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HomeMy WebLinkAbout15 On-Call Agreement with Ideal WildC MEETING DATE: October 7, 2020 TO: Board of Directors AGENDA ITEM #15 FROM: Steven Poncelet, Public Information & Strategic Affairs Director SUBJECT: Master Services Agreement with IDEAL WILD APPROVED BY Steven Poncelet, Public Information & Strategic Affairs Director RECOMMENDATION: Authorize the General Manager to execute a Master Services Agreement, and all necessary documents, with IDEAL WILD (Attachment 1) in the amount of $90,000 for professional services related to digital engagement. BACKGROUND: The District strives to provide effective communication and services to our customers. The District has embarked on a comprehensive and innovative strategic planning process to set the direction of the District's future. The overall process will involve the District's Board, District staff, District customers, and the greater community. One key component of the strategic planning process is to raise awareness of the strategic planning effort, educate our customers and community about the process and desired outcomes, and — most important — provide the opportunity for community members to provide input. To engage our customers and community in the District's strategic planning effort, the District will conduct comprehensive communications and outreach. This will include traditional media and outlets (advertising, bill stuffers, press releases, radio spots/interviews), direct contact with key organizations and groups, and a robust digital media campaign. The District is well positioned to execute on the traditional media and direct contact. With regards to a robust digital media campaign, however, the District could benefit from additional resources and expertise. The use of digital engagement tools has evolved and expanded dramatically in the last few years and offers the promise of increasing the convenience of participation, enabling Page 1 of 2 better -informed citizens, reaching diverse audiences, sustaining engagement over time, and obtaining essential audience data. Digital tools include, but are not limited to, websites, social media, open data, e-mail, SMM, video, and photography. The main goals of digital engagement are public participation and community outreach. Staff are recommending a Master Services Agreement with IDEAL WILD for digital engagement professional services. The initial scope of work would be a digital engagement campaign for the District's strategic planning effort with a budget of $30,000. One main task would be the promotion of the District's community meeting for people to provide direct input into the strategic plan. The balance of the funds ($60,000) would be for future on -call services for digital engagement. IDEAL WILD is a high-level digital media management agency established in Truckee, CA. They have worked with numerous local agencies developing strategic digital marketing solutions, captivating content, and innovative campaigns. IDEAL WILD has direct experience working with the District promoting the community meetings for input on the next General Manager along with the Facebook Live event to introduce General Manger Scherzinger to the community. 1.05.020 Objectives: 1. Responsibly serve the public; and 6. Manage the District in an effective, efficient and fiscally responsible manner. 1.05.030 Goals: 1.1 Conduct the District's business in a legal, ethical, open, and transparent manner; 1.2 Implement a proactive public outreach program; 6.1 Utilize modern, cost effective work methods and equipment; and 6.6 Develop appropriate financial procedures to assure responsible financial management. FISCAL IMPACT: This item is related to the District's strategic planning effort and future digital engagement needs. The Board approved General Management Department Operating Budget included $243,500 for professional services in FY20 in GL account 1 /2.2.923.00.736. As of August 31, 2020 the District has spent $115,617 from this account, leaving $127,883. Sufficient funds remain in the FY20 and FY21 Budgets for the procurement of the proposed professional services from IDEAL WILD. Professional services do not require competitive bidding procedures per District Code Section 3.08.050. ATTACHMENTS: 1. Master Services Agreement with IDEAL WILD Page 2 of 2 DEAL WILD PO Box 7131 Tahoe City, CA 96145 (707) 480-3748 andria@idealwild.com MARKETING CONSULTANT AGREEMENT PREPARED FOR Steven Poncelet Public Information and Strategic Affairs Director 11570 Donner Pass Road Truckee, CA 96161 P: 530.582.3951 1 E: stevenponcelet@tdpud.org OVERVIEW PREPARED DATE October 1, 2020 EXP. DATE October 15, 2020 As public demand for government and organization accountability and transparency increases, it is becoming ever more critical to engage with the public on essential topics, planning, and future strategies. The use of digital engagement tools offers the Truckee Donner PUD the promise of increasing the convenience of participation, enabling better -informed citizens, reaching diverse audiences, sustaining engagement over time, and obtaining essential audience data. Digital tools include, but are not limited to, websites, social media, open data, email, SMS, video, and photography. Marketing Managing websites Internal Digital Customer comms Engagement service Stakeholder Open data comms & insight IDEAL WILD is pleased to provide the Truckee Donner PUD with a sophisticated approach to public participation and community outreach through digital engagement. Supporting two intertwining goals of public participation and raising awareness, our experienced specialists will perform as an extension of your team. We work hand -in -hand with you each step of the engagement process: Inform, Consult, Involve, Collaborate, and Empower. We understand your needs and bring together skilled, local experts to develop and execute a flourishing digital engagement strategy. BACKGROUND IDEAL WILD is a high-level digital media management agency established in Truckee, CA. We develop strategic digital marketing solutions, captivating content, and innovative campaigns that support our clients' goals. Our collective of creative and passionate storytellers craft authentic, strategic marketing narratives that drive positive connections with audiences. Brilliant people develop brilliant solutions. They raise the bar in a competitive market. Our team is no exception; we may be small, but we pack a big punch. We are a group of entrepreneurially spirited individuals who are passionate about our jobs and the work we provide to our clients. In freedom lies inspiration. When needed, we partner with the most talented subcontractors who are excelling in their industry. We create an environment where each partner is free to unleash their full creative potential while exceeding client goals. What we bring to the table: Passion for the Truckee and North Lake Tahoe community Creative Personalities with Bold Ideas Extensive Experience Managing Digital Marketing Campaigns Strategic Social Media Marketing Plans Digital Engagement Innovation Brand Positioning and Story Development Digital Influencer Marketing Continued Education in the Digital Landscape Andria Gutierrez 11 Chief Strategist Andria is the Chief Strategist and founder of IDEAL WILD. She is an 18 year resident of North Lake Tahoe with over 14 years of marketing experience and ten years of digital strategy experience. She is an innovative business leader with a passion for excellence in creating impactful and strategic digital media campaigns that achieve both scale and engagement through paid, owned, and earned media. Fascinated by the relationships organizations can create by using a digital strategy, she launched IDEAL WILD in 2010 and has dedicated her career to helping organizations make genuine connections with their audiences to support their goals. She brings expertise in various business needs, ranging from brand development and content creation to strategic social media marketing and digital influencer campaign management. Select Clients and Campaigns Include: Truckee Donner PUD, Digital Campaign Promotion Truckee Chamber of Commerce, Truckee Tomorrow Business Speaks Visit Truckee, Tourism West Shore Association, Tourism North Lake Tahoe Resort Association, COVID-19 Digital Messaging Placer County, COVID-19 Digital Messaging KJM Team, Dickson Realty Hopes End Wine, Winery SEAGLASS Wine Co., Winery Trincher Family Estates, Wine Importer and Distributor Angove Family, Winemakers Elect Randy Hill, Political Campaign North Tahoe Cruises, Tourism Granlibakken Tahoe, Hospitality Franciscan Lakeside Lodge, Hospitality Old Range Steakhouse, Restaurant SUP Tahoe, Tourism West Shore Market, Restaurant Bridgetender Tahoe, Restaurant Uncorked Wine Bars, Retail Petra Wine Bar, Retail ROCO/COMO, Restaurant A Step Above Home Care, Hospitality Truckee Tavern, Restaurant Tahoe Tap Haus, Restaurant California Vintage Design, Retail Hemmings & Jarrett, Retail Wildstock, Stock Photography RAC Advanced Control, Audio Visual RAC Electric, Electrical Evolve Design Works, Architectural Engineering Author Social Media Management and Book Launch Management: Nina Ansary, Jane Thomas, Alvin Reiter, Adele Scheele, Scheherazade Mikhail, Janet Maker, John Poothullil MD, and Eliot Pattison. SCOPE OF CONSULTING SERVICES The consultant shall provide the following services related to marketing, community outreach, and digital engagement. ➢ Research and Discovery ➢ Social Media Campaign Management and Strategy ➢ Digital Engagement Guidance and Consultation ➢ Digital Content Creation ➢ Campaign Branding and Messaging ➢ Graphic Design ➢ Paid Social Advertising ➢ Digital Media Buying ➢ Website Design and Development Consultation ➢ Email Marketing and Communication ➢ Digital Event Management TIMELINE This consulting agreement will run from October 8, 2020, to December 31, 2021. ➢ October 8, 2020 - January 14, 2021 Digital engagement management and consulting for strategic planning initiatives. ➢ January 14, 2021 - April 30, 2021 Strategic planning campaign reporting and recap. ➢ May 1, 2021 - December 31, 2021 Ongoing digital engagement consulting. Specific projects and campaigns are to be determined. BUDGET The client will be charged on an hourly basis, plus any/all expenses and media buys. The consultant will inform the client when 75% of the budget has been exhausted. Strategic Planning Campaign Strategy and Implementation $28,000 October 8, 2020 - January 14, 2021 Strategy and Campaign Management $12,000 Digital Engagement Implementation $8,000 Paid Social Advertising and Media Buys $4,000 Copywriting $2,000 Graphic Design $2,000 Strategic Planning Campaign Reporting and Recap $2,000 January 14, 2021 - April 30, 2021 Note: Budget does not include board meeting presentations. Board meeting presentations are at an additional cost. Continued Social Media/Digital Engagement Consulting $90,000/max spend Billing Rates Per Hour Primary Strategist $200 Social Marketing Manager $125 Account Manager $125 Project Manager $125 Media Buyer $125 Copywriter $130 Graphic Designer $130 Intern $50.00 Photographer/Videographer $2,500/day rate We appreciate the opportunity to submit our agreement to the Truckee Donner PUD. If you have any questions, please contact Andria Gutierrez. (707) 480-3748 1 andria@idealwild.com TRUCKEE DONNER PUBLIC UTILITY DISTRICT MASTER SERVICES AGREEMENT This Agreement is entered into this 8th day of October 2020, by and between Truckee Donner Public Utility District, a public utility district organized and existing under the laws of the State of California ("DISTRICT"), and Ideal Wild ("CONSULTANT"), for professional and related services to be provided to DISTRICT. DISTRICT and CONSULTANT may be referred to individually as "Party" or collectively as "Parties". SCOPE OF SERVICES A. Professional Services This Agreement will serve as a master agreement and as work is authorized by the DISTRICT, a TASK will be developed and attached as a part of this Agreement. Each TASK will describe the work to be completed (Scope of Work), the time frame to be completed, and the fee and method of payment. Each TASK will be executed by both the DISTRICT and the CONSULTANT. The DISTRICT reserves the right to contract with other persons or firms to provide professional services as it deems appropriate, in its sole and exclusive discretion. B. Additional Services Any work or services in addition to the work or services described herein shall be performed by CONSULTANT according to the rates and charges set forth in the agreement for the specific TASK for which services are provided. In the event no rate or charge is listed for a particular type of extra work, CONSULTANT shall be paid for the extra work at a rate to be mutually agreed upon prior to commencement of the extra work. In no event shall CONSULTANT be entitled to compensation for extra work unless a written authorization or change order describing the work and payment terms has been executed by the DISTRICT prior to commencement of the work. 2. FEES FOR SERVICES For services provided by CONSULTANT to DISTRICT pursuant to this Agreement, DISTRICT shall pay CONSULTANT in accordance with the rates and charges set forth in the agreement for the specific TASK for which services are provided. In any event, CONSULTANT's compensation for a given TASK shall be subject to any fixed limits which may be agreed upon by the Parties. The total not exceed amount for this Master Services Agreement is $90,000. 3. BILLING AND PAYMENT CONSULTANT shall submit a monthly statement to DISTRICT setting forth the amount due for services and itemizing amounts due for expenses. DISTRICT shall pay the full amount of such statement within thirty (30) days after receipt. Any sums billed, not disputed in written form setting forth specific exceptions and unpaid after thirty (30) days from the date of receipt, shall be subject to a late payment charge equal to the lesser of one and one-half (1-1/2) percent or the maximum rate permitted by law, for each month or fraction thereof past due. 4. INDEPENDENT CONTRACTOR CONSULTANT shall provide services to DISTRICT as an independent contractor, not as an employee of DISTRICT. CONSULTANT shall not have or claim any right arising from employee status. 5. TERMINATION OF AGREEMENT (A) Unless otherwise terminated as provided herein, this Agreement shall terminate when (i) the services provided for herein have been fully and completely performed or (ii) December 31, 2021, whichever occurs first. (B) Notwithstanding any other provision of this Agreement, either party may terminate this Agreement by giving thirty (30) days advance written notice to the other party. (C) Upon termination of this Agreement, CONSULTANT shall have no further obligation to provide services to DISTRICT. If the Agreement is terminated prior to completion of the services to be provided hereunder, CONSULTANT shall render a final bill for services to DISTRICT within thirty (30) days after the date of termination, and DISTRICT shall pay CONSULTANT for all fees earned and expenses incurred prior to the date of termination in accordance with Section 3. 6. INSURANCE (A) CONSULTANT shall maintain in effect at its own expense, employer's liability insurance, one million dollars ($1,000,000) aggregate of comprehensive general liability insurance (bodily injury and property damage), and five -hundred thousand dollars ($500,000) aggregate of comprehensive automobile liability insurance (bodily injury and property damage) with respect to CONSULTANT employees and vehicles assigned to the prosecution of work under this Agreement. CONSULTANT shall also maintain statutory worker's compensation insurance. (B) CONSULTANT shall obtain and thereafter maintain in effect, if available, such additional insurance as may be requested in writing by DISTRICT, the cost of which will be reimbursed by DISTRICT. (C) CONSULTANT shall maintain in effect at its own expense professional liability insurance in the amount of one million dollars $1,000,000 which will insure against losses suffered by DISTRICT as a result of CONSULTANT's performance of services pursuant to this Agreement. 7. LIABILITY (A) CONSULTANT shall indemnify and hold harmless DISTRICT, its directors, officers, partners, agents, and employees from and against any and all liability, claims, demands, damages, losses, and expenses, including but not limited to attorney's fees, for which 2 CONSULTANT is determined to be legally liable resulting from negligent acts, errors, or omissions by CONSULTANT, its directors, officers, agents, and employees in performance of services required by this Agreement. Liability, claims, demands, damages, losses, or expenses resulting from the negligent acts, errors or omissions, whether active or passive, by DISTRICT, its directors, officers, partners, agents, employees, or by others are excluded from CONSULTANT's obligations pursuant to this paragraph. (B) In the event that DISTRICT changes in any way or uses in another project or for other purposes any of the information or materials developed by CONSULTANT pursuant to this Agreement, CONSULTANT is released from any and all liability relating to their use and DISTRICT shall indemnify and hold harmless CONSULTANT, its directors, officers, agents, and employees from and against any and all liability, claims, demands, damages, losses, and expenses, including but not limited to attorney's fees, arising out of such changes or use. (C) Nothing in this Agreement shall be construed to create a duty to, any standard of care with reference to, or any liability to any person not a Party to this Agreement. 8. SUCCESSORS IN INTEREST No Party shall assign, transfer, or otherwise dispose of this Agreement in whole or in part to any individual, firm, or corporation without the prior written consent of the other Party. Subject to the provisions of the preceding sentence, this Agreement shall be binding on, and inure to the benefit of, each Party's successors in interest, including their heirs, legatees, assignees, and legal representatives. 9. WAIVER Any waiver at any time by either Party of its rights with respect to a default under this Agreement, or with respect to any other matters arising in connection with this Agreement, shall not be deemed a waiver with respect to any subsequent default or other matter. 10. SEVERAL OBLIGATIONS Except where specifically stated in this Agreement to be otherwise, the duties, obligations, and liabilities of the Parties are intended to be several and not joint or collective. Nothing contained in this Agreement shall be construed to create an association, partnership, or joint venture or impose a trust or partnership duty, obligation, or liability on or with regard to either Party. Each Party shall be individually and severally liable for its own obligations under this Agreement. 11. AMENDMENT All changes or modifications to this Agreement shall be in writing and signed by both Parties. 1C3 12. GOVERNING LAW This Agreement shall be construed and interpreted according to, and the rights of the Parties shall be governed by, the laws of the State of California. Venue shall be in Nevada County. 13. ALTERNATIVE DISPUTE RESOLUTION In the event of disagreement or dispute between the Parties arising out of or connected with this Agreement which cannot be adjusted by and between the Parties, the disputed matter shall be resolved as follows: A. DISTRICT and CONSULTANT agree to mediate any dispute or claim arising between them out of this Agreement or any resulting transaction before resorting to arbitration or court action. Mediation fees, if any, shall be divided equally between DISTRICT and CONSULTANT. If either Party commences an arbitration or court action (including any cross -complaint, counterclaim or third -party claim) against the other based on a dispute or claim to which this paragraph applies without first attempting to resolve the matter through mediation, the Party commencing the arbitration or court action shall not be entitled to recover attorneys' fees, even if they would otherwise be available in any such arbitration or court action. B. DISTRICT and CONSULTANT agree that any dispute or claim in law or equity arising between them out of this Agreement or any resulting transaction which is not settled through mediation shall be decided by neutral, binding arbitration and not by court action. The arbitration shall be conducted by a retired judge or justice, unless the Parties mutually agree to a different arbitrator, who shall render an award in accordance with substantive California law. In all other respects, the arbitration shall be conducted in accordance with applicable California law and the rules and standards of the American Arbitration Association. Judgment upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction. 14. ATTORNEY'S FEES If either Party becomes involved in litigation arising out of this Agreement or the performance thereof, the prevailing Party shall be entitled to reasonable attorney's fees, costs and expenses, in addition to any other relief to which that Party may be entitled. This provision shall be construed as applicable to the entire Agreement. 15. ENTIRE AGREEMENT This Agreement constitutes the complete and final expression of the agreement of the Parties and is intended as a complete and exclusive statement of the terms of their agreements and supersedes all prior and contemporaneous offers, promises, representations, negotiations, discussions, communications, and agreements which may have been made in connection with the subject matter hereof. 4 16. SEVERABILITY If any provision of this Agreement is found or deemed by a court of competent jurisdiction to be invalid or unenforceable, it shall be considered severable from the remainder of this Agreement and shall not cause the remainder to be invalid or unenforceable. In such event, the Parties shall reform this Agreement to replace such stricken provision with a valid and enforceable provision which comes as close as possible to expressing the intention of the stricken provision. 17. NOTICES (A) Any notice, demand, information, invoice, report, or item otherwise required, authorized, or provided for in this Agreement, unless otherwise specified herein, shall be deemed properly given if delivered in person or sent by United States Mail, First Class postage prepaid: To CONSULTANT: Andria Gutierrez, Chief Strategist IDEAL WILD P.O. Box 7131 Tahoe City, CA 96145 To DISTRICT: General Manager Truckee Donner Public Utility District 11570 Donner Pass Road Truckee, CA 96161 (B) All notices shall be deemed effective upon receipt by the party to whom such notice is given. 18. TIME OF ESSENCE Time is of the essence in this Agreement. 19. SIGNATURE CLAUSE The signatories hereto represent that they are authorized to enter into this Agreement on behalf of the party for whom they sign. TRUCKEE DONNER IDEAL WILD PUBLIC UTILITY DISTRICT By: By: Remleh Scherzinger, MBA, CSDM, P.E. Andria Gutierrez Its: General Manager Its: Chief Strategist Date: Date: TRUCKEE DONNER PUBLIC UTILITY DISTRICT MASTER SERVICES AGREEMENT TASK No. 1 TASK TITLE: Strategic Planning Campaign Strategy and Implementation This TASK agreement is being entered into by the parties hereto pursuant to the provisions of the Master Services Agreement between the Truckee Donner Public Utility District ("DISTRICT") and Ideal Wild ("CONSULTANT") dated October 8, 2020, and all terms and definitions contained in the Master Services Agreement shall apply to this TASK. I. Description of Work A. CONSULTANT agrees to provide Strategic Planning Campaign Strategy and Implementation. B. Qualification of Personnel: The personnel supplied by CONSULTANT to fulfill its obligations under this Agreement shall include a Primary Strategist, Social Marketing Manager, Account Manager, Project Manager, Media Buyer, Copywriter, Graphic Designer, Intern, and Photographer/Videographer. C. CONSULTANT to DISTRICT: It is understood that the services to be provided under this Agreement are for the benefit of the DISTRICT and its staff, and that the CONSULTANT'S responsibility will be to the DISTRICT. It is further agreed that in all matters pertaining to the DISTRICT'S development or redevelopment projects, the CONSULTANT shall act as consultant to only the DISTRICT and shall not act as consultant to any other individual or entity affected by development or redevelopment in the DISTRICT in any manner that would conflict with CONSULTANT'S responsibilities to the DISTRICT during the term of this Agreement. D. CONSULTANT shall adhere to accepted professional standards as set forth by the relevant professional associations and shall perform all services required under this Agreement in a manner consistent with generally accepted professional procedures. CONSULTANT shall strive for maximum accuracy in the results obtained for its services, and the data provided shall be as accurate and up-to-date as is reasonably possible. E. CONSULTANT shall be obligated to devote as much of its attention, skill, and effort as may be reasonably required to perform the services described herein in a professional and timely manner. II. Scope of Work In consideration for payment of fees under Section III of this TASK, CONSULTANT shall provide, or cause to be provided, the following services: A. Digital engagement campaign for the District's strategic planning effort Time for performance of all services under this Task of this Agreement shall be from October 8, 2020 to April 30, 2021. Fees and Method of Pavment The DISTRICT agrees to pay to CONSULTANT a sum not to exceed Thirty Thousand Dollars ($30,000.00) as the sole compensation under this Agreement for the services to be rendered in connection with this Task. Payment shall be made in equal monthly installments over the term of this Task. Compensation above this amount may be agreed to by the Parties and evidenced in writing by a change order or some other record. A. CONSULTANT's hourly rate for such additional services as may be requested by DISTRICT shall be as set forth in Exhibit 1" attached hereto. B. DISTRICT retains the right to require proof of services performed or costs incurred prior to any payment under this Agreement. C. The DISTRICT retains the right to require the submittal by the CONSULTANT of all background research materials generated by the CONSULTANT in providing the services set forth herein. D. The term "costs" as used in this section includes, but is not limited to, the following items and is the sole responsibility of the CONSULTANT: travel, printing, clerical, mailing, etc. IV. Personnel A. CONSULTANT agrees that it will employ, at its own expense, all personnel, including any subcontractors, reasonably necessary in its discretion to perform the services required by this Agreement, and in no event shall such personnel be the employees of DISTRICT. All of the services required hereunder shall be performed by the CONSULTANT or subcontractors, subject to provisions of Sub -paragraph (B) below. B. In addition to personnel employed directly by CONSULTANT, CONSULTANT may engage such subcontractors as it may deem necessary to the performance of its services hereunder with the prior written approval of DISTRICT. Any such subcontractors shall be paid by the CONSULTANT from the funds payable to CONSULTANT pursuant to this Agreement, and in no event shall DISTRICT be responsible for the payment of such subcontractors. V. Abandonment of Project If the DISTRICT finds it necessary to abandon or suspend the PROJECT, the CONSULTANT shall be compensated for all work completed under Article II according to the schedule for payments designated under Article III. Work items not completed, but upon which work has been performed, shall be paid for on the basis of time and expenses incurred in accordance with the attached consultant fee schedule (Exhibit "1"). VI. Ownership of Documents CONSULTANT agrees to return to the DISTRICT, upon termination of this Agreement, all documents, drawings, photographs, and other written or graphic material, however produced, received from DISTRICT and used by CONSULTANT in the performance of its services hereunder. All work papers, drawings, reports, internal memoranda, graphics, photographs, and any written or graphic material, however produced, prepared by CONSULTANT in connection with its performance of services hereunder shall be, and shall remain after 2 termination of this Agreement, the property of the DISTRICT and may be used by the DISTRICT for any purpose whatsoever. VII. Warranties CONSULTANT warrants that its services are performed, with the usual thoroughness and competence of the consulting profession, in accordance with the standard for professional services at the time those services are rendered. In witness whereof, the parties have executed this TASK the day and year first written above. TRUCKEE DONNER PUBLIC UTILITY DISTRICT Name: Remleh Scherzinger, MBA, CSDM, P.E. Title: General Manager Signature: IDEAL WILD Name: Andria Gutierrez Title: Chief Strategist Signature: Date: Date: 3 EXHIBIT "1" FEES FOR SERVICES Billing Rapes Per Hour Primary Strategist $00 Social Marketing Manager $125 Account Manager $1 5 Project Manager $1 5 Media Buyer $12 Copywriter $130 Graphic Designer $130 Intern $50.00 Photographer/Videographer $ ,5001da rate El