services Agreement(Less than $25,000) Completion date: 03/31/2023 Project Account: E-000609-999 ...,._..«...... GL SUMMARY ............... 072900-606100 $4,150.00 1 , S By: (/ Date: /nit/ a Authorized Signature r � Eta 4150.00 FORM ##3 CITY OF 1k ri.glu:n5K Mk' iii 1illI ;(1:f3C: (Jtc _ ! i / I ASHLAND REQUISITION Date of request: 11/22/2021 Required date for delivery: 11/;,-2,77d. 17 Vendor Name Rosebud Media Address,City,State,Zip 111 N Fir Street Medford OR,97501 Contact Name&Telephone Number Meddle Fisher,(541)776-4422 Email address mfsher@rosebudmedia.com SOURCING METHOD ❑ Exempt from Competitive Bidding 0 Jnvltatlon to Bld ❑ Emergency ❑ Reason for exemption: Date approved by Council: _ _ 0 Form#13,Written findings and Authorization ❑ AMC 2.50 "_(Attach copy of council communication) 0 Written quote or proposal attached ❑ Written quote or proposal attached (If council approval required,attach copy of CC) d Small Procurement 0 Request for Proposal Cooperative Procurement Not exceeding$5,000 Date approved by Council: ❑ Stale of Oregon ❑ Direct Award (Attach copy of council communication) Contract#_ ❑ Verbal/Written bids)or proposal(s) LII Request for Qualifications(Public Works) 0 State of Washington Date approved by Council: Contract# (Attach copy of council communication) 0 Other government agency contract Jntermediate Procurement 0 Sole Source Agency GOODS&SERVICES 0 Applicable Form(#5,6,7 or 8) Contract# Greater than$5,000 and less than$100,000 0 Written quote or proposal attached Intergovernmental Agreement ❑ (3)Written bids&solicitation attached 0 Form#4,Personal Services$5K to$75K Agency PERSONAL SERVICES Dale approved by Council: ' 0 Annual cost to City does not exceed$25,000. Greater than$5,000 and less than$75,000 Valid until: (Date) Agreement approved by Legal and approved/signed by ❑ Less than$35,000,by direct appointment U Special Procurement , City Administrator.AMC 2.50,070(4) ❑ (3)Written proposals&solicitation attached 0 Form#9,Request for Approval 0 Annual cost to City exceeds$25,000,Council ❑ Form#4,Personal Services$5K to$75K 0 Written quote or proposal attached approval required.(Attach copy of council communication) Date approved by Council: Valid until: (Date) Description of SERVICES Total Cost ;: i:;*i-f;!;1:,), i:: €gr t ir' `ifna:;r2 i,. Advertising for controlled burn season. t ; >; '>'C'"`ft.IMa $ 4150,0:0, �;'�;:: :':i �':' `.i''::::t-:S .::;r:; b'. item# Quantity Unit Description of MATERIALS Unit Price Total Cost ❑ Per attached quotelproposal :;TOTAL COST ;:] ''.415010V" Project Number ti 0 0 6 0 e. s e s Account Number 0 7 2 9 0 0•e 0 6 1 0 0 Account Number - Account Number 'Expenditure must be charged to the appropriate account numbers for the financials fo accurately reflect the actual expenditures. IT Director1n collaboration with department to approve all hardware and software purchases: IT Director Date Support-Yes/No By signing this requisition form,I certify that the CO public contracting requirements have been satisfied. Employee:;' . . - .. Department Head: (Equal to or greater than$5,000) Department Manager!Supervlsor: City Manager: (Equal to or greater than$35,000) Funds appropriated for current fiscal year: YES /NO Finance Director-(Equal to or greater Than$5,000) Date Comments: Form#3-Requisition General Policies •Rosebud Media appreciates the opportunity pportunlfy 10 serve advertisers.We recognize our responsibility lo publish a quality newspaper,pledged to the best Interest of all our readers. •All advertising copy must be In good taste.The right to reject or edit advertising copy Is reserved by Rosebud Media. •Advertisement is most productive when It Is easily understood by everyone.Please spell out alliwards,with the exception of a few standard abbreviations listed In most dictionaries. By signing you agree to receive foxes and/or omens from our organization, ! ' 1. Prepayment for advertising does not guarantee publication.The Company reserves the right to change or adjust its advertising rates upon thirty days'notice to Advertiser. 2. The Company reserves the right In Its sole discretion to reject,edit,reduce,classify or cancel any advertising(including any text,graphics, photographs or other elements relating thereto)submitted by Advertiser.The Company shall not be responsible for any error,omission or inaccuracy In any materials,copy or camera-ready materials submitted by Advertiser to Company under this Agreement,Regulations require that recruitment advertising must clearly state the nature of the work;Recruitment ads must state nature of the item or service to be sold and the basis of compensation.No estimate of earnings may be made In any sales help ad unless copy states,"guaranteed." 3. Upon early termination of contract,advertiser is responsible for charges 30 days out from cancellation notice. 4. The Company shall determine the position and classification of advertising in ifs sole discretion.Advertiser shall not be entitled to require specific positioning of advertising In a section without a guaranteed position charge of 25%placement premium per ad,per Publication.The Company shall not accept insertion orders with the condition"position or omit,"or any other disclaimers or conditions whatsoever.Compensatory billing adjustments wit not be made based on non-guaranteed position requests, 5. This Agreement shall not be void or invalid for typographical errors,Incorrect location;or omissions in advertising published.The Company assumes no responsibility for such errors,except to the extent of reprinting that part of the advertising that was omitted in error.Customer shall notify Company of any such errors or omissions not later than two(2)days from the date of Publication otherwise the published advertising shall be deemed final and not subject to correction. • 6. The Advertiser agrees to protect and indemnify Rosebud Media against any and all liability,loss or expense arising from claims for libel,unfair competition,unfair trade practices,infringement of trademarks,trade names or patents,violations of rights resulting from the publication by the Map Tribune of the Advertiser's advertisement, '7. Advertiser represents and warrants:that It has all right,title and interest to enter Into this Agreement and to perform its obligations hereunder,that it owns or has sufficient license to use all materials and elements contained in the advertising(Including but not limited to text,graphics,photographs ' and designs);and that the advertising is in compliance with all applicable laws,rules and regulations. 8. If Advertiser uses the services of an advertising agency to purchase advertising hereunder,the agency shall be jointly and severally liable feral! ' obligotions of Advertiser hereunder. 9. Advertising that is designed to appear as editorial copy or matter must be clearly marked"Advertisement."Font must be different from news font. 10. Advertiser shall Indemnify and hold harmless the Company.Its affiliates and their respective directors,officers,employees,and agents and representatives(collectively,"Indemnifies")from and against any cost,liability,claim or expense(Including reasonable attorney fees)relating to any breach of any representation or warranty contained In this Agreement,or by reason of Company's Publication or omission of Advertiser's advertising. 11. All local contract rates are Net. Advertiser shall pay at amounts due and payable hereunder 30 days following date of statement. Any late payment shall accrue interest at a rate of 1.5%per month(18%per annum),or the highest rote permitted by law,until such amount is paid in full, including accrued interest. 12. The Companyshot own and retain all right,title and Interest,including the copyright,in and to any advertising copy or materials that are created by the Company.Customer shall not authorize photographic or other reproduction,in whole or in pad,of any such advertising copy for use In any other publication or medium of expression without the express priorwritten consent of the Company. 13. In the event that any federal,stale or local taxes are or become Imposed on the printing,sale or publication of advertising material,Customer shall assume the responsibility to pay and/or reimburse Company for such taxes. 14. THE COMPANY MAKES NO EXPRESS WARRANTIES AND DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO THE PUBLICATION OF CUSTOMER'S ADVERTISING.1FIE LIABILITY OF COMPANY TO ADVERTISER HEREUNDER SHALL UNDER NO CIRCUMSTANCES EXCEED THE AMOUNT PAID FOR ADVERTISING PURSUANT TO THIS AGREEMENT. 15. Customer shall not disclose and shall keep confidential the terms and conditions of this agreement and any non-public information of Company that II learns or obtains under this agreement.Confidential information shall not Include information that Is,or through no action of Customer becomes,In the public domain,or Information that Is required to be disclosed by the order of a court with competent jurisdiction. 16. Customer shall not assign or transferll rights,duties and obligations under this Agreement without the express written permission of the Company.This Agreement pertains solely to advertising placed expressly by Advertiser and Advertiser may not re-sell,"sublet"or assign advertising space to any third party. 17. The provisions regarding Indemnification,limitations of liability,and confidentiality shot(survive the termination or expiration of this Agreement for any reason. 18. The Company shall not be liable for failure to publish any advertising or la furnish space for any advertising due to cause,event or circumstance that is beyond the Company's control,including but not limited to strikes,labor disputes,acts of God,war,Insurrection,terrorism,earthquake,flood,fire or breakdown In the Company's production equipment. 19. Customerrepresents and warrants that all representations,warranties,recitals,statements and information provided to Company under this Agreement are true,correct and accurate as of the date of this Agreement. 20. This Agreement will be governed and construed in accordance with the lows of the State of Oregon only appilcable to contracts wholly made and wholly performed in the Stole of Oregon without giving effect to its conflict of laws principles. this contract represents the agreement In Ilsentirely between all parties. Any verbal orwrlllen modification of This agreement will not be recognized.I,the undeMgned,acknowledge responsbPdy for charges to the above account and promise to pay wIINn our net 30,EOM terms and credal policies sel by Rosebud Media.I oho agree that should Rosebud Media Institute collectbn on this account,I wit pay reasonable attorney fees and costs Incurred In the pursuit of co/action Including court costs. Today's Date: Contract Start Date:10/25/21 Number of Months:8 Advertiser Signature: a t Print Name: —A`ti 401) -cit/ !Gi./ n,,Biv 6I/,A Rosebud Media Account Representative:Maddy Fisher ! Date: Rosebud Media Adv Mgr: i Date: Revised 11/07/19 Page 3 of 3 General Policies • •Rosebud Media appreciates the opportunity to serve advertisers.We recognize our responsibility to publish a qualify newspaper,pledged to the best Interest of all our readers. •All advertising copy must be in good taste.The right to reject or edit advertising copy is reserved by Rosebud Media. •Advertisement is most productive when it Is easily understood by everyone.Please spell out oil words,with the exception of a few standard abbreviations listed In most dictionaries. By signing you agree to receive faxes and/or smalls from our organization. 1. Prepayment for advertising does not guarantee publication.The Company reserves the right to change or adjust its advertising rates upon thirty days'notice to Advertiser. 2. The Company reserves the right in Is sole discretion to reject,edit,reduce,classify or cancel any advertising(including any text,graphics, photographs or other elements relating thereto)submitted by Advertiser.The Company shall not be responsible for any error,omission or inaccuracy In any materials,copy or camera-ready materials submitted by Advertiser to Company under this Agreement.Regulations require that recruitment advertising must clearly state the nature of the work:Recruitment ads must slate nature of the Item or service to be sold and the basis of compensation.No estimate of earnings may be made in any sales help ad unless copy states,"guaranteed." 3. Upon early termination of contract,advertiser is responsible for charges 30 days out from cancellation notice. 4. The Company shall determine the position and classification of advertising In its sole discretion.Advertlsershall not be entitled to require specific positioning of advertising In a section without a guaranteed position charge of 25%placement premiums per ad,per Publication.The Company shall not accept Insertion orders with the condition"position or omit,"or any other disclaimers or conditions whatsoever.Compensatory biting adjustments wit nal be made bused on non-guaranteed position requests. 5. This Agreement shall not be void or invalid for typographical errors,Incorrect location,or omissions in advertising published.The Company assumes no responsibility forsuch errors,except to the extent of reprinting that part of the advertising that was omitted In error.Customer shall notify Company of any such errors or omissions not later than two(2)days from the date of Publication otherwise the published advertising shall be deemed final and not subject to correction. 6. The Advertiser agrees to protect and Indemnify Rosebud Media against any and all liability,loss or expense arising from claims for libel,unfair competition,unfair trade practices,Infringement of trademarks,trade names or patents,violations of rights resulting from the publication by the Mall Tribune of the Advertiser's advertisement, • 7. Advertiser represents and warrants:that It has all right,title and Interest to enter into this Agreement and to perform Its obligations hereunder,that it owns or has sufficient license to use all materials and elements contained In the advertising(including but not limited to text,graphics,photographs and designs);and that the advertising Is in compliance with at applicable laws,rules and regulations. 8. If Advertiser uses the services of an advertising agency to purchase advertising hereunder,the agency shall be Jolntiy and severally liable for all obligations of Advertiser hereunder, 9. Advertising that is designed to appear as editorial copy or matter must be clearly marked"Advertisement."Font must be different from news font. 10. Advertiser shall indemnify and hold harmless the Company,Its affiliates and their respective directors,officers,employees,and agents and representatives(collectively,"Indemnifies")from and against any cost,liability,claim or expense(including reasonable attorney fees)relating to any breach of any representation orwarranty contained In this Agreement,or by reason of Company's Publication or omission of Advertiser's advertising. 11. All local contract rates are Net. Advertiser shall pay all amounts due and payable hereunder30 days following date of statement. Any late, payment shall accrue interest at a rate of 1.5%per month(18%per annum),or the highest rate permitted by law,until such amount Is paid In full, Including accrued interest. 12. The Company shall own and retain all right.title and interest including the copyright,In and to any advertising copy or materiels that are created by the Company.Customer shall not authorize photographic or other reproduction,In whole or in part,of any such advertIsing copy for use In any other publication or medlum of expression without the express prior written consent of the Company. 13. In the event that any federal,slate or local taxes are or become Imposed on the printing.sale or publication of advertising material,Customer shall assume the responsibility to pay and/or reimburse Company for such loxes. 14. THE COMPANY MAKES NO EXPRESS WARRANTIES AND DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE WITH RESPECT TO THE PUBLICATION OF CUSTOMER'S ADVERTISING.THE LIABIUTY OF COMPANY TO ADVERTISER HEREUNDER SHALL UNDER NO CIRCUMSTANCES EXCEED THE AMOUNT PAID FOR ADVERTISING PURSUANT TO THIS AGREEMENT. 15. Customer shall not disclose and shall keep confidential the terms and conditions of this agreement and any non-public Information of Company that II learns or obtains under this agreement.Confidential Information shall not include Information that Is,or through no action of Customer becomes,In the public domain,or Information that Is required lobe disclosed by the order of a court with competent Jurisdiction. 16. Customer shot not assign or transfer It rights,duties and obligations under this Agreement without the express written permission of the Company.This Agreement pertains solely to advertising placed expressly by Advertiser and Advertiser may not re-set,"sublet"or assign advertising space to any Ihlyd party, 17. The provisions regarding Indemnification,limitations of liability,and confidentiality shall survive the termination or expiration of this Agreement for any reason. IB. The Company shall not be liable for failure to publish any advertising or to furnish space for any advertising due to cause,event or circumstance that is beyond the Company's control,including but not limited to strikes,labor disputes,acts of God,war,insurrection,terrorism.earthquake,flood,fire or breakdown in the Company's production equipment, 19. Cuslomerrepresenls and warrants that all representations,warranties,recitals,statements and Information provided to Company under this Agreement ore Irue,correct and accurate as of the dale of this Agreement. 20. This Agreement will be governed and construed In accordance with the lova of the State of Oregon only applicable to contracts wholly made and wholly performed in the Stale of Oregon w lhout giving effect to its conflict of laws principles. This coniracl represents the agreement In lis entirety between al padles.My verbal crwrilten moddicallon of ihtsagmemenl will not be recognized.I.the undersigned,acknowledge msponnially For charges to the above account and promise to pay within our net 30.EOM terms and midi pollclessel by Rosebud Media, I also agree Mot should Rosebud Media Wilful,collection on this accounl,I will pay reasonable otlorney lees and cosH Incurred In the pundits(collodion Including mud cods. Today's Date: Contract Start Date:11/1/22 Number of Months:7 // � /) Advertiser Signature: Print Name: 7C1//1 LJGt g r2''1 1/ r/,ne Lh�r� rte' Rosebud Media Account Representative:Maddy Fisher ! Date: Rosebud Media Adv Mgr: Date: Revised 11/07/19 Page 3 of 3 rosebud MEDIA fl Digital Insertion Order Business Information Business Name: Ashland Forest Resiliency Address: 455 Siskiyou Boulevard Contact Name: Sara Jones City: Ashland Title: Community Engagement Coordinator State: OR Phone Number: 541-552-2218 Zip code: 97520 Email: sara.jones@ashland.or.us website, https://www.ashland.or.us Account Number: 17623 Digital Solutions Product Description One-time Fee Start Date Duration Monthly Fee/Renewal Total Tempo Banner ads'.'FC 7)C 10/25/21L' 8 months $950. $1,050.:: Targeted Digital 50k/month 4 months $500 $2000 Ashland Community Comb 1/4 page,`FC 1x $100 $100 Monthly spend Total Spend $3,150 Sara Jones //1/12/ Advertiser or Agency Printed Name Date Maddy Fisher ' Marketing Consultant Printed Name Date 'Scott Sussman Rosebud Media Manager Printed Name Date Page 1 of 3 rosebud eel 111 N Fir St. Medford, OR 97501 1 541-776-4422 1 Rosebud Media Tactics Questionnaire ❑ Ad Messenger It-Audience Target 0 SEM/PPC Advertiser: Ashland Forest Resiliency _ Marketing Consultant; Maddy Fisher Total Monthly Spend: $ Duration(Months): 8 Start Date: 10/25/21 End Date: 5/24/22 "if this is an Ad Messenger campaign, the final demo link must he Included-please email 1. Campaign Name: 2. Geo-Targeting by: ❑County 1\ o City ❑Zip Codes ❑ Radius: miles around (address) o State(s) ❑ Geo-Fence Address: 3. Audience Demographic (gender,age,HHI,intenders, etc): 4, Contextual Segments: 5. Key Performance Indicator: 0 Site Traffic 0 Impressions/Awareness ❑ User Action 6. Cllckihru URL: 7, Mobile"TAP TO"Options: 0 Tap to Call ❑ Tap to Map e Tap to Mobile Site 8. Estimated Monthly Impressions (Centro Calculator): • 9. Requested Monthly Impressions: CPM:$ 10, Retargeting Pixel LI YES ❑ NO 11. View Thru Conversion Pixel ❑ YES ' ❑ NO 12. Additional Conversion Pixel 0 YES •❑ NO 13. Video Pre-Roll(Includes 300x250 Companion Banner) 0 :15 o :30 14. Ad Size: ii ALL ❑ 728x90 0 300x250 0 160x600 0 300x600 ❑ 320x50 (Mobile) Page 2of3 rosebo d fly 1 1 1 N Fir M. Medford, OR 97501 1541-776-4422 I Rosebud Media 5.1 In the event Provider is in default of this Agreement, City may, at its option, pursue any or all of the remedies available to it under this Agreement and at law,or in equity, including,but not limited to: 5.1.1 Termination of this Agreement; 5.1.2 Withholding all monies due for the Work that Provider has failed to deliver within any scheduled completion dates or any Work that have been delivered inadequately or defectively; 5.1.3 Initiation of an action or proceeding for damages, specific performance, or declaratory or injunctive relief; 5.1.4 These remedies are cumulative to the extent the remedies are not inconsistent,and City may pursue any remedy or remedies singly, collectively, successively or in any order whatsoever. 5.2 In no event shall City be liable to Provider for any expenses related to tenninationof this Agreement or for anticipated profits. If previous amounts paid to Provider exceed the amount due, Provider shall pay immediately any excess to City upon written demand provided. 6. TERM AND TERMINATION 6.1 Term This Agreement shall be effective from the date of execution on behalf of the City as set forth below (the "Effective Date") and shall continue in full force and effect until 3)31/2023, unless sooner terminated as provided in Subsection 6.2. 6.2 Termination 6.2.1 The City and Provider may terminate this Agreement by mutual agreement at any time. 6.2.2 The City may,upon not less than thirty (30) days' prior written notice, terminate this Agreement for any reason deemed appropriate in its sole discretion. 6.2.3.Either party may terminate this Agreement, with cause, by not less than fourteen (14) days' prior written notice if the cause is not cured within that fourteen (14) day period after written notice. Such termination is in addition to and not in lieu of any other remedy at law or equity. 7. NOTICE Whenever notice is required or permitted to be given under this Agreement, such notice shall be given in writing to the other party by personal delivery, by sending via a reputable commercial overnight courier, or by mailing using registered or certified United States mail,return receipt requested, postage prepaid, to the address set forth below: If to the City: City of Ashland–Fire Department Attn: Sara Jones 20 E. Main Street Ashland, Oregon 97520 Phone: (541) 552-2218 With a copy to: City of Ashland–Legal Department 20 E. Main Street _- Ashland, OR-97520 —Phone: (541)488-5350 If to Provider: Page 4 of 6: Agreement between the City of Ashland and Rosebud Media • 3.4 All Work product or documents produced in furtherance of this Agreement belong to the City, and any copyright, patent, trademark proprietary or any other protected intellectual property right shall vest in and is hereby assigned to the City. 3.5 This Agreement embodies the full and complete understanding of the parties respecting the subject matter hereof. It supersedes all prior agreements, negotiations, and representations between the parties, whether written or oral. 3.6 This Agreement may be amended only by written instrument executed with the same formalities as this Agreement. 3.7 The following laws of the State of Oregon are hereby incorporated by reference into this Agreement: ORS 279B.220, 279B.230 and 279B.235. 3.7 This Agreement shall be governed by the laws,of the State of Oregon without regard to conflict of laws principles. Exclusive venue for litigation of any action arising under this Agreement shall be in the Circuit Court of the State of Oregon for Jackson County unless exclusive jurisdiction is in federal court, in which case exclusive venue shall be in the federal district court for the district of Oregon. Each party expressly waives any and all rights to maintain an action under this Agreement in any other venue, and expressly consents that, upon motion of the other party, any case may be dismissed or its venue transferred, as appropriate, so as to effectuate this choice of venue. 3.8 Provider shall defend,save,hold harmless and indemnify the City and its officers,employees and agents from and against any and all claims, suits, actions, losses, damages, liabilities, costs, and expenses of any nature resulting from, arising out of, or relating to the activities of Provider or its officers, employees, contractors, or agents under this Agreement. 3.9 Neither party to this Agreement shall hold the other responsiblefor damages or delay in performance caused by acts of God, strikes, lockouts, accidents, or othetevents beyond the control of the other or the other's officers, employees or agents. 3.10 If any provision of this Agreement is found by a court of competent jurisdiction to be unenforceable, such provision shall not affect the other provisions, but such unenforceable provision shall be deemed modified to the extent necessary to render it enforceable, preserving to the fullest extent permitted the intent of Provider and the City set forth in this Agreement. 4. SUPPORTING DOCUMENTS 4.1 The following documents arc, by this reference, expressly incorporated in this Agreement, and are collectively referred to in this Agreement as.the "SUPPORTING DOCUMENTS:" • The Provider's complete written proposals dated 10/25/2021'. 4.2 This Agreement and the SUPPORTING DOCUMENTS shall be construed to be mutually complimentary and supplementary wherever possible. In the event of a conflict which cannot be so resolved,the provisions of this Agreement itself shall control over any conflicting provisions in any of the SUPPORTING DOCUMENTS. In• the event of conflict between provisions of two of the SUPPORTING DOCUMENTS,the several supporting documents shall be given precedence in the order listed in Subsection 4.1. 5. REMEDIES Page 3 of 6: Agreement between the City of Ashland and Rosehu`d+Media • • ,Be evidenced by a certificate or certificates of such insurance approved by the City. • Of 1.3 Provider shall, at its own expense,maintain Worker's Compensation insurance in compliance with ORS 656.017, which requires subject employers to provide workers' compensation coverage for all of its subject employees. 1.4 Provider agreesthat no person shall, on the grounds of nice, color, religion, creed, sex, marital status, familial status or domestic partnership, national origin; age, mental or physical disability, sexual orientation, gender identity or source of income, suffer discrimination in the performance of this Agreement when employed by Provider. Provider agrees to comply with all applicable requirements of federal and state civil rights and rehabilitation statutes,.rules and regulations. Further, Provider agrees not to discriminate against a disadvantaged business enterprise,minority-owned business,woman-owned business, a business that a service-disabled veteran owns s or an emerging small business enterprise certified under ORS 200.055,in awarding subcontracts.as required by ORS 279A.110, 1.5 In all solicitations either by competitive bidding or negotiation made by Provider for work to be performed under a subcontract, including procurements'of materials or leases of equipment, each potential subcontractor or supplier shall be notified by the Providers of the Provider's obligations under this Agreement and Title VI of the Civil Rights Act of 1964 and other federal nondiscrimination laws. 1.6 Living Wage Requirement: If the amount of this Agreement is$21,507.75 or more,Provider is required to comply with Chapter 3.12 of the Ashland Municipal Code by paying a living wage, as defined in that chapter,to all employees performing Work'under this Agreement and to any subcontractor who performs 50% or more of the Work under this Agreement Provider is also required to post the notice attached hereto as "Exhibit A"predominantly in areas where it will be seen by all employees. 2. CITY'S OBLIGATIONS 2.1 City shall pay Provider the sum of$44561as provided:herein as full compensation for the Work as specified in the SUPPORTING DOCUMENTS. 2.2 In no event shall Provider's total of all compensation and reimbursement under this Agreement exceed the sum of$ o4y:otle,bundsed°und Fif3y!darsoll (thts`ts maximum,not fQ elteeedyarrrounttof EN `IItE iagreement)without express, written approval from the City official whose signature appears below, or such official's successor in office. Provider expressly acknowledges that no other person has authority to order or authorize additional Work which would causeithis maximum sum to be-exceeded and that any authorization from the responsible official must be in writing. Provider further acknowledges that any Work delivered or expenses incurred without authorization as provided herein is done at Provider's own risk and as a volunteer without expectation of compensation or reimbursement. 3. GENERAL PROVISIONS 3.1 This is a non-exclusive Agreement. City is not obligated to procure any specific amount of Work from Provider and is free to procure similar types of goods aid services from other providers in its sole discretion. 32 Provider is an independent contractor and not an employee or agent of the City for any purpose. 3.3 Provider is not entitled to, and expressly waives all claims to City benefits such as health and disability insurance,paid leave, and retirement. Page 2 of 6: Agreement between the City of Ashland and Rdsebud'Media • SERVICES AGREEMENT (LESS THAN$25,000) PROVIDER: Rosebud Media CITY OF PROVIDER'S CONTACT: Maddy Fisher ASHLAND 20 East Main Street ADDRESS: 1 1 1 N Fir Street,Medford OR 97501 Ashland, Oregon 97520 Telephone: 541/488-5587 EMAIL: mfisher@rosebudmedia.com rosebudmedia.com Fax: 541/488-6006 PHONE: (541) 776-4422 This Services Agreement (hereinafter "Agreement") is entered into by and between the City of Ashland, an "City") "Y "*'.rs:,.g 5:'">: antes "M .g x»°Y!q . Oregon municipal corporation (hereinafter City ) and I2gse t Meats,Via^doilleu tla t bns nes , earpptat}bn f (n "Provider"),Providern), for'advertising tn,the_arl nbt nesandkugttal eels) 1. PROVIDER'S OBLIGATIONS rac1.1 Provide Iocl adYplaeementxm vlail Tnbuneind:online,albn with.cteattve`siippt'ij' as set forth in the "SUPPORTING DOCUMENTS" attached hereto and,by this reference,incorporated herein. Provider expressly acknowledges that time is of the essence of any completion date set forth in the SUPPORTING DOCUMENTS, and that no waiver or extension of such deadline may be authorized except in the same manner as herein provided for authority to exceed the maxiinum compensation. The services defined and described in the "SUPPORTING DOCUMENTS" shall hereinafter be collectively referred to as "Work." 1:2 Provider shall obtain and maintain during the term of this Agreementand until City's final acceptance of all Work received hereunder, a policy orpolicies of liability insurance including commercial general liability insurance with a combined single limit, or the equivalent, of not less than $2,000,000 (two million dollars)per occurrence for Bodily Injury and Property Damage. 1.2.1 The insurance required in this Article shall include the following coverages: • Comprehensive General or Commercial General Liability, including personal injury, contractual liability, and products/completed operations coverage; and • Automobile Liability. 1.2.2 Each policy of such insurance shall be on an"occurrence"'and not a "claims made" form and shall: • Name as additional insured "the City of Ashland, Oregon, its officers, agents and employees" with respect to claims arising out of the provision of Work under this Agreement; • Apply to each named and additional named insured as though a separate policy had been issued to each, provided that the limits shall not be increased thereby; • Apply as primary,coverage for each additional named insured except to the extent that two or more such policies are intended to "layer" coverage and, taken together, they provide total coverage from the first dollar of liability; • Provider shall immediately notify the City of any change in insurance coverage • Provider shall supply an endorsement naming the City, its officers, employees and agents • as additional insureds by the Effective Date of this Agreement; and Page I of 6: Agreement between the City of Ashland and RosebudMeaia Rosebud>Media Attn:Maddy Fisher 2nifisher@rosebudinedia.com 8. WAIVER OF BREACH One or more waivers or failures to object by either party to the other's breach of any provision;term,condition, or covenant contained in this Agreement shall not be construed as a waiver of any subsequent breach,whether or not of the same nature. 9. PROVIDER'S COMPLIANCE WITH TAX LAWS 9.1 Provider represents and warrants to the City that: 9.1.1 Provider shall, throughout the term of this Agreement, including any extensions hereof, comply with: (i) All tax laws of the State of Oregon, including but not limited to ORS 305.620 and ORS chapters 316, 317, and 318; (ii) Any tax provisions imposed by a political subdivision of the State of Oregon applicable to Provider; and (iii) Any rules, regulations, charter provisions, or ordinances that implement or enforce any of the foregoing tax laws or provisions. 9.1.2 Provider, for a period of no fewer than six (6) calendar years preceding the Effective Date of this Agreement, has faithfully complied with: (i) All tax laws of the State of Oregon, including but not limited to ORS 305,620 and ORS chapters 316; 317, and 318; (ii) Any tax provisions imposed by a political subdivision of the State of Oregon applicable to Provider; and (iii) Any rules, regulations, charter provisions, or ordinances that implement or enforce any of the foregoing tax laws or provisions. 9.2 Provider's failure to comply with the tax laws of the State of Oregon and all applicable tax laws of any political subdivision of the State of Oregon shall constitute,a material breach of this Agreement. Further, any violation of Provider's warranty, as set forth in this Article 9, shall constitute a material breach of this Agreement. Any material breach of this Agreement shall entitle the City to terminate this Agreement and to seek damages and any other relief available under this Agreement,at law,or in equity. Page 5 of 6: Agreement between the City of Ash hand and Rosebud^Media • IN WITNESS WHEREOF the parties have caused this Agreement to be signed in their respective names by their duly authorized representatives as of the dates set forth below. CITY OF ASHLAND: .. Rosebud Media (PROVIDER): By; By: tt / S gicature Signature (1�lte-4k S ' [u efri Printed Name Printed Name .2)/Ui'S7 eli/el' Ver ";-; •r- (7r.re-sh 1. Title Title 44. /r -14`' // '/2' uZ Date Date • Purchase Order No. 7-, / 97 (W-9 is to be submitted with this signed Agreement) Page 6 oIG: Agreement between the City of Ashland and Rosebud Media rosebud l MEDIA N► Digital Insertion Order Business Information Business Name:Ashland Forest Resiliency Address: 455 Siskiyou Boulevard Contact Name: Sara Jones dry: Ashland Title: Community Engagement Coordinator State: OR Phone Number: 541-552-2218 =Ip Code; 97520 Email: sara.jones@ashland.or.us Website: https://www.ashiand.or.us Account Number: 17623 Digital Solutions Product Description One-time Fee Start Date Duration Monthly Fee/Renewal Total Tempo Banner ads FC 6x 11/1/22 7 months $150 $900 • Ashland Community Conry 1/4 page, FC lx $100 $100 Total Spend $1 ,000 • Sara Jones /'t/zo/z/ Advertiser or Agency Printed Name Date Maddy Fisher Marketing Consultant Printed Name Date Scott Sussman Rosebud Media Manager Printed Name Date Page I of 3 rosebp d 9 111 N Fir St. Medford, OR 97501 1541-776-4422 Rosebud Media Tactics Questionnaire 0 Ad Messenger 0 Audience Target ❑ SEM/PPC Advertiser: Ashland Forest Resiliency Marketing Consultant: Maddy Fisher Total Monthly Spend:$ Duration(Months): 7 Start Date: 11/1/22 End Date: 611/23 *If fhls Is an Ad Messenger campaign, the final demo Zink must be included-please email 1. Campaign Name: 2. Geo-Targeting by: o County ‘1 o City o Zip Codes o Radius: miles around (address) o State(s) o Geo-Fence Address: 3. Audience Demographic (gender,age, HHI,intenders,etc): 4. Contextual Segments: 5. Key Performance Indicator: ❑ Site Traffic ❑ Impressions/Awareness ❑ User Action 6. Click Thru URL: 7. Mobile "TAP TO" Options: ❑ Tap to Call o Tap to Map s Tap to Mobile Site 8. Estimated Monthly impressions (Centro Calculator): 9. Requested Monthly impressions: CPM:$ 10. Retargeting Pixel ❑ YES ❑ NO 11. View Thru Conversion Pixel ❑ YES ❑ NO 12. Additional Conversion Pixel o YES ❑ NO 13. Video Pre-Roll(Includes 300x250 Companion Banner) ❑ :15 0 :30 14. Ad Size: © ALL ❑ 728x90 ❑ 300x250 ❑ 160x600 ❑ 300x600 ❑ 320x50(Mobile) Page 2 of 3 rosebud rl 11 1 N Fir St. Medford, OR 97501 1541-776-4422 I Rosebud Media • '0DATE(MM/CIWYr T A EP CERTIFICATE OF LIABILITY INSURANCE 11/12/2021.T'ftiS CERTIFICATE IS ISSUED AS A MATTER OF•INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND,.EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES. BELOW.'THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE.OR PRODUCER,AND THE CERTIFICATE HOLDER. . IMPORTANT: If the certificate holder Is an ADDITIONAL INSURED,,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require'an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsenient(s). PRODUCER CONTACT Mary Wisniewski Nottingham Agency Inc. ' PHONE , FAX 2277 Route 33,Suite 404 (AIC Nn Fink 215 {93.1996 • (A/c,Ner 215-493-0395 _ Hamilton'Square NJ 08690Aao1 ss: mwisnlewskk nottiis.com INSURERIS)AFFORDING COVERAGE NAZCA INSURER A:Hartford Underwriters.Insurance Company INSURED ROSEMED-e1 INSURER B;Great Northern Insurance Company 20203 Rosebud Media, LLC 111 N. Fir Street INSURER C:Hartford Casualty Company 29424 • Medford OR 97501, NSURER o: INSURER E: . • ' INSURER F: ' COVERAGES CERTIFICATE NUMBER:1937398216 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT,TERM OR.CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES:DESCRIBED HEREIN IS SUBJECT TO-ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN.REDUCED BY PAID CLAIMS. . INsh TYPE OFINSURANCE AWL SUERPOLICY EFF POLICY EXP • LTR INSO WVD POLICY NUMBER .MWDD/YYYYI (MMJDDM/YV) LIMITS 3 A X COMMERCIAL GENERAL LIABILITY 13SBAALBTpU 6/23/2021 8/23/2022 EACH OCCURRENCE $1000,000 ' CIAIMS-MADE 151C I OCCUR , DAMAGE TO RENTED PREMISES(Ea occurrence) $100,000 MED EXP(My one person) $10,000 — PERSONAL 5 ADV INJURY $1,00g000 GENt AGGREGATE LIMIT APPLIES PER: - GENERAL AGGREGATE 5:2,000,000 X POLICY jEa LOC ' ' PRODUCTS-COMP/OP AGG 52,000,000 OTHER . $ B AUTOMOBILE LIABILITY 7359-62-75 6/23/2021 6/23/2022 FEO=LnISINGLELIMIT $1,000,000 X ANY AUTO ( BODILY INJURY IPerperson) '$ OWNED — SCHEDULED BODILY INJURY(Per accident) 'I • AUTOS ONLY AUTOS X HIRED x NON-OWNED - I PROPERTY DAMAGE $ AUTOS ONLY _ AUTOS ONLY IPer accident) S A X UMBRELLALIAB X OCCUR 13SBAALBTBU • 6/23)2021 6/23/2622 EACH OCCURRENCE 53,000,000 EXCESS LIAR CLAIMS-MADE -AGGREGATE $3.000,000 _, DED X RETENTIONS 1n Dan EE $ C WORKERS COMPENSATION 13WECAK6SX7 3/28/2021 3/28/2022 X STATUTE ETH AND EMPLOYERS'LIABILITY Y/N ' ANYPROPRIETOR/PARTNER/EXECUTIVE EL,EACH ACCIDENT $1,000,000 OFFICER/MEMBER EXCLUDED? n NIA (Mandatory In NH) EL DISEASE-EA EMPLOYEE $1,000.000 If yes.descrIbe under .. . DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $1;000,000 DE6CRIPTION OF OPERATIONS I LOCATIONS I VEHICLES(ACORD 101,Additional Remarks Schedule.may be attached If more space Is required) The City of Ashland,Oregon,Its officers,agents and employees Included as additional Insured by contract(endorsement.Form 5L3032). Coverage Is a primary non-contributory basis If required by contract. - CERTIFICATE HOLDER CANCELLATION S .SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Ashland • 20 East Main Street " Ashland OR 97520 AUTHORIZ b REPRESENTATIVE ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25(2016/03) The ACORD name and logo are registered marks-of ACORD