Contract - Community Impact - 4/9/2026 AGREEMENT BETWEEN THE CITY OF ROUND ROCK
AND COMMUNITY IMPACT
FOR THE PURCHASE OF
PROFESSIONAL ADVERTISING SERVICES
THE STATE OF TEXAS §
CITY OF ROUND ROCK § KNOW ALL BY THESE PRESENTS:
COUNTY OF WILLIAMSON §
COUNTY OF TRAVIS §
This Agreement for the purchase of a vertising professional consulting services is made
and entered into on this the day of , 2026, by and between the CITY OF
ROUND ROCK, TEXAS, a home-rule munkl ality whose offices are located at 221 East Main
Street, Round Rock,Texas 78664,referred to herein as the"City,"and COMMUNITY IMPACT,
whose offices are located at 16225 Impact Way, Suite #1, Pflugerville, Texas 78660 referred to
herein as"Vendor."
RECITALS:
WHEREAS, City desires to purchase professional consulting services related to
advertising("Goods and/or Services"); and
WHEREAS, the Vendor has provided its Proposal to the City to provide the requested
Goods and/or Services;and
WHEREAS,City has determined the Vendor's Proposal is in the best interest of the City;
and
WHEREAS, the parties desire to enter into this Agreement to set forth in writing their
respective rights, duties, and obligations;
NOW,THEREFORE,
in consideration of the mutual promises contained herein and other good and valuable
consideration,the receipt and sufficiency of which are hereby acknowledged,the parties mutually
agree as follows:
Community Impact Agreement 0 1 28 26
1.0 DEFINITIONS
A. Agreement means this binding legal contract between City and Vendor whereby
City is authorized to buy specified services and Vendor is obligated to sell same. The Agreement
includes the following: (a) Vendor's Proposal; and (b) any exhibits and/or addenda thereto. Any
inconsistencies or conflicts in the contract documents shall be resolved by giving preference in the
following order:
(1) This Agreement;
(2) Vendor's Proposal;
(3) Any addenda, exhibits, and attachments.
B. City means the City of Round Rock, Williamson and Travis Counties, Texas.
C. Effective Date means the date set out in the introductory paragraph above.
D. Goods and Services mean the specified services,supplies,materials,commodities,
or equipment,as described in the Proposal.
E. Vendor means Community Impact, or any successors or assigns.
2.0 EFFECTIVE DATE AND TERM
A. This Agreement shall remain in full force and effect until it expires as indicated
herein or is terminated in accordance with Section 16.0.
B. The term of this Agreement shall be for sixty(60) months from the Effective Date.
3.0 CONTRACT DOCUMENTS AND EXHIBITS
City selected Vendor to supply the Goods and Services as outlined in the Proposal; any
Addenda as contained in Exhibit "A," incorporated herein by reference for all purposes. The
intent of these documents is to formulate an Agreement listing the responsibilities of both parties
as outlined in the Proposal and any Addenda.
The Goods and Services which are the subject matter of this Agreement are described in
Exhibit"A" and,together with this Agreement, comprise the total Agreement and Exhibit A is a
part of this Agreement as if repeated herein in full.
4.0 SCOPE OF WORK
Vendor shall satisfactorily provide all Goods and Services described in Exhibit "A,"
attached hereto, within the contract term specified in Section 2.0. Vendor's undertakings shall be
limited to Goods and Services for City and/or advising City concerning those matters on which
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Vendor has been specifically engaged. Vendor shall provide its Goods and Services in accordance
with this Agreement and Exhibit A and with due care, and in accordance with prevailing industry
standards for comparable Goods and Services.
5.0 COSTS
A. In consideration for the Goods and Services to be provided by Vendor, City agrees
to pay Vendor the amounts set forth in Exhibit"A."
B. The City is authorized to pay the Vendor an amount not-to-exceed $375,000.00,
for the term of this Agreement.
6.0 INVOICES
All invoices shall include,at a minimum,the following information:
1. Name and address of Vendor;
2. Purchase Order Number;
3. Description and quantity of items received; and
4. Delivery dates.
7.0 NON-APPROPRIATION AND FISCAL FUNDING
This Agreement is a commitment of City's current revenues only. It is understood and
agreed that City shall have the right to terminate this Agreement if the governing body of City
does not appropriate funds sufficient to purchase the Goods and Services as determined by City's
budget for the fiscal year in question. City may affect such termination by giving the Vendor
written notice of termination.
8.0 PROMPT PAYMENT POLICY
In accordance with Chapter 2251, V.T.C.A., Texas Government Code, any payment to be
made by City to Vendor will be made within thirty (30) days of the date City receives Goods and
Services under this Agreement,the date the performance of the services under this Agreement are
completed, or the date City receives a correct invoice for the Goods and Services, whichever is
later. Vendor may charge interest on an overdue payment at the rate in effect on September 1 of
the fiscal year in which the payment becomes overdue, in accordance with V.T.C.A., Texas
Government Code, Section 2251.025(b). This Prompt Payment Policy does not apply to payments
made by City in the event:
1. There is a bona fide dispute between City and Vendor, a contractor, subcontractor,
or supplier about the goods delivered or the service performed that cause the
payment to be late; or
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2. There is a bona fide dispute between Vendor and a subcontractor or between a
subcontractor and its supplier about the goods delivered or the service performed
that causes the payment to be late; or
3. The terms of a federal contract, grant, regulation, or statute prevent City from
making a timely payment with federal funds; or
4. The invoice is not mailed to City in strict accordance with any instruction on the
purchase order relating to the payment.
9.0 GRATUITIES AND BRIBES
City may, by written notice to Vendor, cancel this Agreement without liability to Vendor
if it is determined by City that gratuities or bribes in the form of entertainment, gifts, or otherwise
were offered or given by Vendor or its agents or representatives to any City officer, employee or
elected representative with respect to the performance of this Agreement. In addition,Vendor may
be subject to penalties stated in Title 8 of the Texas Penal Code.
10.0 TAXES
City is exempt from Federal Excise and State Sales Tax;therefore,tax shall not be included
in Vendor's charges.
11.0 INSURANCE
Vendor shall meet all City insurance requirements set forth in the IFB and on the City's
website at:
https://www.roundrocktexas.gov/wp-content/uploads/2024/12/CORR-Ins urance-08-2024.pdf
12.0 CITY'S REPRESENTATIVE
City hereby designates the following representative authorized to act in its behalf with
regard to this Agreement:
Todd Worlock, Manager- Marketing
Parks and Recreation Department
Round Rock, TX 78664
(512)671-2704
tworlock@roundrocktexas.gov
13.0 RIGHT TO ASSURANCE
Whenever either party to this Agreement, in good faith, has reason to question the other
party's intent to perform hereunder, then demand may be made to the other party for written
assurance of the intent to perform. In the event that no written assurance is given within the
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affect the validity or enforceability of any other portion or provision of this Agreement. Any void
provision shall be deemed severed from this Agreement, and the balance of this Agreement shall
be construed and enforced as if this Agreement did not contain the particular portion or provision
held to be void. The parties further agree to amend this Agreement to replace any stricken provision
with a valid provision that comes as close as possible to the intent of the stricken provision. The
provisions of this section shall not prevent this entire Agreement from being void should a provision
which is of the essence of this Agreement be determined void.
24.0 MISCELLANEOUS PROVISIONS
A. Standard of Care. Vendor represents that it employs trained, experienced, and
competent persons to perform all of the services, responsibilities and duties specified herein and
that such services, responsibilities, and duties shall be performed in a manner according to
generally accepted industry practices.
B. Time is of the Essence. The parties agree that, from time to time, certain unique
transactions may have special requirements relative to timing and, accordingly, the parties will
identify those transactions and exercise best efforts to accomplish those transactions within the
stated timeframe. Other timing requirements will be met in a commercially reasonable manner.
Where damage is caused to City due to Vendor's failure to perform in the special timing
requirement circumstances,City may pursue any remedy available without waiver of any of City's
additional legal rights or remedies.
C. Binding Agreement. This Agreement shall extend to and be binding upon and
inure to the benefit of the parties' respective heirs, executors, administrators, successors and
assigns.
D. Multiple Counterparts. This Agreement may be executed in multiple
counterparts, any one of which shall be considered an original of this document; and all of which,
when taken together, shall constitute one and the same instrument.
[Signatures on the following page.]
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reasonable time specified when demand is made,then and in that event the demanding party may
treat such failure as an anticipatory repudiation of this Agreement.
14.0 DEFAULT
If Vendor abandons or defaults under this Agreement, Vendor shall be declared in default
of this Agreement if it does any of the following and fails to cure the issue within thirty (30)days
of receipt of written notice:
1. Fails to fully, timely and faithfully perform any of its material obligations under
this Agreement;
2. Becomes insolvent or seeks relief under the bankruptcy laws of the United States
and is unable to perform its material obligations under the Agreement.
15.0 TERMINATION AND SUSPENSION
A. City has the right to terminate this Agreement,in whole or in part, for convenience
and without cause, at any time upon written notice to Vendor,the "Date of Termination."
B. In the event of any default by Vendor,City has the right to terminate this Agreement
for cause, upon ten(10) days' written notice to Vendor.
C. Vendor has the right to terminate this Agreement only for cause, that being in the
event of a material and substantial breach by City,or by mutual agreement to terminate evidenced
in writing by and between the parties.
D. In the event City terminates under subsections (A) or (B) of this section, the
following shall apply: Upon City's delivery of the referenced notice to Vendor, Vendor shall
discontinue all services in connection with the performance of this Agreement and shall proceed
to cancel promptly all existing orders and contracts insofar as such orders and contracts are
chargeable to this Agreement. Within thirty (30)days after the Date of Termination, Vendor shall
submit a statement showing in detail the goods and/or services satisfactorily performed under this
Agreement up to the date of termination.City shall then pay Vendor that portion of the charges,if
undisputed. The parties agree that Vendor is not entitled to compensation for services it would
have performed under the remaining term of the Agreement except as provided herein.
16.0 INDEMNIFICATION
Vendor shall defend (at the option of City), indemnify, and hold City, its successors,
assigns,officers,employees and elected officials harmless from and against all suits,actions,legal
proceedings, claims, demands, damages, costs, expenses, attorney's fees, and any and all other
costs or fees arising out of, or incident to, concerning or resulting from the fault of Vendor, or
Vendor's agents, employees or subcontractors, in the performance of Vendor's obligations under
this Agreement,no matter how,or to whom,such loss may occur. Nothing herein shall be deemed
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to limit the rights of City or Vendor (including, but not limited to the right to seek contribution)
against any third party who may be liable for an indemnified claim.
17.0 COMPLIANCE WITH LAWS, CHARTER, AND ORDINANCES
A. Vendor, its agents, employees and subcontractors shall use best efforts to comply
with all applicable federal and state laws,the Charter and Ordinances of the City of Round Rock,
as amended,and with all applicable rules and regulations promulgated by local, state and national
boards, bureaus and agencies.
B. In accordance with Chapter 2271, Texas Government Code, a governmental entity
may not enter into a contract with a company for goods or services unless the contract contains
written verification from the company that it: (1) does not boycott Israel; and (2) will not boycott
Israel and will not boycott Israel during the term of this contract. The signatory executing this
Agreement on behalf of Vendor verifies Vendor does not boycott Israel and will not boycott Israel
during the term of this Agreement.
C. In accordance with Chapter 2274, Texas Government Code, a governmental entity
may not enter into a contract with a company with at least ten(10)full-time employees for a value
of at least One Hundred Thousand and No/100 Dollars ($100,000.00) unless the contract has a
provision verifying that it: (1) does not have a practice, policy, guidance, or directive that
discriminates against a firearm entity or firearm trade association; and (2) will not discriminate
during the term of the contract against a firearm entity or firearm trade association. The signatory
executing this Agreement on behalf of Vendor verifies Vendor does not have a practice, policy,
guidance, or directive that discriminates against a firearm entity or firearm trade association, and
it will not discriminate during the term of this Agreement against a firearm entity or firearm trade
association.
D. In accordance with Chapter 2274, Texas Government Code,a governmental entity
may not enter into a contract with a company with at least ten(10)full-time employees for a value
of at least One Hundred Thousand and No/100 Dollars ($100,000.00) unless the contract has a
provision verifying that it: (1)does not boycott energy companies;and(2)will not boycott energy
companies during the term of this Agreement. The signatory executing this Agreement on behalf
of Vendor verifies Vendor does not boycott energy companies, and it will not boycott energy
companies during the term of this Agreement.
18.0 ASSIGNMENT AND DELEGATION
The parties hereby bind themselves, their successors, assigns and legal representatives to
each other with respect to the terms of this Agreement.Neither party shall assign,sublet or transfer
any interest in this Agreement without prior written authorization of the other party.
19.0 NOTICES
A. All notices and other communications in connection with this Agreement shall be
in writing and shall be considered given as follows:
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I. When delivered personally to recipient's physical or email address as stated in this
Agreement; or
2. Three(3)days after being deposited in the United States mail,with postage prepaid
to the recipient's address as stated in this Agreement.
Notice to Vendor:
Vendor: Community Impact
Address: 16225 Impact Way
Suite#1
Pflugerville, Texas 78660
Email: abryant&communityimpact.com
Notice to City:
City Manager Stephanie L. Sandre,City Attorney
221 East Main Street AND TO: 309 East Main Street
Round Rock, TX 78664 Round Rock, TX 78664
B. Nothing contained herein shall be construed to restrict the transmission of routine
communications between representatives of City and Vendor.
20.0 APPLICABLE LAW, ENFORCEMENT, AND VENUE
This Agreement shall be enforceable in Round Rock,Texas,and if legal action is necessary
by either party with respect to the enforcement of any or all of the terms or conditions herein,
exclusive venue for same shall lie in Williamson County,Texas. This Agreement shall be governed
by and construed in accordance with the laws and court decisions of the State of Texas.
21.0 EXCLUSIVE AGREEMENT
This document, and all appended documents, constitutes the entire Agreement between
Vendor and City. This Agreement may only be amended or supplemented by mutual agreement of
the parties hereto in writing.
22.0 DISPUTE RESOLUTION
City and Vendor hereby expressly agree that no claims or disputes between the parties
arising out of or relating to this Agreement, or a breach thereof shall be decided by any arbitration
proceeding,including without limitation,any proceeding under the Federal Arbitration Act(9 USC
Section 1-14)or any applicable state arbitration statute.
23.0 SEVERABILITY
The invalidity, illegality, or unenforceability of any provision of this Agreement or the
occurrence of any event rendering any portion or provision of this Agreement void shall in no way
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IN WITNESS WHEREOF, City and Vendor have executed this Agreement on the dates
indicated.
CommunitN 1111pact
By: ()Y)A LA,'61
Printed Name:
Title:
Date Signed: — a- -
City of R nd Rock,T xas
By:
Printed Na i
Title:
Date Signed: (Q
For Ci ,Attest:
By: `
Ann Franklin, City Clerk
For City,Approved as to Form:
By:
Stephanie �San-d�reCi�tyAttorney
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EXHIBIT "A"
(PROPOSAL)
10
16225 Impact Way
CQMMUNITY Pflugerville, TX 78660
IMPACT Office: (512) 989-6808
Fax: (512) 989-6809
www.communityimpact.com
ADVERTISING ORDER FORM
2026-2030
Company Information
Business Name: City of Round Rock Contact Name: Todd Worlock
Contact Email: tworlock@roundrocktexas.gov Contact Phone: (512) 671-2704
Mailing Address: 301 W. Bagdad Ave., Ste. 250 City, State, ZIP: Round Rock, TX 78664
Order: Insert
Market Month Year Size Section Rate"
Subject to change
Round March 2026 TBD (est. 28-32 pages) Summer $.65 per (28 pg) to
Rock distributed to approx. $.68 per (32 pg)
35,000-40,000 mailboxes +
100 client copies = $23,100-$26,800
(usually larger of the two + graphic design
programs each year) fees
Round August 2026 TBD (est. 28-32 pages) Fall/Winter/ TBD
Rock distributed to approx. Spring
35,000-40,000 mailboxes +
100 client copies
(usually smaller of the two
programs each year)
Round March 2027 TBD (est. 28-32 pages) Summer TBD
Rock distributed to approx.
35,000-40,000 mailboxes +
100 client copies
(usually larger of the two
programs each year)
Round August 2027 TBD (est. 28-32 pages) Fall/Winter/ TBD
Rock distributed to approx. Spring
35,000-40,000 mailboxes +
100 client copies
(usually smaller of the two
programs each year)
Round March 2028 TBD (est. 28-32 pages) Summer TBD
Rock distributed to approx.
35,000-40,000 mailboxes +
100 client copies
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(usually larger of the two
programs each year)
Round August 2028 TBD (est. 28-32 pages) Fall/Winter/ TBD
Rock distributed to approx. Spring
35,000-40,000 mailboxes +
100 client copies
(usually smaller of the two
programs each year)
Round March 2029 TBD (est. 28-32 pages) Summer TBD
Rock distributed to approx.
35,000-40,000 mailboxes +
100 client copies
(usually larger of the two
programs each year)
Round August 2029 TBD (est. 28-32 pages) Fall/Winter/ TBD
Rock distributed to approx. Spring
35,000-40,000 mailboxes +
100 client copies
(usually smaller of the two
programs each year)
Round March 2030 TBD (est. 28-32 pages) Summer TBD
Rock distributed to approx.
35,000-40,000 mailboxes +
100 client copies
(usually larger of the two
programs each year)
Round August 2030 TBD (est. 28-32 pages) Fall/Winter/ TBD
Rock distributed to approx. Spring
35,000-40,000 mailboxes +
100 client copies
(usually smaller of the two
programs each year)
Billing Contact Information
Billing Contact Name:
Email: Phone: City of Round Rock
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TERMS AND CONDITIONS
communityimpact.com/contact
ads@communityimpact.com
512.989.6808
1. Client understands that advertising rates can vary based on market demographics, order
quantity, contract length, product or service, size, placement and terms. By executing the
contract, Client is committing to a number of insertion months. For any changes within those
terms, Client must notify Community Impact more than 30 days before the Client Deadline.
Upon Community Impact review, if contract changes are executed, the Client invoice will be
adjusted for the difference in price.
2. This Agreement is non-cancellable for the entire contracted term, except in the event of
permanent Client closure. Failure to provide materials, approvals, or cooperation does not
relieve Client of its obligation to pay all contracted amounts. Community Impact reserves the
right to either run the last communicated advertising or to not run the advertising at all, and
invoice for the contracted amount.
3. For SOLO Postcards, delivery dates are guidelines based on USPS standard mail delivery
windows. Community Impact is a permitted reseller of postage products which must be verified
and accepted by USPS. Once mail is accepted, it becomes USPS property and must meet
federally regulated service standards, however this does not equate to a specific delivery date
and Community Impact offers no warranty, guarantee or other promises of delivery timeline
once USPS takes possession of the mail.
4. For Cl 360, Storytelling Headlines for multiple markets within the same metro must use the
exact same content; changes are permitted across metros.
5. For all Storytelling Headline and Storytelling Banner products, Community Impact will make
three attempts to schedule, interview, and/or approve stories, with the final attempt in writing. If
we do not receive confirmation after these attempts, we will notify you that the storytelling will
not be published.
6. For any Digital products requiring mid-run changes, there is a business day turnaround of up
to 2 days and a $25 Administrative Fee separate from any Design Fees.
7. Targeted Mail fees are subject to change with notice. If Community Impact incurs a USPS
postage increase, a change in paper or ink tariffs, or other unexpected hard costs we cannot
negotiate with our vendors, we reserve the right to give 30 days notice with Clients in agreement
and bound to the new pass-along fees for the remainder of the contract.
8. If ordering extra copies of Targeted Mail inserts or sticky notes, Community Impact provides
free delivery to our local office or staff; however for delivery to a different address we will
communicate the shipping cost.
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9. Client will be invoiced by month approximately 20 business days prior to the advertising or
services Final Date. Client agrees to pay in full approximately 10 business days prior to delivery
date or pays prior to the due date based on the net terms as approved by the Finance Team at
Community Impact. Advertisements running in more than one market during the same month
will be invoiced and paid as a group according to the earliest date.
10. If a credit card or ACH have been provided by the Client, by signing this agreement the
Client authorizes Community Impact to charge the contracted monthly amount to the credit card
or ACH. In the event that payment is not processed successfully on the initial attempt,
Community Impact reserves the right to reprocess until payment is successfully obtained.
11. If a single use credit card (P-Card) has been provided by the Client, by signing this
agreement the Client agrees to pre-authorize the total invoice amount including credit card fees.
12. In the event that Community Impact receives a payment from Client without accompanying
remittance details sufficient to identify the intended invoice(s), Community Impact will make
reasonable efforts to contact the Client for clarification. If no response is received within thirty
(30) days of receipt of payment, Community Impact reserves the right to apply such payment to
the oldest outstanding invoice(s) on Client's account. Any disputes regarding the allocation of
such payments must be raised within fifteen (15) days following allocation.
13. Any late payments shall accrue interest up to 1.5% per month. In the event of non-payment,
Community Impact may, at its option, declare all remaining amounts due under this Agreement
immediately payable. Client remains liable for all contracted amounts regardless of whether
advertisements run, are paused, or are rejected.
14. Returned checks are subject to a $25.00 return fee.
15. In the event of errors in or omissions of any advertisement(s), Community Impact's liability
shall not exceed the value of the advertisement that ran with Community Impact. It is the policy
of Community Impact to run a "make-good" advertisement in the next available issue or product
where relevant. This excludes colors, contrast, photos, font, and other features may appear
differently in the published product and no adjustment will be made for those differences.
16. In the event of any dispute, claim, or controversy arising out of or relating to this Agreement,
the parties agree to first attempt in good faith to resolve such dispute through informal
discussions. If the matter cannot be resolved within thirty (30) days, the parties agree that the
dispute shall be submitted to mandatory, non-binding mediation before a mutually agreed-upon
mediator in Williamson County, Texas, prior to either party initiating any court action or
proceeding. The costs of mediation shall be shared equally between the parties, unless
otherwise agreed in writing. Each party shall bear its own attorney's fees and costs incurred in
connection with the mediation. Participation in mediation is a condition precedent to the filing of
any lawsuit. If either party files a lawsuit without first engaging in mediation as required herein,
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that party agrees to reimburse the other for any costs and reasonable attorneys' fees incurred in
seeking dismissal or stay of such action until mediation has been completed.
17. Community Impact reserves the right at its absolute discretion, and at any time, to cancel
any advertising order or reject any advertising copy, Page 4 of 4 Contract for Order# 96299
generated 3:36 pm, December 31, 2025 whether or not the same has already been
acknowledged and/or previously published. Community Impact may also require the Client to
mark an ad as Advertising, Sponsored Content or "Paid By" to avoid confusion with editorial
content.
18. Community Impact reserves the right to hold the Client jointly and severally liable for such
monies as are due and payable. Delinquent accounts are subject to collection actions and Client
assumes responsibility for collection and attorney fees. The individual signing below represents
and warrants that they are authorized to bind the Client. If the Client is not a valid business
entity or fails to pay, the signer agrees to be personally liable for all obligations under this
Agreement.
19. In consideration of Community Impact publishing and running your ads, you agree to
indemnify Community Impact from and against any losses and expenses (including attorney's
fees) relating to such ads, including those arising from third-party claims or suits for
infringement, violation of privacy or publicity rights, or from any and all claims or regulatory
breaches.
20. Community Impact will not be liable to you or any third party for any loss of use, revenue or
profit, or for any consequential, incidental, indirect, exemplary, special or punitive damages
whether related to contract breach, tort, or otherwise. Regardless of whether such damage was
foreseeable and whether Community Impact advised of possibility of such damage, Community
Impact's aggregate liability related to this agreement, whether related to contract breach, tort, or
otherwise, shall not exceed 2 times the total of amounts paid to Community Impact under this
agreement in the 12-month period preceding the event giving rise to the claim.
21. This Agreement shall be governed by the laws of the State of Texas. Any disputes shall be
resolved exclusively in the state or federal courts located in Williamson County, Texas. Client
consents to personal jurisdiction and venue in such courts.
22. This agreement does not create an exclusive arrangement between the Client and
Community Impact. You may advertise elsewhere and Community Impact may provide ad space
and services to all others, including your competitors.
23. Community Impact does not warrant the number of responses to your ads, the number of
persons who will view your ads, or any other business benefit.
24. Community Impact may use any ad or storytelling from this contract to promote Community
Impact products and services.
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