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RES 1999-13TOWN OF TROPHY CLUB, TEXAS RESOLUTION NO. 1999- 13 A RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF TROPHY CLUB, TEXAS, AUTHORIZING THE EXECUTION OF A CONTRACT BETWEEN THE TOWN OF TROPHY CLUB AND IMAJINATIVE PRODUCTIONS FOR THE PURPOSE OF PRODUCING CUSTOM OR COMMERCIAL VIDEO PROGRAMS; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the Town of Trophy Club., Texas (the "Town") is a Type A General Law Municipality located in Denton County, Texas, created in accordance with the provisions of the Texas Local Government Code and operating pursuant to the enabling legislation of the State of Texas; and WHEREAS, the Town Council hereby authorizes the execution of a contract between the Town of Trophy Club, Texas and Imajinative Productions for the purpose of producing custom or commercial video programs, including but not limited to, electronic slide shows, CD-ROM and/or Z-1 multimedia productions; and NOW, THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE TOWN OF TROPHY CLUB, TEXAS: Section 1. The Town Council hereby authorizes the execution of a contract between the Town of Trophy Club, Texas and Imajinative Productions for the purpose of producing custom or commercial video programs, including but not limited to, electronic slide shows, CD-ROM and/or multimedia productions; and Section 2. This Resolution shall take effect from and after its date of passage in accordance with law. The Mayor shall be authorized to execute the contract on behalf of the Town. PASSED AND APPROVED by the Town Council of the Town of Trophy Club, Texas this 6th . day of July 11999. Marshall Engelbeck, M'ayor Town of Trophy Club, Texas ATTEST: Diane Cockrell, 'gown Secretary Town of Trophy Club, Texas This agreement is made and entered into, effective July 6, 1999, by Imajinative Productions and the TOWN OF TROPHY CLUB. WHEREAS, the TOWN OF TROPHY CLUB, TEXAS is a Type A General Law Municipality located in Denton County, Texas, created in accordance with the provisions of the Texas Local Government Code and operating pursuant to the enabling legislation of the State of Texas. WHEREAS, the parties desire to enter into a working relationship with each other, and to exchange proprietary information among themselves for the purpose of producing custom or commercial video programs, including but not limited to, electronic slide shows, CD- ROM and/or multimedia productions; and; WHEREAS, Imajinative Productions desires to enter into this Agreement in order to enter into a working relationship with the TOWN OF TROPHY CLUB, to provide TOWN OF TROPHY CLUB with the following services: VIDEO SCHEDULE BUDGET Creative/Pre-production • Concept Development • Script Writing • Producing & Project Management • All Necessary Pre -Production Meetings • Pre -graphic design BUDGET $4,600 Production • Production Management • One day BetaSp shoot - up to 4 locations (if adverse weather prevents shooting, Imajinative is to be advised 24 hours prior to shooting date in order to reschedule.) • Producer, DP, Grip - • Lighting package Post -production • Professional Voiceover • Stock Music • Basic Graphic Package • Digital Editing - Final Show Assembly 2 days BUDGET $2,250 BUDGET $7,200 AGREEMENT Page 2 Tape Stock & Materials • Working meals and shipping • VHS Approval Dubs • Digital BetaCam Show Master & Client Dub • Insurance • Administrative Expenses PROJECT TOTAL AGREEMENT BUDGET $ 949 $14,999 NOW, THEREFORE, in consideration of the foregoing and mutual promise contained herein, the parties hereby agree as follows: 1. Terms of Agreement. This agreement shall remain in effect from the date set forth above, for a sixty day period, unless otherwise terminated pursuant to the provisions of Paragraph 4, and this project is to be completed by August 15, 1999. 2. Working Relationship. Imajinative Productions will serve as an independent contractor for the TOWN OF TROPHY CLUB, performing and contracting the various video production services agreed upon above. TOWN OF TROPHY CLUB will support Imajinative Productions' technical efforts and will provide the necessary information relevant to project in order to perforni the above mentioned services and ensure that proper communication can be maintained between the client and Imajinative Productions. 3. Compensation. (a) TOWN OF TROPHY CLUB agrees to pay Imaginative Productions 50% ($7,499.50) of project total ($14,999) upon agreement and the remaining 50% ($7,499.50) plus fifteen days from initial project completion. (b) TOWN OF TROPHY CLUB agrees to pay Imajinative Productions for satisfactory work completed regardless if it decides to terminate the project. AGREEMENT Page 3 4. Termination_ This Agreement may be terminated at any time by either party with 15 days written notice. Payment shall be rendered for any satisfactory work completed through termination date. Should either party decide to exercise its right to terminate this agreement per paragraph 4, all sums paid to Imaginative Productions which have not been utilized for services will be fully refunded to the TOWN OF TROPHY CLUB. 5. Binding Agreement. This Agreement contains the complete and entire understanding between parties and is considered binding. This Agreement may be amended only by an instrument in writing. 6. Jurisdiction. This Agreement shall be interpreted under the laws of the State of Texas. 7. Relationship to Parties. The parties acknowledge that it is intended that Imajinative Productions shall be an independent contractor of the TOWN OF TROPHY CLUB. IN WITNESS WHEREOF, the parties have executed this Agreement as of the date first written above. Imajinative Productions Authorized Representative TOWN OF TROPHY CLUB Date —7 Da Authorized Representative TOWN OF TROPHY CLUB Date —7