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Home My WebLink AboutC26810 Set to Save Energy ProgramContract No. C26810 • CITY OF PALM DESERT COMMUNITY SERVICES DEPARTMENT STAFF REPORT REQUEST: Ratify the City Manager's Approval of the Lawrence Company Agreement in the Amount of $44,800. SUBMITTED BY: Frankie Riddle, Dire is o CI a DENIED ;RECEIVED OTHER DATE: August 9, 2007 - — NESTING DATE $-R-07 CONTENTS: Agreement AYES :fi� :NOES : _Dl C �- �.._.. ABSENT: ,org uc cn — ABSTAIN: male_ Recommendation: VERIFIED BY:_kAr Original on File wi h'CitClerk'Office By Minute Motion, ratify City Manager's approval of The Lawrence Compare Agreement in the amount of $44,800 from Account No. 236-4195-454-3090. Discussion: :X \I In an effort to move the Energy Department's efforts forward and promote the new energy programs the City contracted with The Lawrence Company to create two Public Service Announcements (PSA) the Recycle Binney "Set to Save" and "Recycling Refrigerator." Since the proposed PSAs promote recycling, funds will be paid from the Recycling Account No. 236-4195-454-3090 in the amount of $44,800. Ordinance No. 986 grants the City Manager authorization to approve design and creative services pertaining to City advertising/public relations programs up to $40,000. Since the contract amount exceeds the $40,000 limit, staff is requesting City Council ratification. Staff recommends City Council ratify the City Manager's approval of the Lawrence Company Agreement in the amount of $44,800. Franke fiddle Director of Special Programs /Sheila R. Gill. an ACM of Community Servic Approval: Carlos L. • rte City Manager Paul S. Gibson Director of Finance • ORDINANCE NO.2 AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF PALM DESERT, CALIPOBNIA, AMENDING SECTION 3.3E OF THE PALM DESF T MUNICIPAL CODE, ADDING A SECTION TO PROVIDE FOR CITY MANAGER APPROVAL OF DESIGN AND CREATIVE SERVICES AS THEY RELATE TO THE 4..1I i s ADVERTISING/PUBLIC RELATIONS PROGRAMS. The City Council of the City of Palm Desert, California, DOES HEREBY ORDAIN, AS FOLLOWS: .1. amended to add: Section 3.32 of the Palm Desert Municipal Code, being the same, is hereby- . "The City Manager or his designee shall be authorized to approve purchase orders and/or contracts for design and creative services, as they relate to the city's advertising/public relations programs, in an amount not to exceed $40.000 each. Said approvals shall be contingent upon review and recotnmendation by the Palm Desert Promotion Committee." . The City Clerk. of the City ofPalm Desert, California, shall certify to the passes, and:adoption of this Ordinance and Shall' cause the same to be published once in the Desalt Sun, a nevirspaper of general circulation;. circulated within tine City of Palm Desert, and 81b acme shall be in PI. force and effect thirty (30)•days after its adoption. . PASSED,; APPROVED, AND AM,L .r6D • by the- City Council of the City of Paha Desert; California; at its regular meeting held on the • 260 • day of April • , 2001, by the - following vote, to wit AYES:. BENSON, CRITES, KELLY, SPIEGEL, FERGUSON NOES: NONE ABSENT: NONE ABSTAIN: NONE ATTEST: SHEILA R. r - CLBRR CITY OF PALM D , CALIFORNIA � ',�� .;,; '� 1990 E. Grand Ave.Suite 340 EI Segundo,California 90245 tel 310.416.9166 fax 310.416.9155 June 6, 2007 To: Sheila Gilligan Assistant City Manager City of Palm Desert 73-510 Fred Waring Drive Palm Desert, CA 92260 Re:LETTER OF AGREEMENT—RECYCLE B/NNEY, "Set To Save", Dear Sheila: We look forward to working with you and Palm Desert in creating the next "Recycle Binney" PSA. This letter confirms (1) your engagement of THE LAWRENCE COMPANY and (2) the terms and conditions of the project elements, schedules and your fee agreement with THE LAWRENCE COMPANY. The following is our retention letter. Please review the letter and return a signed copy along with the retainer to The Lawrence Company. A proposal and budget have been prepared for this engagement and THE LAWRENCE COMPANY will perform work based on the parameters detailed in the proposal and budget. If Palm Desert requests services beyond the parameters of the proposal and budget, THE LAWRENCE COMPANY will ask Palm Desert to sign a change order reflecting the additional fees and costs associated with the change. General Terms Applicable To This Retention This agreement is made between THE LAWRENCE COMPANY and Palm Desert. Palm Desert agrees to perform its obligations under this agreement. The person signing this agreement on behalf of Palm Desert represents and warrants to THE LAWRENCE COMPANY that he/she has the authority to enter into the agreement on behalf of Palm Desert and to bind Palm Desert to perform its obligations under the agreement. In the unlikely event that sums payable under this agreement become the subject of controversy (except sums payable involving less than $5,000.00, which you agree to resolve in Small Claims Court in Los Angeles, California) both sides agree that such controversy will be settled by binding arbitration in Los Angeles, California, in accordance with the law of the State of California. Judgment on the award rendered may be entered in any court having jurisdiction. The prevailing party shall be entitled to recover reasonable fees and costs. Additionally, in the event that any of the bills described herein are not timely paid, THE LAWRENCE COMPANY reserves its right to withdraw from this engagement regardless of the state of the matter and regardless of any event or proceeding, which may be pending. Both sides agree to waive any rights they may have to receive damages or indemnification on any theory of liability for special, indirect, consequential or exemplary damages. This contract will be interpreted following the laws of the State of California. All fees and expenses will be billed to Palm Desert based on the schedule detailed in Appendix 1 and are due and payable upon receipt of the invoice. All bills will be rendered to Palm Desert and will be Palm Desert's sole responsibility. - www.lawrenceco.com (events] [inieractive mediaJ [animation] �digital design] ,.a^ ':.r v,.:�; "Recycled Binney"Refrigerutor Recycle PSA Ag��eement June 6, 2007 Page 2 Credit will not be extended and a delinquency charge of one and one-half percent per month will be assessed on unpaid balances that are thirty (30) days overdue from the date of the invoice. The terms of this LETTER OF AGREEMENT are valid until 6/20/07. If PALM DESERT has not returned the signed engagement letter along with the deposit within that time, we will contact you to inquire if you intend to proceed with the engagement. If you decide not to proceed with the engagement, we will charge you for all reasonable work and expenses incurred up to the time of notification. Terms Applicable to Desiqn, Production and Presentation 1. CONTRACT SERVICE THE LAWRENCE COMPANY will design and produce an animated 30sec PSA and based on the existing "Recycled Binney" 3-D character. The elements are more specifically identified in Appendix I that is attached to and made a part of this AGREEMENT. 2. TIME OF COMPLETION The PRODUCTION SCHEDULE for the various elements is described in Appendix II that is attached to and made a part of this AGREEMENT. Client approvals are vital to delivery the project on schedule. Every effort will be made to maintain the proposed schedule. If Palm Desert does not review and approve elements in a timely manner the delivery date may be compromised. THE LAWERENCE COMPANY is not responsible for schedule changes resulting from delays in client reviews and approvals. 3. THE CONTRACT PRICE Palm Desert will pay THE LAWRENCE COMPANY for the CONTRACT SERVICES as stated in Appendix III, subject to additions and deductions �elated to authorized changes to the scope of the CONTRACT SERVICE. 4. PROGRESS PAYMENTS Payments of the CONTRACT PRICE shall be made in installments upon comptetion of the requisite acceptance criteria set forth in Appendix IIII. 5. LICENSING The licensing of use of materials is set forth in Appendix IX. 6.OTHER PROVISIONS All changes to the scope of the CONTRACT SERVICE shall be in writing and signed by Palm Desert and THE LAWRENCE COMPANY, which writing then shall be incorporated in and become a part of this AGREEMENT. 7. The LAWRENCE COMPANY will not disclose to Palm Desert any information of third parties that THE LAWRENCE COMPANY does not have the right to disclose. 8. This AGREEMENT may be terminated by either party at any time, with or without cause, upon thirty- (30) days' written notice to the other party. Upon receipt of the notice of termination, the Contractor shall immediately cease all work or services hereunder except as may be specifically approved by the Contract Officer. In the event of termination by the City, Contractor shall be entitled to compensation for all services rendered prior to the effectiveness of the notice of termination and for such additional www.lawrenceco.com [events) [interactive media] [animation] [tligital design] , ;a�;. "Recycled Binney"Refrigerator Recycle PSA Agreemenl June 6, 2007 Page 3 services specifically authorized by the Contract Officer and City shall be entitled to reimbursement for any compensation paid in excess of the services rendered. 9. This AGREEMENT is the entire agreement of the parties relating to the subject matter hereof, and supersedes all prior and contemporaneous negotiations, correspondence, understandings, and agreements of the parties relating to the subject matter hereof. It may be amended only by an agreement in writing, signed by both parties. 10. THE LAWRENCE COMPANY is an independent contractor and is not an employee or agent of Palm Desert. THE LAWRENCE COMPANY shall be entitled to no benefits or compensation from Palm Desert except as set forth in this AGREEMENT and shall in no event be entitled to any fringe benefits payable to empfoyees of Palm Desert. THE LAWRENCE COMPANY shall be solely responsible for the payment of all taxes due on the income received for performing the CONTRACT SERVICES. 11. The Lawrence Company agrees to indemnify Palm Desert, its o�cers, agents and employees against, and will hold and save them and each of them harmless from, any and all actions, suits, claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities, (herein "claims or liabilities") that may be asserted or claimed by any person, firm or entity arising out of or in connection with the negligent performance of the work, operations or activities of The Lawrence Company, its agents, employees, subcontractors, or invitees, provided for herein, or arising from the negligent acts or omissions of The Lawrence Company hereunder, or arising from The Lawrence Company's negligent performance of or failure to perform any term, provision, covenant or condition of this Agreement. In the event Palm Desert, its officers, agents or employees is made a party to any action or proceeding filed or prosecuted against The Lawrence Company for such damages or other claims arising out of or in connection with the negligent performance of or failure to perform the work, operation or activities of The Lawrence Company hereunder, The Lawrence Company agrees to pay to Palm Desert, its officers, agents or employees, any and all costs and expenses incurred by Palm Desert, its office�s, agents or employees in such action or proceeding, including but not limited to, legal costs and attorneys' fees. IN WITNESS WHEREOF, the parties have executed this AGREEMENT a of the date of the party last signing below. PALM DESERT THE LA ' IMP Y By: � By: Name Carlos . ortega Name: Daniel eller Tltle City Manager Date: 06/14/07 Date: b www.lawrenceco.com [events] (interactive metlia] [animation] [digital design] .s.:+�. ^�t:%� "Recycled Binney"Refrigerator Recycle PSA Agreement June 6, 2007 Page 4 Appendix I CONTRACTED SERVICES "Set To Save" Pubiic Service Spot (PSA) Conceive, Write, Design and Produce an animated 30-second Public Service Spot focusing on the importance and specifics of refrigerator recycling using the "Recycle Binney" character. Working with Palm Desert and its representatives, story concept and script for the PSA will be developed and submitted for approval. Upon the scripts being approved the storyboards will be developed. The storyboard will be submitted for approval to Palm Desert. Upon approval of the storyboard, the storyboard images will be used to create an animatic. The animatic will be reviewed for clarity of message, timing and story structure. Upon approval of the animatic by Palm Desert, the animation of the spot will begin.With the approval of the animatic voice tafent will be recorded. Static key frames of the project will be submitted for review to Palm Desert. Upon completion of the animation, the audio track will be sweetened with music and/or sound effects. With the sweetened soundtrack the completed "Recycled Binney— Refrigerator Recycling"will be delivered on Beta SP to Palm Desert. SERVICES Story Concept Script Storyboard Animatic Visual Design 3-D and 2-D Modeling 3-D and 2-D Animation Post Production and Sound Track Sweetening Deliverables (Format 2 BetaSP and 2 DVDs) VOICE TALENT Voice talent will be contracted for the production of the spot. w�rw.lawrenceco.com [events] [interactive media] (animation] �digital designJ t. . e.A��p�:�4v�:�' "Reeycled Binney"Refrigerator Recycle PSA Agreement Ja�ne 6, 2007 Page 5 Appendix II TIME OF COMPLETION PSA June 1, 2007 Start Project June 1 - 7 Concept/Script Development June 7 - 8 Scripts Written, Presented and Client Approval June 13 - 15 Storyboards Presented and Client Approval Design of 3-D Model Elements started based on Storyboard June 22 - 26 Animatic Produced and Client Approval June 27—August1 Animation Production July 9 -13 Voice Recorded August 2 Post Production on Spot August 8 - 10 Review of Spot by Client August 13 - 14 Revisions on Spot (If necessary) August 15 Delivery of Final Spot Detailed schedu/ed attached. www.lawrenceco.com �events] [interactive media� [animation] [digital design] - $:�r�:>:, "Recycled Binney"Refi'rgerator Recycle f'SA Agreement June 6, 2007 Page 6 Appendix III CONTRACT PRICE PSA Spot Creative: Concept, Script, Design, 3-D Modeling and Soundtrack Creative Development, Scripting, Storyboard, Animatic: $ 6,550.00 Sound Track (English) including voice talent, music, and production: $ 3,690.00 Total Design, 3-D Modeling and Sound Track: $ 10,240.00`,** PSA Spot Production: Production 3-D Modeling (Elements in addition to "Recycle Binney"): $ 5,240.00 3-D and 2-D animation Production: $ 22,150.00 Post Production (Editing) and Sound Track Sweetening: $ 3,500.00 Administrative, Messenger, Materials: � 3,670.00 Total Production: $ 34,560.00"` 'Does not include overages, change fees for taxes, if any ""`Voice talent licensing is for the use within the Palm Desert area and the Cochilla Valley. For this geographical area talent fees are on a buyout arrangement for three years. www.lawrenceco.com [events] [interactive mediaJ [animation] [digital design] :�;,;. "Recycled 13inney"Refi•igerator Recycle PSA�lgreement Jzn�e 6, 2007 Yage 8 Appendix IV LICENSING TLC grants to Palm Desert a non-transferable, limited license to the "Recycle Binney" PSA(s) and images developed for the PSA in accordance with the terms of this Agreement. Any enhancements or changes to the "Recycle Binney" PSA images, either editorial or programmatic, constitute a new edition that will require a new license for the use of the Images. TLC grants Palm Desert the limited license to broadcast the "Recycle Binney" PSA in the Cochilla Valley and an exclusive use of the PSA for a three-year period. The Images may be used only as part of the Work and may not be distributed, published or communicated in any other form or medium, unless otherwise stated in the Agreement. Except as expressly set forth herein, TLC reserves all rights in and to the Images, including without limitation the right to exploit the Images in any work in any future or unknown technology. www.lawrenceco.com [events] [interactive media] [animation] [digital design] State of ��1. �l��Vl��jtJ }SS County of INS c�-vt�i�]aS } On ��u� � � , 20 U�, before me, ��.��✓� � �S�e �� , a Notary Public, personally appeared ��u�1 i�( f'�U�l l-�� , personally known to me (or proved to me on the basis of satisfactory evidence) to be the persor�y(�) whose name(� is re subscribed to the w� 'n instrument and acknowledged to me that he/she/they executed the same in is/ r/their authorized capacity�, and that by his/her/their signature�on the instrument the person(�,..orthe entity upon behalf of which the persor�acted, executed the instrument. WITNESS my hand and official seal. ROB{N J.FOSSEIMAN � Commlaslon#1685781 �� -� Notary Publk-CaIBorNa y� Signature �O�^"�� COt�'�' My Comm.Explres Aug 3,2010 �Remainder of this page has intentionally been left blank.] . ��,. , �. :,,;,�; 1990 E. Grand Ave.Suite 340 EI Segundo,Cal'rfomia 90245 tel 310.416.9166 fax 310.416.9155 June 6, 2007 To: Sheila Gilligan Assistant City Manager Ciry of Palm Desert 73-510 Fred Waring Drive Palm Desert, CA 92260 Re: LETTER OF AGREEMENT—RECYCLE BINNEY, "Set To Save", Dear Sheila: We look forward to working with you and Palm Desert in creating the next "Recycle Binney" PSA. This letter confirms (1) your engagement of THE LAWRENCE COMPANY and (2) the terms and conditions of the project elements, schedules and your fee agreement with THE LAWRENCE COMPANY. The following is our retention letter. Please review the letter and return a signed copy along with the retainer to The Lawrence Company. A proposal and budget have been prepared for this engagement and THE LAWRENCE COMPANY will perform work based on the parameters detailed in the proposal and budget. If Palm Desert requests services beyond the parameters of the proposal and budget, THE LAWRENCE COMPANY will ask Palm Desert to sign a change order reflecting the additional fees and costs associated with the change. General Terms Applicable To This Retention This agreement is made between THE LAWRENCE COMPANY and Palm Desert. Palm Desert agrees to perform its obligations under this agreement. The person signing this agreement on behalf of Palm Desert represents and warrants to THE LAWRENCE COMPANY that he/she has the authority to enter into the agreement on behalf of Palm Desert and to bind Palm Desert to perform its obligations under the agreement. In the unlikely event that sums payable under this agreement become the subject of controversy (except sums payable involving less than $5,000.00, which you agree to resolve in Small Claims Court in Los Angeles, California) both sides agree that such controversy will be settled by binding arbitration in Los Angeles, California, in accordance with the law of the State of California. Judgment on the award rendered may be entered in any court having jurisdiction. The prevailing party shall be entitled to recover reasonable fees and costs. Additionally, in the event that any of the bills described herein are not timely paid, THE LAWRENCE COMPANY reserves its right to withdraw from this engagement regardless of the state of the matter and regardless of any event or proceeding, which may be pending. Both sides agree to waive any rights they may have to receive damages or indemnification on any theory of liability for special, indirect, consequential or exemplary damages. This contract will be interpreted following the laws of the State of California. All fees and expenses will be billed to Palm Desert based on the schedule detailed in Appendix 1 and are due and payable upon receipt of the invoice. All bills will be rendered to Palm Desert and will be Palm Desert's sole responsibility. www.lawrenceco.com [events] �nteractive media] [animation] [digital design] :+s , h:' "Recycled Binney"Refrigerator Recycle PSA Agreement June 6, Z007 Page 2 Credit will not be extended and a delinquency charge of one and one-half percent per month will be assessed on unpaid balances that are thirty (30) days overdue from the date of the invoice. The terms of this LETTER OF AGREEMENT are valid until 6/20/07. If PALM DESERT has not returned the signed engagement letter along with the deposit within that time, we will contact you to inquire if you intend to proceed with the engagement. If you decide not to proceed with the engagement, we will charge you for all reasonable work and expenses incurred up to the time of notification. Terms Apqlicable to Desiqn, Production and Presentation 1. CONTRACT SERVICE THE LAWRENCE COMPANY will design and produce an animated 30sec PSA and based on the existing "Recycled Binney" 3-D character. The elements are more specifically identified in Appendix I that is attached to and made a part of this AGREEMENT. 2. TIME OF COMPLETION The PRODUCTION SCHEDULE for the various elements is described in Appendix II that is attached to and made a part of this AGREEMENT. Client approvals are vital to delivery the project on schedule. Every effort will be made to maintain the proposed schedule. If Palm Desert does not review and approve elements in a timely manner the delivery date may be compromised. THE LAWERENCE COMPANY is not responsible for schedule changes resulting from delays in client reviews and approvals. 3. THE CONTRACT PRICE Palm Desert will pay THE LAWRENCE COMPANY for the CONTRACT SERVICES as stated in Appendix III, subject to additions and deductions related to authorized changes to the scope of the CONTRACT SERVICE. 4. PROGRESS PAYMENTS Payments of the CONTRACT PRICE shall be made in installments upon completion of the requisite acceptance criteria set forth in Appendix IIII. 5. LICENSING The licensing of use of materials is set forth in Appendix IX. 6.OTHER PROVISIONS All changes to the scope of the CONTRACT SERVICE shall be in writing and signed by Palm Desert and THE LAWRENCE COMPANY, which writing then shall be incorporated in and become a part of this AGREEMENT. 7. The LAWRENCE COMPANY will not disclose to Palm Desert any information of third parties that THE LAWRENCE COMPANY does not have the right to disclose. 8. This AGREEMENT may be terminated by either party at any time, with or without cause, upon thirty- (30) days' written notice to the other party. Upon receipt of the notice of termination, the Contractor shall immediately cease all work or services hereunder except as may be specifically approved by the Contract Officer. In the event of termination by the City, Contractor shall be entitled to compensation for all services rendered prior to the effectiveness of the notice of termination and for such additional www.lawrenceco.com [events] (interactive media� [animation] (digital design� ::M;.. "Recycled Binney"Refi•igerator Recycle ASA Agreement June 6, 2007 Page 3 services specifically authorized by the Contract Officer and City shall be entitled to reimbursement for any compensation paid in excess of the services rendered. 9. This AGREEMENT is the entire agreement of the parties relating to the subject matter hereof, and — supersedes all prior and contemporaneous negotiations, correspondence, understandings, and agreements of the parties relating to the subject matter hereof. It may be amended only by an agreement in writing, signed by both parties. 10. THE LAWRENCE COMPANY is an independent contractor and is not an employee or agent of Palm Desert. THE LAWRENCE COMPANY shall be entitled to no benefits or compensation from Palm Desert except as set forth in this AGREEMENT and shall in no event be entitled to any fringe benefits payable to employees of Palm Desert. THE LAWRENCE COMPANY shall be solely responsible for the payment of all taxes due on the income received for performing the CONTRACT SERVICES. 11. The Lawrence Company agrees to indemnify Palm Desert, its officers, agents and employees against, and will hold and save them and each of them harmless from, any and all actions, suits, claims, damages to persons or property, losses, costs, penalties, obligations, errors, omissions or liabilities, (herein "claims ar liabilities") that may be asserted or claimed by any person, firm or entity arising out of or in connection with the negligent performance of the work, operations or activities of The Lawrence Company, its agents, employees, subcontractors, or invitees, provided for herein, or arising from the negligent acts or omissions of The Lawrence Company hereunder, or arising from The Lawrence Company's negligent performance of or failure to perform any term, provision, covenant or condition of this Agreement. In the event Palm Desert, its officers, agents or employees is made a party to any action or proceeding filed or prosecuted against The Lawrence Company for such damages or other claims arising out of or in connection with the negligent performance of or failure to perform the work, operation or activities of The Lawrence Company hereunder, The Lawrence Company agrees to pay to Palm Desert, its officers, agents or employees, any and all costs and expenses incurred by Palm Desert, its officers, agents or employees in such action or proceeding, including but not limited to, legal costs and attorneys' fees. IN WITNESS WHEREOF, the parties have executed this AGREEMENT a of the date of the party fast signing below. � PALM DESERT THE LA MP Y By: � By: Name Carlos . Ortega Name: Daniel eller Tltle City �Ianager Date: 06/14/07 Date: b www.lawrenceco,com [events] [interactive media] [animationJ (digital design] .R�. .�...3, "Recycled Binney"Refi•igerator-Recycle PSA Agreement Jtme 6, 2�07 Page 4 Appendix I CONTRACTED SERVICES — "Set To Save" Public Service Spot (PSA) Conceive, Write, Design and Produce an animated 30-second Public Service Spot focusing on the importance and specifics of refrigerator recycling using the "Recycle Binney" character. Working with Palm Desert and its representatives, story concept and script for the PSA will be developed and submitted for approval. Upon the scripts being approved the storyboards will be developed. The storyboard will be submitted for approval to Palm Desert. Upon approval of the storyboard, the storyboard images will be used to create an animatic. The animatic will be reviewed for clarity of message, timing and story structure. Upon approval of the animatic by Palm Desert, the animation of the spot will begin. With the approval of the animatic voice talent will be recorded. Static key frames of the project will be submitted for review to Palm Desert. Upon completion of the animation, the audio track will be sweetened with music and/or sound effects. With the sweetened soundtrack the completed "Recycled Binney— Refrigerator Recycling"will be delivered on Beta SP to Palm Desert. SERVICES Story Concept Script Storyboard Animatic Visual Design 3-D and 2-D Modeling 3-D and 2-D Animation Post Production and Sound Track Sweetening Deliverables (Format 2 BetaSP and 2 DVDs) VOICE TALENT Voice talent will be contracted for the production of the spot. www.lawrenceco.com [events] [interactive media] [animation] (digital design] .,+( ..•",�.M y� "Recycled Binney"ReJrigerator Recycle PSA Agreement June 6, 2007 Page S Appendix II TIME OF COMPLETION PSA � June 1, 2007 Start Project June 1 - 7 ConcepUScript Development June 7 - 8 Scripts Written, Presented and Client Approval June 13 - 15 Storyboards Presented and Client Approval Design of 3-D Model Elements started based on Storyboard June 22 - 26 Animatic Produced and Client Approval June 27 —August1 Animation Production July 9 -13 Voice Recorded August 2 Post Production on Spot August 8 - 10 Review of Spot by Client August 13 - 14 Revisions on Spot (If necessary) August 15 Delivery of Final Spot Detailed scheduled attached. www.lawrenceco.com [events] (interactive media] (animationj [digital design] "Recycled Binney"Refrigerator Recycle PSA Agreement June 6, 2007 Page 6 Appendix III CONTRACT PRICE ~ PSA Spot Creative: Concept, Script, Design, 3-D Modeling and Soundtrack Creative Development, Scripting, Storyboard, Animatic: $ 6,550.00 Sound Track (English) including voice talent, music, and production: $ 3.690.00 Total Design, 3-D Modeling and Sound Track: $ 10,240.00"`,'`* PSA Spot Production: Production 3-D Modeling (Elements in addition to "Recycle Binney"): $ 5,240.00 3-D and 2-D animation Production: $ 22,150.00 Post Production (Editing) and Sound Track Sweetening: $ 3,500.00 Administrative, Messenger, Materials: 3 670.00 Total Production: $ 34,560.00'' 'Does not include overages, change fees for taxes, if any '`Voice talent licensing is for the use within the Palm Desert area and the Cochilla Valley. For this geographical area talent fees are on a buyout arrangement for three years. www.lawrenceco.com [events] [interactive media] [animation� (digital designj +t�;-. "Recycled Binney"Refi-igeratoi•Reeycle PSA Agreement June 6, 2007 Page 7 Appendix IIII PROGRESS PAYMENTS PSA Spot: Billing for the PSA spot will follow the production schedule. The payment schedule is as follows: Creative Concept Total $ 10,240.00 Complete Creative (June 8, 2007) $ 10,240.00 Production Total $ 34,560.00 Start of Production Spot(June, 2007) $ 17,280.00 Delivery of Spot#2 (August 15, 2007) $ 17,280.00 www.lawrenceco.com [events] [interactive media� [animation] �digital design) �.,;'F.:'- "Recycled Binney"Refrigeratnr Recycle PSA Agreement Jzine 6, 2007 Page 8 Appendix IV LICENSING �+ TLC grants to Palm Desert a non-transferable, limited license to the "Recycle Binney" PSA(s) and images developed for the PSA in accordance with the terms of this Agreement. Any enhancements or changes to the "Recycle Binney" PSA images, either editorial or programmatic, constitute a new edition that will require a new license for the use of the Images. TLC grants Palm Desert the limited license to broadcast the "Recycle Binney" PSA in the Cochilla Valley and an exclusive use of the PSA for a three-year period. The Images may be used only as part of the Work and may not be distributed, published or communicated in any other form or medium, unless otherwise stated in the Agreement. Except as expressly set forth herein, TLC reserves all rights in and to the Images, including without limitation the right to exploit the Images in any work in any future or unknown technology. www.lawrenceco.com [events] [interactive mediaj [animation] [digital design) State of_��1. �l��tiV!`G� }SS County of �j��t�� } On �Ju�' � � , 20 U�7, before me, ��J� �� 1�e (�� , a Notary Public, — personally appeared �j c��1 i �( �'�l.�f�(l�� , personally known to me (or proved to me on the basis of satisfactory evidence) to be the persor,�(�) whose name(� is re subscribed to the w� 'n instrument and acknowledged to me that he/she/they executed the same in is/ r/their authorized capacity�, and that by his/her/their signature(�on the instrument the person(�j,.or the entity upon behalf of which the persor�acted, executed the instrument. WITNESS my hand and official seal. ROBIN J.FOSSELMAN • Commisalon# 168b781 ��^ � � .-� Nofary Publ�-Callfomla y� Signature '�1 � �os Angeies county My Comm.Explres Aug 3,2010 (Remainder of this page has intentionally been left blank.J