CM-12-10-217,,,,,141)11L". -ROUND ROCK, TEXAS City Manager Approval Form
PURPOSE PASSION PROSPERITY
Cinemark advertising contract for Shop the Rock holiday campakn
Item Caption:
Approval Date:
Department Name: Administration Department
Project Manager: Will Hampton
Assigned Attorney:
Item Summary:
This contract is to run Shop the Rock ads in both Cinemark theaters in Round Rock from Nov. 2, 2012, to Jan. 3, 2013. It includes
website banner ads and ads on the in -theater video monitors over the same time period. The City is producing the 15 -second
spots.
This is part of a Shop the Rock holiday campaign that will feature ads in other print and online media.
No. of Originals Submitted: 2
Project Name: SHOP THE ROCK - Marketing
Cost: $4,100
Source of Funds:
General Fund
Source of Funds (if applicable): Select Source Fund
Account Number:
Finance Director Approval:
5421-100-19000
r'1(-6/41-&6
Date: 10
Department Director Approval: Will Hampton Date: 10-17-12
**Electronic signature by the Director is acceptable. Please only submit ONE approval form per item. **
CIP n n Budget
N/A OK
❑ ❑
N/A OK
Purchasing
❑ ❑
Accounting
❑ ❑
N/A OK N/A OK
ITEMS WILL NOT BE PLACED ON THE COUNCIL OR CM AGENDA W/OUT PRIOR FINANCE AND/OR LEGAL APPROVAL
REV. 6/20/11
ND
TIONS FOR
STANDARD TERMS
HE CO
ROUND ROCK, T ERAS
IN CONTRACTS W
By submitting a response to a solicitation or bid, or by entering into a contract for goods
or services, and/or by accepting a purchase order, Vendor
the Citdyeunlerssotherwise agreed to by a
herein agrees that these
terms and conditions shall govern in all agreements
specifically -executed provision within the base contract itself that explicitly exerts primacy over
this document, and if permissible by law. AbsentSUPERSEDE aHyl and alited other terms provision, and/or
these
terms and conditions are BINDING and shall
conditions contained elsewhere, whether oral or written.
Name of Vendor: National CineMedia, LLC ("NCM")
9110 East Nichols Avenue, Suite 200
Centennial, Colorado 80112
Existence of a specifically -executed provision within base contract: None
1. Application. This document applies to, is part of, and takes precedence over any
conflicting provision in or attachment to the base contract (the "Contract") attached hereto. The
Contract is described as follows:
Regional Insertion Order Agreement, together with all attachments, labeled
"NCM Proposal for City of Round Rock Proprietary & Confidential 241897.1"
2. Payment Provisions. The City's payments under the Contract, including the time of
payment and the payment of interest on overdue amounts, are subject to and shall be paid in
accordance with the Texas Prompt Payment Act:
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
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 or 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:
A. 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
B. 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
1
C. The terms of a federal contract, grant, regulation, or statute prevent City
from making a timely payment with federal funds; or
D. The invoice is not mailed to City in strict accordance with any instruction
on the purchase order relating to the payment.
3. 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 at the end of any City fiscal year if the governing body of City does not
appropriate funds sufficient to purchase the services as determined by City's budget for the fiscal
year in question. City may effect such termination by giving Vendor a written notice of
termination at the end of its then-current fiscal year.
4. 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.
5. 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 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.
6. Default. Either party shall be declared in default of this Agreement if it does any
of the following:
A. Fails to fully, timely and faithfully perform any of its material obligations
under this Agreement, including payment obligations;
B. Fails to provide adequate assurance of performance under the "Right to
Assurance" section herein;
C. Becomes insolvent or makes an assignment of rights or property for the
benefit of creditors or files for bankruptcy, or has bankruptcy proceedings
instituted against it, under the federal bankruptcy laws of the United States
or other competent jurisdictions;
D. A writ of attachment or writ of execution is levied on the Equipment, and
same is not satisfied or released within 10 days.
Upon the occurrence of default by City, Vendor shall be entitled to pursue any one or
more of the following remedies for default:
2
A. Declare the entire amount to be immediately due and payable, without
further notice or demand;
B. Commence legal proceedings to recover monies and other legal
obligations accrued before and after the event of default.
Upon the occurrence of breach, default or non-solvency by Vendor during the term of
this Agreement, City shall be entitled to notice of such in writing, and City may pursue any one
or more of the following remedies for default:
A. Any remedy available at law or in equity.
7. 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 thirty (30) days' written
notice to Vendor.
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 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 such notice of
termination, Vendor shall submit a statement showing in detail the goods
and/or services satisfactorily performed under this Agreement 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.
8. 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 to limit the rights of City or Vendor (including,
3
but not limited to the right to seek contribution) against any third party who may be liable for an
indemnified claim.
9. Compliance with Laws, Charter, and Ordinances. 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.
10. 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.
11. 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 conditionsherein,
shall
lie
in Williamson County, Texas. This Agreementshall be governed by and construed in accordance
with the laws and court decisions of the State of Texas.
12. 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.
13. 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 US C Section 1-14) or any applicable state arbitration statute.
14. 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 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.
15. 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. Vendor understands and agrees that time is of
the essence and that any failure of Vendor to fulfill obligations for each
portion of this Agreement within the agreed timeframes will constitute
a material breach of this Agreement. Vendor shall be fully responsible
for its delays or for failures to use best efforts in accordance with the
terms of this Agreement. Where damage is caused to City due to
Vendor's failure to perform in these circumstances, City may pursue
any remedy available without waiver of any of City's additional legal
rights or remedies.
C. Force Majeure. Neither City nor Vendor shall be deemed in violation
of this Agreement if it is prevented from performing any of its
obligations hereunder by reasons for which it is not responsible as
defined herein. However, notice of such impediment or delay in
performance must be timely given, and all reasonable efforts
undertaken to mitigate its effects.
D. Confidentiality. Any provision in the Contract that attempts to prevent
the City's disclosure of information that is subject to public disclosure
under federal or Texas law or regulation, or court or administrative
decision or ruling, is invalid.
E. Tax Exemption. The City is not liable to Vendor for any federal, state,
or local taxes for which the City is not liable by law, including state
and local sales and use taxes, and federal excise tax for certain
purchases. Accordingly, those taxes may not be added to any item.
Texas limited sales tax exemption certificates will be furnished upon
request. Vendor shall not charge for said taxes. If billed, the City will
remit payment less sales tax.
F. Sovereign Immunity. Any provision of the Contract that seeks to
waive the City's immunity from suit and/or immunity from liability is
void unless agreed to be specific acknowledgment with the base
contract.
G. Independent Contractor Status of Vendor. It is understood and agreed
that the Vendor and any employee or subcontractor shall not be
considered an employee of the City. Vendor shall not be within
protection or coverage of the City's workers' compensation insurance,
health insurance, liability insurance or any other insurance that the City
from time to time may have in force and effect.
H. 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.
5
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.
City of Round Rock, Texas Vendor
OP
By: �[,/if''
Printed Namer Z,M� . U► �' � / �
er
Title: , 1. k f»!
Date Signe
For City, Attest:
By:
Sara L. White, City Clerk
For City, Approved as to For ' •
By:
tephan L. Sheets, City Attorney
By:
Printed Name:
Title:
Date Signed:
6
Multiple Counterparts. This Agreement may be executed in multiple
counterparts, any one of which shalt be considered an original of this
document; and all of which, when taken together, shalt constitute one
and the same instrument
By.
Printed Name:
Title:
Date Sii
Vendor
By;
Pri
Title:
Date Si
*:PENDING CREATIVE
APPROVAL
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TIME EERRIODOOWINGNOT CE OF THEFAILFOM ADVERTISER AND WILL NOT AFFECT ANY OTHER OBLIGATIONS NCM UNDER
THIS AGREEMENT.on NCM by
r In -Theatre studios, producers, distributors,vertising exhibitors rortler otherothiidtwill be subject to parti s. In addition, in is y sole and absolute dience or scretion, NCM mayrestrictions or tel elect to not imposed
bit or present
matt picture
anare a ter approximate Advertising
or other content before the actual screen count and theatre locations will be mutually agreed upon by the parties ior set ct d by NCM in its reasonable discretion.
ons for In -Theatre Advertising set forth on an
OrderPP) nd
3. Internet and Online Advertising. The American Association of Advertising Agencies (AAAA)/Interactive which iscr isinavaiga Bureau
euponau (I eB) st radar NCM, aae
Conditions for Internet Advertising for Media Buys One Year or Less,a
Version 2.0 (the "Terms"), copy Colorado" are inserted into
incorporated into this Agreement for online
Advertising this this it "nd "Denver
",
the rescectsve placeholders n Secton XIV(d) of he Terms. If there is o Agency for Inserton Order, "Advertiser" replaces "Agencyin all instances in the Tem
and Section ili(c) of the Terms is deleted. The terns of this Agreement will control over any contradictory terms set forth in the Terms in the event of a conflict
between this Agreement and the Terms.
er
vertiser
fRes
to and amount when due, Advertiser wall fees as ill be obligated to ay inteecified on each Order r stthe on the unpaid mos set forth unt from the date sn thnt Order and uch unpaid amountas due until these Terms and Conditions. If itis paid at
fails to pay NCMany
the rate of 12% per annum. risk of
5. with tehe0 Advertising material last to required by NCM at least 7 to 20 business days (dother obligations of Advertiser set forth in oped ens upon Advertising is Agreement, Advertiser vehicleits
selected) in advance of the date scheduled
NCM with
by NCM for transfer of the materials for use or production as Advertising.
6. Content.
6.1 Advertiser Content. All advertising, information, data, text, photographs, video, images, audio, call to action, and other content ("Content") provided by
Advertiser for use in the Advertising ("Advertiser Content"), as well as the Advertising itself, is subject to prior approval by NCM. All Advertiser Content must be in
not
n dude with thbMo Media
of any trademark, service mark, logo 11 otheradlines and Advertising tidelines at branding of alt tirddpartyswithout the pion written apprtml. Advertiser oval of NCM. NCMtmay reject
include the ex no to
any Advertiser
ttor any applicable Content or
dlaw,, rule for any
regulation. Advertiser rovided hvilllrema nasolelybrespo responsible forreview
any liability y arising from the Advertiser Content or Advertisiser Content or Advertising for compliance ng,
including h this
Agreement
inadtmprnot
erlimitedyt nd nany aws relating o advertising. if any Advertiser Content orrAdvertising publicity or
d byys, the NCM,Advertiser ight of or will promptly replaceprivacy, any laws lating to
the Advertiser
intellectualnproperty, tisi
Content or Advertising with Advertiser Content or Advertising acceptable to NCM so as not to delay the schedule for the display of the Advertising. Advertiser will
be inrtA
ina
agrees t o and herebydoes g ant to NCM all rights, authotent and rizations, consents, licenses, ndlclearances (collectively, "Licto enses") neces necessary oriser Content
or appropriatevcrtsior Advertiser
he
agrees to other
for the
public performanc
e of mut muand thesical compositions. AdvertiNCMser oogrants NCM ai limited License to use and display portionsthout of thetmitation, all Advertsing solely in connection with the
public per
promotion of NCM's business.
6.2 NCM Content. All Content, including, without limitation, any derivatives, modifications or new versions of any Advertiser Content prepared or delivered by NCM
CM.
under this greet at NCM will oretain sole and exclusive tit propertyl to ll NCMIs therein and Cntent and agrees tole thereto, are and and hereby makes altlremain the assigntnentssnece necessary to provide NCM such
Advertiser agreeslut
solo and exclusive tido. Advertiser receives no rights or licenses in or to any NCM Content (or in or to any NCM trademarks) under this Agreement and NCM expressly
reserves all such rights.
7.w thPromotionaltlimtation, to s, food,lobjects orsothertbuted or to be distributed mater materials ("Promotional Mate Mateor on rials") will be delivered tof of Advertiser as le locations (at the sole expense of Advertiser and with
art of or in connection with the Advertising, ng
without ertt Y
Advertiser bearingatinall y displays, are subject to NCM and theatre/affiliate approval, and their tfinat placement ished s determined by theNCM. Certain atre management. At its discrnal Materials, etion,
without limit lobby
NCRM may delathe disribution of Promotional Materals. Certain Promotional Material, as determined ON IS NOTIENDORSED BY NCM, THIStTHEATRE OPERATOR OR ANY OF THEIR AFFIL ATESNCM, ! statement:l contain the following
13Y FiLING UT THIS FORMYOU WILL OR
POMOTI
CAN BE SOLICITED' .
form its
8. Representations under the Agreement;lWarranties.(2) Advertiser has all rights nee ssary to enable NCM to exercise the rights granted under this Agrethat: (1) Advertiser has the legal right to enter into ement; (3) the exhibition rnd other
obligationsefundo
N e of the Advertiser tireement will notviolat , app( cable local, state and federal laws, rules, and regulations, ional Materials, includi g, without activities
lirnitat onf ,/laws a d regulationsertiser and ay of
NCM under telt g(4)all information and data provided to NCM in connection with this Agreement is
governingand privacy and5 Advertiser
it any duty toward or rights of any third info; without limitation, any e-mail addresses, full names, mailing
without the Fier written approval of NCM; (6) the Advertiser
correct current; (5) Advertiser will not collect any personally such identifiableinorminformationthirdp (including,
addresses and phone number of theatre patrons), or Trojan
transfer any information to any party, p
Content and Advertising do not contain any viruses, Trojahorses, worms, time bombs, or any other similar software, data, or programs that may damage, detrimentally
indecent, property
vulof, defamatory, harassing, do not tent, dv constituteng ra
interfere with, surreptitiously intercept, or expropriate any system, data, information, or property of another; (7) the Advertiser Content, Advertising and Promotional
Materialsthr
tnare not,right
in whole
pu ti int part,invasion
opornographic, obf scene,
y, do snoviolate anening, relating to
Advertiser
of the regi Advertising, and Promotional onal Mate ials are notot false or misleading; (9) the Advertisertsing, Content,lare not Advertising grwise and Promotionalobjectionable
do unlawful;
the
Advertiser Conte ,
inMnge, violate or misappropriate any Third party copyright, trademark, right of or to privacy, publicity or likeness, or other intellectual properly or proprietary right; .
and (10) the Advertiser Content, Advertising and Promotional Materials will be free from defects, materials or workmanship. if Advertiser ex
drtt is ontrwAia
MEDIA NETWORKS
NCM Proposal for City of Round Rock Proprietary & Confidential Page 101241897.1
Regional Insertion Order Agreement Terms and Conditions
responsible for
ll
ayments
ereunder. Advertiser
agency sore media buyer for a fails tolha a all rightsAdvertiser
necssary to enable NCshall
M to perform is obligations and exercise its rights under this Agreement, Advertiser` will obtain all
such
Advertiser r ataaany
such rights, and will be solely responsible for any liability of either party arising out of any claim, allegation, suit or proceeding alleging that either party does not have
such rights.
NT
9. DS A and Limitation of AVAILABLE."Liability. NCM MAKES NO REPRESENTATIONS OR WARRANT ES, WHETHER EXPRESS, IMPLIED OR STATUTORY,
REGME
"ASI -1S" AND " "A
REGARDINGREG REGARDING
THE NCM CONTENT OR SUCH SERVICES. NCM EXPRESSLY DISCLAIMS ALLL REPRESENTATIONS AND WARRAN ANY REPRESENTATIONS OR TIES WARRANTIES OF
NCM NRDIN SUCH SERVICES, WITHOUT LIMITATION, ANY EXPRESS OR IMPLIED
REGARDINGNTIES OF
MERCHANTABILITY,
1LITY, FCONTENT ITNESS FOR APART PARTICULAR PURPOSE, TITLE,,OR NON -INFRINGEMENT l THIRD PARTY RIGHTS. NCM'S TOTAL
CUMULATIVE
AN
AM UNT OF FEES ACTUALLY PAID TO NCM WITHTHIS
THIS RAGRE AGREEMENT DURING THE 3 MONTH PERIOD EMENT, WHETHER IN CONTRACT, TORT IMMEDIATELY PRECEDiNG THE THEOTHERWISE, WILL NOT EXCEED
EVENTS GIVING F
EVENTS OR INCIDENTAL
NRISE TO SUCH LIABILITY. IN D NTAL DAMAGES, INCLUDiING WITHOUT LIMITATION ON ANY DAMAGES RELATING TO LOST DE LIABLE FOR ANY CONSEQUENTIAL, ATA, LOST REVENUE OR CT, EXEMPLARY, PUNITIVE,
SPECIAL, OR INC OR SERVICES, ARISING FROM OR
PROFITS, OR COSTS UR
NDER ANYOTH PRCUREMENT
OF
ABi ITY (INCLUDING NEGLIGENCE), EVEN IF NCM HAS ATING TO THIS AGREEMENT, OBEENDVISED OF THE POSSIBILITY OF CAUSED AND U
SUCH DAMAGES.
10. dit I tors, employeestnd agents, from and agae for and inst i st any andlall direct indemnify, d indirect losses defend, and hold
dan ages, liabilities, bilities, costs andCM and its iexpenss (including reasonable attorneys' fees)
r willful misconduct on the
art of
actual or alleged breach by
resultingAdvertiser;
from exhibition, distribution, display, performance, reproduction, Advertiserof
otherusejsion of this Agreement; (2) negligenceby NCM of e Advertising, Advertiser Content or Promotional Materials; or
Advertiseree (3) person directly usc or misuse of any
(4)without
damage it property
o , and promotioto or death of nal materials or other packaging or materials used in connection therewith. NCM wAdvertiser
l provide Advertiser with notice of any suchcclaim
or allegation,
limitation, p
or allegation, and NCM has the right to participate in the defense of any such claim at its expense. other
vertiser of this
11. remedy)
or uand Remedies. td days notice to Advertiser er foga y other reason. reement Up nely upon
termiinat on for y breach breach by Advertiser, all fees pareement id for Advertising anyin addition to which hasnotavailable
If
re en upon not lessY
been exhibitedNprovide
rov forfeited
se with a copy of any Advertisertermination,
Conten or Advertising, Aduired to vertiser musreserve or t maintain
NCM in wAdverit ng withiniser Content
n60 daysofthe Advertising. st exhibition Advertiser
desires NCM to p
of the Advertising (such copy to be provided at Advertiser's sole expense).
12. Cancellation. Advertiser niay not modify or cancel this Agreement except by written consent of NCM.
CC in t �nuS Bio
maser will nhllit�.a.gencraLliability_insuraneapolicy-(At-policies) co""u ac1� , , . < . oxo'ssiy wit similar coverage.
n3. a cur�nce.an r 1 i 000 in the aggregate. Advertiser will also obtain an ndvcrlisin:
not NCMss than T lfil affiliates
willpebo su ..i1iya11I31 or policies) will provide that it (or they) will not be subject to
and its or
antes be named as additional insure on to
war � .oath a certificate of insurance
riot written notice to NCM. Upon request, • ve s' - rn
modification or cancellation witho aauhirty{36)'d' '
in vcragc.bafreiheadvertising-is-exhibiled
Any14.reement or any of
vertiser's rights
er without the prior permission
Additionalto do soil Advertiser violationn attic foregoing sentence will be null and void. This Agreement will be binding on the parties and upon their heirs, personal
NCM.
s, executors, administrators,
attemptees executors, so
suc ese orso r a, sio execute any instruments and to perfolrm any acts that may be nees agree for cessary or proper to carry out the purposeshemselves and their heirs, personal eof this eAgreement This Agreement
consent to
he exclusive
will be goer ed by
n and
will governed and federal courts sitting in Denver, Colorado for any disputits conflict of e cows ncerning he interpretates. The partiesion oref effect of this Agreement. In all such disputes arising
venuendin she state
ue ternis of this Agreement, the
nder this Agreement,will be entitled to recover all of its costs relating thereto, including, without limitation, attorneys'` fes, court coson to enforce tts and any other costs of collection. The
is Agreement will
relationsghip
party
not
iperoperate r belnt rpr ted aessau vaiverh of ny other or subsequent breach If any provt ision of th s. The er by eitherAgr ementis de med unenforceaarty of a breach of ble, su h prov sovision of ion will be changed
rovisions will
aniterpr oto be interpreted
e in full
fore and interpreted to Any failure ordelayin performance by NCMision to the w will be excused (and atest extent will not constitutessible under la breae ch ch of this w and the
Agreement) the extent due to any cause not
od.
force b effect. Any foe Y acts, omissions or
ThisreasonablyAgreement
withint NCM's control,
the entire understanding of thefparties and s supersedes any and all prior oral and writteailures, casualty, n agreembor ents orrunderstandingsvernmental tionbetween the partiesr acts of
This Agreement sets fort
regarding the subject matter of this Agreement.
lq q ti..r
MEDIA NETWORKS
NCM Proposal for City of Round Rock Proprietary & Confidential Page 11 1241897.1
Creative Production Order Form
Page 1
--- — --- Milling Information
Advertiser Information City of Round Rock
City of Round Rock
221 East Main Street
221 East MainStreet Round Rock, TX 78664
Round Rock, TX 78664 Phone: (512) 218-5409
Phone: (512) 218-5409 Fax:
Fax:iHampton Will Hampton
Will
round -rock tx us whampton®round rock tx us ,tet 4 sz3 1,z : « -;,
whampton rt✓r , ONK r S Yk
Creative Description: — — __--
client provided 1
Job #: 246286
Estimated Start Date: 10/5/2012
Account Director: Shea Brewer
Phone: (512) 267-3588
Fax: (512) 528-8561
Shea.Brcwer@ncm.com
Product: ----•
On Screen Regional Segment 1 00:15, On Screen Regional Segment 2 00:15, LEN Regional LEN 00:15
Notes / Special Instructions:
Related Job Numbers: j 246287, `"--"-•
Media Services:
Description —
---------------._-•-.-__._...____...____._.._.._.____----___ ___-•- —---_._-_____- $250.00
-----vide--
Client __--
Media Fee: Ad Provided by
Sub Total: ___--- �------------------------- ---- $250.00
Creative Services:
1
....._Description _ _ __ _--- ----
Sub Total:-----__
Fce
T 50.00
Grand Total: $250.00
When sending your media/creative materials to us, please include this Creative Production Order Forni with your
materials.
Send materials to:
National CineMedia
Attention: Sales Operations
9110 East Nichols Avenue Suite 200
Centennial, Colorado 80112
Please submit all creative materials promptly. Hymn- creative is not received within NCM's standard production
turnaround time, the on-screen start date for your ad will be delayed.
Thankyou! ._____ __-_ _.__.__—_-___.__.._.— .____._.._.___..__.
Theatres/
Zip Codes
For This
Job:
CNK379 Cinemark Round
CNK058 Movies 8
CNK379 Cinemark Round
CNK058 Movies 8
CNK379 Cinemark Round
Rock ROUND ROCK, TX
ROUND ROCK, TX
Rock ROUND ROCK, TX
ROUND ROCK, TX
Rock ROUND ROCK, TX
MEDIA NETWORKS
NCM Proposal for City of Round Rock Proprietary & Confidential Page 1 1241891.1
Creative Production Order Form
Page 2
L_ CNK05S Movies S ROUND ROCK, TX
NCM Proposal for City of Round Rock Proprietary & Confidential Page 2 12`11897. t
Job #: 246286
Estimated Start Date: 10/5/2012
i4E61n NETWORKS