Official Statement of Work for Montana State University Billings
GeoFli LLC is pleased to present this Statement of Work (“SOW”) to develop a marketing plan and brand guidelines to Montana State University Billings (“Client”).
Scope and Deliverables
As part of this Statement of Work, GeoFli will work with Client to define and prioritize project
deliverables and timelines on a weekly and monthly basis. Projects may fluctuate in complexity as deliverables are determined jointly between Client and GeoFli. Unless otherwise noted, source graphics will be supplied by Client. Campaign management of the efforts below will be main focus for GeoFli.
Specifically, Client would like to focus efforts on the following areas first:
1. Develop a marketing plan for communicating and reaching qualified prospective students, communicating with community stakeholders, alumni, faculty, staff and current students.
a. GeoFli will put this in a finished document and work with Sarah weekly on progress, feedback, and draft review.
2. Create a simple brand-playbook for internal use with stakeholders, faculty and staff.
a. GeoFli will deliver a simple brand-playbook with photo-guide, a quick marketing-focused how-to when writing and producing marketing materials and a reference guide for other campus specific marketing quesitons.
3. Define the MSUB value proposition based on data and community responses.
a. GeoFli will expand upon the existing photo-guide, brand questionnaire and landing page content to create a succinct value proposition and brand promise for MSUB.
GeoFli will deliver these online marketing and content management services a package rate.
GeoFli will work with Client on a two-month contract to complete deliverables. Recognizing this is a short time-frame, we believe we can work to complete the deliverables in this window. The brand book and internal guide will
GeoFli can start on Wednesday, February 15.
We have made the following assumptions for this project:
- GeoFli services can be delivered remotely unless otherwise agreed upon between GeoFli and Client.
- Any additional costs associated to events, advertising, web marketing campaigns will be approved and paid for separately by Client.
- Client will provide source images for all campaigns. GeoFli will proof and ensure all content, messaging and images meet Client’s expectations prior to going live.
- GeoFli may require access to client’s Google Analytics, Facebook Advertising and other marketing focused third party applications.
- GeoFli will require the ability to add/edit dashboards in Clients’ analytics.
Business Terms and Conditions
1. Services. It is understood and agreed that the GeoFli services may include advice and recommendations, but all decisions in connection with the implementation of such advice and recommendations shall be the responsibility of and made by Client.
2. Term. Unless terminated sooner in accordance with its terms, this engagement shall terminate on the completion of GeoFli’s services hereunder.
3. Property and Information of GeoFli. To the extent that GeoFli utilizes any of its property (including, without limitation, any hardware or software of GeoFli or any proprietary or confidential information of GeoFli or any trade secrets of GeoFli) in performing services hereunder, such property shall remain the property of GeoFli and Client shall acquire no
right or interest in such property. In furtherance of the foregoing and not in limitation and notwithstanding anything to the contrary, GeoFli shall have ownership and copyright ownership of, including, without limitation, all rights to use, disclose,and otherwise employ its ideas, concepts, know-how, methods, techniques, processes, and skills, and adaptations thereof (including, without limitation, generalized features of the sequence, structure, and organization of any works of authorship) in conducting its business (including, without limitation, providing services or creating programming or materials for other clients), and Client shall not assert against GeoFli or its personnel any prohibition or restraint from so doing.
4. Confidentiality of Information. All of Client’s data, documents, and information of any kind that GeoFli has access to in connection with performing the services under this engagement shall remain at all times the property of Client and shall not be disclosed to anyone other than GeoFli employees and agents with a need to know such information in connection with this engagement, and who have agreed to keep such information confidential. Such information shall be used by GeoFli only for the purpose of performing its obligations hereunder. Information that is publicly available or that is or becomes available to GeoFli from a third party without an obligation of confidentiality shall not be subject to the foregoing confidentiality requirements. This paragraph shall not preclude GeoFli from disclosing information to the extent required in connection with legal proceedings, provided that to the extent practicable GeoFli will give Client notice of any such proceeding so that Client may seek to prevent or modify the scope of any required disclosure.
5. Limitation on Warranties. THIS IS A SERVICES ENGAGEMENT. GeoFli WARRANTS THAT IT WILL PERFORM SERVICES HEREUNDER IN A PROFESSIONAL MANNER IN ACCORDANCE WITH APPLICABLE SCOPE OF SERVICES. GeoFli DISCLAIMS ALL OTHER WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
6. Limitation on Damages. Client agrees that GeoFli, its partners, principals, and employees, in the absence of gross negligence or willful misconduct, shall not be liable to Client for any actions, damages, claims, liabilities, costs, expenses, or losses in any way arising out of or relating to the services performed hereunder for an aggregate amount in excess of the fees paid by Client to GeoFli under this engagement. In no event shall GeoFli, its officers, partners, principals, or employees be liable for consequential, special, indirect, incidental, punitive or exemplary damages, costs, expenses, or losses (including, without limitation, lost profits and opportunity costs). In furtherance and not in limitation of the foregoing, GeoFli will not be liable and will not provide indemnification for actions taken hereunder at the specific direction of the Client. The provisions of this Paragraph shall apply regardless of the form of action, damage, claim, liability, cost, expense, or loss, whether in contract, statute, tort (including, without limitation, negligence), or otherwise.
8. Non-Exclusivity. GeoFli does not agree to any terms which may be construed as precluding or limiting in any way the right of GeoFli to provide consulting, or other services of any kind or nature whatsoever to any person or entity as GeoFli in its sole discretion deems appropriate.
9. Independent Contractor. It is understood and agreed that each of the parties hereto is an independent contractor and that neither party is, nor shall be considered to be, an agent, distributor or representative of the other. Neither party shall act or represent itself, directly or by implication, as an agent of the other or in any manner assume or create any obligation on behalf of, or in the name of, the other.
10. Assignment. Except as provided below, neither party may assign, transfer or delegate any of the rights or obligations hereunder without the prior written consent of the other party. GeoFli may assign its rights and obligations hereunder to any affiliate that is a successor in interest to all or substantially all of the assets or business of GeoFli practice, without the consent of Client.
11. Entire Agreement. These terms, and the Proposal or Engagement Letter to which these terms are appended, including Exhibits, constitutes the entire agreement between GeoFli and Client with respect to the subject matter hereof and supersedes all other oral and written representations, understandings or agreements relating to the subject matter hereof.
12. Applicable Law. This Agreement is made in and is to be governed by and construed under the laws of the State of Montana.