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CO-OP SATELLITE TOUR SERVICE AGREEMENT
Contact: Denise Spiegel Product Name: Visit Orlando Company: Orlando/Orange County Convention & Visitors Bureau Inc., d/b/a Visit Orlando Event: Black Friday Cyber Monday A-1 Broadcast Contact: Beverly Brunston
Date of Tour: November 16, 2018
This document represents an agreement between A-1 Broadcast, Inc ("A-lB"). and Visit Orlando (" Client") for the services listed:
Title: Black Friday Cyber Monday with Lindsay Roberts Total: $10, 500
Visit Orlando will have category exclusivity in travel destinations. A-1 Broadcast shall not include any other travel destination in the Black Friday Cyber Monday tour.
A-1 Broadcast, Inc. will provide the above services for the price of $10,500. All modifications to this agreement must be in writing and signed by an authorized agent of the Client and A-1 Broadcast, Inc. Any changes to the services required will be agreed upon by the parties in a separate writing.
Lindsay Roberts will be the spokesperson for this tour. Ifthe spokesperson becomes unavailable or unwilling to participate in the tour, A-1 Broadcast, Inc. will be responsible for appointing a replacement spokesperson for completion ofthe tour. Such replacement spokesperson will be subject to Client's prior approval.
TERMS AND CONDITIONS: Unless client gives written notice to A-1 Broadcast, Inc. (A-lB) of any dispute concerning the work or invoice, Company acknowledges that A-lB has performed the requested work to the satisfaction of the Company and Company will promptly pay for the services performed in accordance to terms stated. PAYMENT MUST BE REMITIEO IN FULL NO LATER THAN ONE (1) WEEK PRIOR TO THE SMT AIRDATE. TO AVOID ANY INTEREST CHARGES OR ii,HcRRUFiivi~S FOR 'iGUR PA.R11UFA1i0,~ ON rHE iGUR DATE, WE RECOMiviEr.JD fULL FA'iMH.il UPON SIGNING THE AGREEMENl. If A-lB retains an attorney or institutes legal proceedings to collect its agreed fee for the services herein rendered and prevails in such proceeding, the Company agrees t o pay A-lB its reasonable attorneys f ees and all costs of litigation. Parties agree that Florida law will govern any dispute as to this agreement, and the parties consent to the e)(clUsive jurisdiction and venue in the courts of Orange County, Florida.
A-1 Broadcast, Inc. is obligated by the terms of this contract to book and schedule interviews, supply proper background materials to stations and handle all production responsibilities and cost s. If an act of God or news emergency interrupts the planned transmission causing extensive station cancellations, A-1 Broadcast, Inc. shall promptly notify Visit Orlando in writing of such event, the expected duration thereof, and its anticipated effect on the ability of A-1B to perform its obligations hereunder. Visit Orlando, at its option, may (i) mutually agree with A-18 to rebook and reschedule the satellite tour, or (ii) terminate this contract without liability. A-1 Broadcast, Inc. is not responsible for individual station cancellations on the tour date. A-1 Broadcast, Inc. is not obligated under any circumstances to pro-rate the costs of completed interviews. The final determination t o broadcast any portion of the interview or the associated B-roll rests solely with the individual stations.
CLIENT SIGNATURE IS REQUIRED TO PRODUCE JOB. Client acknowledges that it has read this agreement between the parties, which supersedes all proposals or prior agreements, oral or written, and all other communications between the parties relating t o the subject matter of this agreement.
TERM : Th is contract will terminate on November 17, 2018. Client may terminate this contract without cause upon two (2) weeks' prior notice t o A-l B. Either party may terminate this contract immediately upon notice to the other party in the event the other party breaches any material provision herein and fails to cure such breach within thirty (30) days following the receipt of written notification thereof by the non-breaching party.
PLEASE SIGN BELOW TO INDICATE YOUR AGREEMENT TO THESE TERMS OF THIS AGREEMENT.
Atlanta O New York O Los Angeles O Chicago O www.a-tbroadcast.com O Headquarters O 2030 Powers Ferry Rd., Suite 400, Atlanta, GA 30339 ~ ;f_-_ l BROADCAST;>
CMT BUDGET OUTLINE: A-1 Broadcast, Inc. will provide the following: The transmission production and station switching will be coordinated by A-1 Broadcast's live satellite producer. The production will use two cameras, full technical crew, including technical director, cameraman and audio engineer. The transmission will be four (4) to six (6) hours of domestic and international satellite and uplinking yielding five to ten minute interview opportunities. The booked television and radio stations will be serviced with all the necessary technical and support materials.
A-1 Broadcast's media relations team pre-books a series of TV & Radio interviews; our primary focus is to book as many live interviews as possible and TV always takes precedent over radio or internet bookings.
Our goal is to secure enough interviews, that at least 15 air, realizing that most of our SMTs produce 20-25+ interviews. Thirty-three (33) percent are likely to fall within Nationals and top 50 markets. Thirty-three (33) percent will fall within markets 51 - 100, and thirty-three (33) percent will be in markets 101 plus.
The Co-op Satellite Tour will be conducted in Atlanta, GA on November 16, 2018.
Visit Orlando will supply A-Broadcast with a 1-2-page fact sheet that describes its product or product line specific to the theme ofthe Co-op Satellite Media Tour. Visit Orlando will also supply A-1 Broadcast with one (1) key message point to be use in content development and delivery for television and one (1) alternative message point that will be used for the expansion of content development and delivery for radio and extended television interviews. If there are any visual aids available (Product. B-roll, etc.), A-1 Broadcast should receive them as soon possible. All content provided by Visit Orlando to A-Bl, including but not limited to fact sheets, message points, and visual aids ("Visit Orlando Content") shall belong to Visit Orlando and Visit Orlando shall retain all right, title, and interest in and to the Visit Orlando Content. Visit Orlando grants no license to A-18 to use the Visit Orlando Content other than solely for the purpose of fulfilling A- 1B's obligations to Visit Orlando under this contract.
A-1 BROADCAST'S CO-OP SATELLITE TOUR INCLUDES:
• Pitching 4-6 weeks in advance of the tour by A-1 Broadcast's media relations specialists • Complete project management from beginning of the tour thru final reporting • Taped video endorsement for further promotions • Email notification to target lV and radio stations • Creation of a media advisory to support our pitching effort • Assistance with creating materials to support your tour (suggested questions, etc.) • Tour location: Atlanta Broadcast Studio • Satellite space/uplink (up to 6 hours) • Secured placement on Coffee with America • TWO cameras (one locked down) • Live viewing stream the morning of the tour • News wire distribution • Catering (continental breakfast) • Makeup • Video monitoring reporting to track television placement
Atlanta O New York O Los Angeles O Chicago O www.a-lbroadcast.com OHeadquarters O 2030 Powers Ferry Rd., Suite 400, Atlanta, GA 30339 _art=~· ~ ,.:/ BRO~DCAST:,.
• History record of event on DVD for client use • Regular scheduling updates on stations booked for the tour • Monitoring report listing all confirmed airings. Reports include audience demographics, air date/time, and station call letters, and DMA information.
NOTE: Two high-resolution and three low-resolution airchecks included, however we can purchase additional airchecks and create a compelling mini-highlight reel upon request for $3,500 plus the cost of additional airchecks.
GUARANTEE: A-1 Broadcast will provide a minimum of 15 Television interviews for the tour, in addition to a minimum of 12 million in audience which includes the distribution of an audio news release. A-1 Broadcast will distribute a press release via news wire service(s). A-1 Broadcast reserves the right to distribute the press release through the service(s) of its choosing. A-lB will obtain Visit Orlando's prior written approva l of any press release.
CANCELLATION: If the CLIENT cancels the service covered by this document, after signing of same, the following represents the cancellation fees that will be levied. In all cases. once you have signed the contract, you are liable for the cost of the studio. satellite space and uplink.
If the studio, satellite space and uplink costs exceed the cancellation breakdown below, the CLIENT will be liable for whichever cost is greater.
• More than seven (7) business days prior to transmission date, CLIENT will be liable for 50% of ANY UNPAID INVOICE AMOUNT. • Five (5) to seven (7) business days prior to transmission date, CLIENT will be liable for 75% of ANY UNPAID IN VOICE AMOUNT. • Up to five (5) business days prior to transmission date, CLIENT is liable for 100% of ANY UNPAID INVOICE AMOUNT.
PAYMENT DEFAULT: In the unlikely event CLIENT defaults on any of the undisputed payments outlined herein and A-1 Broadcast, Inc. is forced to seek legal action to recover said defaulted payments and prevails in such legal action, CLIENT hereby agrees to pay all reasonable legal and other fees incurred by A-1 Broadcast, Inc. in the collection thereof. CLIENT agrees to indemnify, save and hold harmless A-1 Broadcast, Inc. against any damages. cost and expenses, including reasonable attorney's fees, incurred by A-18 arising out of a claim by a third party alleging that the Visit Orlando content infringes the intellectual property right of any third party. . A-1B shall indemnify, hold harmless, and defend Visit Orlando and its directors, officers, employees, and agents from and against any damages, costs, an d expenses, including reasonable attorney's fees, incurred by Visit Orlando arisi ng out of A-lB's acts or omissions in performing its obligations under this contract. The parties further agree that any controversy or claim arising out of or relating to this contract, or the breach thereof, shall be under the jurisdiction of the Courts of the State of Florida, Orange County.
Elements not included in pricing: • Highlights reel • Set design sketches • Food Stylist ADDITIONAL TERMS AND CONDITIONS
CONFIDENTIALITY: In providing the Services hereunder, A-1 Broadcast, Inc. and its employees may come into possession of information or materials that are confidential, trade secrets or otherwise considered secret by Company or Client ("Confidential Information"). A-1 Broadcast, Inc., Company and Client agree that Confidential Information includes, without limitation, business prospects, research techniques, research results, media plans, layouts, storyboards, scripts, reports, client pitch materials and techniques, and information regarding Co mpany's or its actual or prospective clients' advertising, marketing and sales promotion products, services and strategies, and any other information deemed confidential, whether or not marked confidential or proprietary. A-1 Broadcast, Inc. agrees to maintain all aspects of the Services provided hereunder and the Confidential Information in the utmost of confidence, to take all measures necessary to protect the Confidential Information and any data or information pertaining to the Services, and agrees not
Atlanta O New Yori< OLos Angeles O Chicago O www.a-lbroadcast.com O Headquarters o 2030 Powers Ferry Rd., Suite 400, Atlanta, GA 30339 ,4~~ ; ..!:._- r BROADCAST::>
to disclose the Confidential Information. Nothing herein is intended to prevent A-1 Broadcast, Inc. from disclosing such information: (i) as may be necessary to perform the Services; (ii) as A-1 Broadcast, Inc. possessed, was aware of, or had rights to before A-1 Broadcast, lnc.'s relationship with Company began; or (iii) as A-1 Broadcast, Inc. may receive from third parties who were not previously employed by or bound in a confidential relationship with Company. Visit Orlando maintains the prerogative in its sole discretion eitherto release the terms and conditions of this contract (i) when prudent to do so in response to a request for public records even though Florida's Public Records Act does not apply to Visit Orlando, (ii) to Orange County, Florida which may elect to disclose the terms of this agreement in its discretion, or (iii) otherwise as it deems appropriate. Visit Orlando may also disclose the terms and conditions of this agreement to governmental entities when required to do so by contract.
Company and Client agrees that rundowns and reports relating to A-1 Broadcast lnc.'s Services ("Reports") shall be deemed confidential and proprietary and during and after the term of this Agreement, Company and Client agrees not to share any Reports with other vendors/ agents that are competitive to A-1 Broadcast, Inc.
NO AGENCY: A-1 Broadcast, Inc. is an independent contractor. It is the intention of the parties that no form of legal "agency" relationship be created between the parties and A-1 Broadcast, Inc. shall not hold itself out to be the agent or employee of Company or Client.
REPRESENTATIONS AND WARRANTIES: A-1 Broadcast, Inc. warrants and represents that (i) A-1 Broadcast, Inc. has the full legal right to enter into this Agreement and fully perform its duties and obligations hereunder (ii) A-1 Broadcast, Inc. and its employees shall be licensed to provide the materials and perform the services hereunder; (iii) A-1 e.rnadcast, Inc. shat! comply with all applicable laws and regulations in providing the materials and performing the services hereunder, including adherence to the FCC Guidelines; and (iv) the materials and services provided by A-1 Broadcast, Inc., to the extent created or delivered by A-1 Broadcast, Inc., will not violate any patent right, copyright, dramatic right, literary right, trademark, right of privacy or publicity or trade secret of any person or entity and shall comply with Company's specifications.
Company and/or Client warrants and represents that Company and/or Client has the full legal right to enter into this Agreement and fully perform its duties and obligations hereunder.
INSURANCE: A-1 Broadcast, Inc. will provide, upon request, certificates of insurance confirming that A-1 Broadcast, Inc. is covered by Workers' Compensation as required by law; General Liability, including Products & Completed Operations Liability, Employers Liability, etc., with the $3-million Aggregate Limit. A-1 Broadcast, Inc. will designate Company or Client as a named insured on A-1 Broadcast, lnc.'s certificates of insurance, and will provide evidence thereof to Company.
INDEMNIFICATION: A-1 Broadcast, Inc. shall defend, indemnify and hold Company and Client harmless from and against any Loss resulting directly or indirectly from (A-lB's acts or omissions in performing its obligations under this agreement. Company and Client shall defend, indemnify and hold A-1 Broadcast, Inc. harmless from and against any loss, liability, damage or expense, including attorney's fees, arising out of a third party claim (collectively, "Loss") resulting directly or indirectly from (i) any material breach of this Agreement by Company, including, without limitation, its representations and warranties hereunder or (ii) the negligence or willful misconduct of Company's employees, representatives or other agents.
SURVIVAL: The provisions of this contract which by their nature are intended to survive the expiration or earlier termination of this contract (including but not limited to the "Confidentiality" and "Indemnification" provisions) shall survive and be binding on the parties after the termination or expiration of this contract.
Company Information form below must be completed and returned with signed agreement.
OFFICIAL INVOICE WILL FOLLOW VIA EMAIL THROUGH THE QUICl Company Information Form/ Company Information Atlanta O New York O Los Angeles O Chicago O www.a-lbroadcast.com O Headquarters O 2030 Powers Ferry Rd., Suite 400, Atlanta, GA 30339 /,1.:,;~DCAST~- Orlando/Orange County Convention & Visitors Bureau Inc., d/ b/a Visit Company Name Orlando 6277 Sea Harbor Drive, Suite 400 Ph ysical Billing Address Orlando, FL 32821-8043 Company Phone# 407-354-5571 Contact Name Denise Spiegel Contact Phone# 407-354-5571 Contact Email [email protected] Accounting Contact Name Michelle Fasshauer Accounting Phone# 407-363-5828 Accounting Email [email protected] PO Number (if required) Payment must be remitted in full no later than one {l) week prior to the co CREDIT TERM S op media tour a1rdate. Thank you for your business! ##I# Atlanta O New York O Los Angeles O Chicago O www.a-lbroadcast.com OHeadquarters O 2030 Powers Ferry Rd., Suite 400, Atlanta, GA 30339 Visit Orlando Tour Date: November 17, 2017 Black Friday & Cyber Monday with Lindsay Roberts, the Gift Insider A :_I BRo\ocAS.!> Satellite Media Tour Report Updated: 11/27/2017 CUMULATIVE AUDIENCE FOR PROJECT: 14,285,283 CUMULATIVE AD VALUE: $329,270 CUMULATIVE TV PLACEMENTS: 708 ONLINE REACH: 82,322,798 NATIONAL TELEVISION AIRINGS RANKING MARKET NAIIE I SOURCE I NETWORK I SHOWTITL! I DATE I TIME (local) I LENGTH AUDIENCE AD VALUE NATIONAL NATIONALLY SYNDICATED I Coffee with America I SYND I COFFEE WITH AMERICA I VARIOUS I VARIOUS I 3:00 2.500,000 $150.000 L+ Coffee 'Mth America is weekly tv program that is syndicated Yt'88kly by Telco Productions to 33 stations and airs three times on 53 k>ca l TV stations and 150 k>cal cable stations around the country. The show is syndicated on the Youtoo America Network and AMG Netv.ork. \lmich is provided by major cable providers such TlmeWamer and Comcast. WNYW-TV in New York and WAGA-nl in Atlanta. FOX owned-and--0perated television stations and KOOC-TV in Los Angeles, airs the program weekly. (JndMdusl stations fisted befow.) SYNOICATED SYNDICATED I CONN TV I IND I Get CONNected I 1111812017 I VARIOUS I 4:00 120.000 $9,000 L+ Get Connected is seen both in the US and the UK via satellite. Get Connect8d presently airs on 36 Cable Community Channels, including on-demand on Spectrum, Xfinity Comcast. Charter. primarily in the Southeast region, reaching over 9 million homes. (Hsl ofstations ;ncluded below) NATIONAL TV TOTAL: 2,620,000 $159,000 LOCAL TELEVISION AIRING S RANKING I MARKET NAME AFFll.lATE NETWORK SHOWTITLE I I I I DATE I TIME (local) J LENGTH IAUDIENCE I AD VALUE Washington D.C. WJLA ABC let's Talk live 1111712017 1030A 4:00 96.053 S5.763 9 At1anta WXIA NBC Atlanta & Company 11/22/2017 1100A 2:30 74.980 $4.499 11 Phoenix KAZT IND AZ Daily Mix 11/23/2017 0530A 4:00 26.078 $1.565 27 Indianapolis WISH CBS Indy Style 11117/2017 0930A 4:00 31 ,097 $1.866 Columbus 34 --, WTTE FOX Good Day Marketplace 11120/2017 1000A 4:00 34.091 $2,045 41 Oklahoma City KOKH FOX Living Oklahoma 11/24/2017 0930A 3:00 21 .946 $1,317 42 Jacksonville WTLV NBC First Coast living 11/17/2017 1100A 3:00 19.081 $1 .145 46 -~- Albuquerque KOB NBC Good Day New Mexico 11/24/2017 1100A 3:00 19.000 $ 1.140 47 Norfolk WTKR CBS Coast live 11/17/2017 1030A 4:00 28,11 8 S1.687 49 Louisville WAVE NBC WAVE 3 Ustens Uve 1111712017 1230P 2:30 9.095 $546 52 Providence, RI WPRI CBS The Rhode Show 1111712017 0930A 3:00 33.929 S2.036 53 Buffalo. NY WKBW ABC AM Buffalo 11/ 17/2017 1000A 3:30 18.631 $ 1.118 57 Wilkes Barre-Scranton WBRE NBC PA Live 11/ 17/2017 0400P 3:00 23.091 $ 1.385 62 Roanoke WSLS NBC OurBluerklge 1111712017 1100A 4:00 27,088 $ 1.625 66 Wichita KAKE ABC Good Morning KAKELand 11/ 17/2017 0900A 3:00 56.091 $3.365 67 Wichita KCTU IND Your Hour 11/1912017 1200P 3:30 5.600 $336 ---i 83 Shreveport KSLA CBS Your Hometov,m Show 11/24/2017 0930A 3:00 22.402 $1.344 86 Springfield, IL W RSP FOX Good Day Marketplace 11/17/2017 0800A 4 :30 11 .756 $705 112 Reno KOLO ABC Reno 411 1111912017 0530P 5 :00 7,100 S426 131 - Amarillo, TX KAMR NBC Studio4 11123/2017 0400P 3 :00 4 .500 $270 Canada Ontario, Canada CKWS CBN CKWS Daily 11/2112017 0400P 4 :00 80,700 $4,842 LOCAL TV TOTAL : 650,427 $39,026 NATIONAL & LOCAL RADIO AIRINGS RANKING MARKET NAME I AFFlllATE I t OF STATIONS I SHOW TITLE I DATE I TIME (local) I LENGTH AUDIENCE AD VALUE NATIONAL Nationally Syndicated I USARAOIO I 1,100 I The Ron Seggi Show I 11/18&11119 I 7p, 11a I 8:00 2,150.300 $64.509 L The USA Radio Network provides programming to approximately 1,100 rad io stations around the wor1d, plus the American Forces Neti.wrk and XM Satellite Radio, and can be heard on the internet from USA Radio's website.(Partial lisl ofindividual affiliates listed ~ow.) New Jersy Radio Vision Networ1c: Radio Vision Talk 11/1712017 0830A 6 :00 9,800 $294 44 Birmingham WAGG-AM Joyful Nows 11117/2017 0300P 5:00 5.708 $171 RADIO TOTAL: 2,165,808 $64,974 NATIONAL AUDIO NEWS RELEASE (ANR) RANKING MARKET NAME I AFFlUATE I NETWORK I SHOW TITLE I DATE I TIME (local) I LENGTH AUDIENCE AD VALUE NATIONAL NATIONALLY SYNDICATED I MAIN STREET RADIO I RADIO I NEWS CUT-IN I 11120/2017 I VARIOUS I 1:00 3,550.000 $6,000 NATIONAL NATIONALLY SYNDICATEO I MAIN STREET RADIO I RADIO I NEWS CUT-IN I 11/2112017 I VARIOUS I 1:00 3,550,000 $6,000 L.... Main Street Radk> Network is a boutique network of selected nationally syndicated shows. {fndividual listing ofstations is below) AUDIO NEWS RELEASE : 7,100,000 $12,000 NEWSWIRE RELEASE RANKING POTENTIAL OHi.iHi! REACH PRESS RELEASE DATE CUMULATIVE PLACEMENTS I AUDIENCE I AD VALUE NATIONAL 82,322,798 https:J/albroadcutpr.newswire.com/news/the·gih-lnsldfr•e,p!ains-the-science-and-loglc-of-d1oosin@·th~20071386 11/22/2017 266 1,889.100 $28,337 NEWSWIRE RELEASE: 1,889,100 $28,337