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Vil Lg eP rofile.com® <br />Community Maps & Books, From Traditional to Digital" <br />Mailing Address: 33 N. Geneva Street, Elgin, Illinois 60120 Phone: (800) 600 -0134 Fax: (847) 468 -6802 <br />Internet Address: www.villageprofile.com <br />COMMUNITY MAP PUBLISHING PROGRAM AUTHORIZATION AGREEMENT <br />This Authorization Agreement ( "Agreement ") is entered into this Day of , 2012 effective date between VILLAGE PROFILE. COM, INC., <br />a corporation of the State of Illinois, with its place of business at 33 N. Geneva, Elgin, Illinois, 60120 ( "PUBLISHER ") and THE CITY OF RAMSEY, STATE OF <br />MINNESOTA ( "CITY" 1,, <br />RECITALS <br />WHEREAS, the CITY is desirous of obtaining a professionally produced, turn -key Map (PUBLICATION), and WHEREAS, PUBLISHER is in the business of pro- <br />ducing such professional, turn -key publications for CITYS and other local community development groups, NOW, THEREFORE, in consideration of the foregoing <br />recitals and the covenants and conditions set forth in this Agreement, the parties agree as follows: <br />1. LICENSE. CITY, as LICENSOR, hereby grants to PUBLISHER, as LICENSEE, a license to use the name of LICENSOR in connection with the sale <br />of advertising, preparation, and printing of the PUBLICATION as set forth herein in consideration of the royalties set forth herein. The PUBLISHER as LICENSEE <br />shall own the legal copyright of the PUBLICATION and shall have final control over the editorial content, format and design of the PUBLICATION, subject to the <br />limitations in Paragraph 4 herein. The PUBLISHERS copyrights and pending patent provides protection rights which will be enforced in the event any component of <br />the Convergence Publishing Program® is replicated in print, or digitally online, or in mobile form without the express written consent of the PUBLISHER. <br />2. FORMAT. The PUBLISHER agrees to produce a street map PUBLICATION with the following specifications: The PUBLICATION shall contain <br />general information and editorial content as directed by the CITY and outlined below: 1. Feature side of Map: Community Profile and photographs to appear as space <br />allows. 2. Cover side of Map: Four color guaranteed. A detailed street map of the City shall appear detailing municipal boundaries, all primary, secondary, neighbor- <br />hood roads and municipal landmarks. The PUBLICATION shall be printed on 70ff enamel text paper stock in full color. <br />3. QUANTITY TO BE PRINTED. The PUBLISHER shall furnish the CITY, at no charge 5,000 copies of the Small Format Map, plus advertisers <br />copies. Advertisers shall receive one copy of the PUBLICATION for every ($20) twenty dollars in ad revenue. The PUBLISHER shall deliver CITY and advertiser <br />copies to CITY for distribution. <br />A. LOCAL PRINT POLICY: CITY printing firms shall be given the opportunity to bid on the printing of the publication, subject to meeting PUBLISH - <br />ER's quality standards and their bids must be less than PUBLISHER's current verifiable print cost including shipping to the CITY. <br />4. QUALITY CONTROL. The CITY shall have complete quality control over the contents of the PUBLICATION. The PUBLISHER shall submit to the <br />CITY a complete proof prior to printing the PUBLICATION. The CITY shall be responsible for securing map data from city or county engineers, as well as editorial <br />and photographic data as specified by PUBLISHER. In addition, CITY shall be responsible for reviewing and approving the Publication in a time table determined by <br />PUBLISHER. The PUBLISHER reserves the right to assume full authority in procuring PUBLICATION data through its sources, in the event PUBLICATION data is <br />not received from the CITY within ten (10) business days of data procurement receipt deadlines, to be established at beginning of start of sales. <br />5. RESPONSIBILITY FOR CREATION AND PRODUCTION. The PUBLISHER shall be completely responsible for advertising sales, cartography, <br />creative design, layout, typesetting, makeup and printing of the PUBLICATION. It is further agreed that the PUBLISHERS graphic designer shall consult with the <br />CITY in creating the cover graphics to CITY specifications. <br />A. Mailings & Promotion: The CITY hereby expressly grants the PUBLISHER its permission to solicit advertising space in the PUBLICATION from all <br />businesses in the community area. At the beginning, mid point and final notice of the advertising sales campaign, the CITY agrees to circulate an introduction letter, <br />via email blast, fax blast and conventional mail to its businesses announcing the PUBLICATION. The PUBLISHER shall prepare the initial announcement and mid- <br />point and final announcement and the CITY may edit the letter prior to generating it via email blast, fax blast and conventional mail, The CITY shall provide the <br />PUBLISHER, at no cost, with letterhead, envelopes, and labels necessary for the conventional mailing, The PUBLISHER shall pay the cost of postage for the mailing, <br />and do the mailing from the PUBLISHERS office in Elgin, Illinois, The CITY agrees to encourage advertising support in its community and to publicize the intent, <br />scope and distribution plan for the PUBLICATION through its normal channels of communication, that is newsletters, newspapers, local media, etc. The PUBLISHER <br />shall provide a PUBLICATION announcement press release to the CITY to forward to all local media outlets. <br />B. Advertising Sales, Billing and Collection Responsibility: The PUBLISHER shall be solely responsible for the sale of advertising in the PUBLICA- <br />TION. The CITY agrees to provide PUBLISHERS advertising sales representative with work space in the CITY's office and a telephone for calls to prospective <br />ad vertisers. In addition, the CITY agrees to accept and record incoming messages for PUBLISHERS salesperson, to facilitate the efficiency of the sales campaign. It <br />is expressly understood by and between the parties that the CITY is in no way responsible for the billing or collection of any PUBLICATION advertising. All finan- <br />cial matters between advertisers and the PUBLISHER shall be handled between the PUBLISHER and the individual advertisers. <br />C. Delivery of Publication: All critical dates shall be reflected in the production schedule. The production schedule shall be provided to the CITY upon <br />the start of the project. Delays in receiving materials from the CITY shall result in a later delivery date, based on the number of week(s) that materials are delayed <br />arriving in our offices. In the event approvals are not received within (30) thirty days of delivery of document proofs, the PUBLISHER reserves the right to publish the <br />PUBLICATION as originally presented in proof form. Production of the PUBLICATION requires a minimum of 120 days from the conclusion of sales to delivery of <br />the PUBLICATION. A revised production schedule will be provided in the event sales extend beyond the dates originally scheduled. <br />6. EXPENSES OF CITY. It is expressly understood that the CITY is not to be billed for any expense not enumerated in this Agreement except as to what <br />it may specifically agree to in writing. <br />