HomeMy WebLinkAboutR-24-62VILLAGE OF DEERFIELD
RESOLUTION NO. 2024- R-24-62
A RESOLUTION AUTHORIZING A CONTRACT WITH JASCULCA TERMAN
STRATEGIC COMMUNICATIONS FOR CRISIS COMMUNICATIONS PLAN
WHEREAS, the Village of Deerfield ("Village') is a home rule municipality in
accordance with Article VII, Section 6 of the Constitution of the State of Illinois of 1970; and
WHEREAS, the Village desires to retain a qualified firm to provide a Crisis
Communications Plan("Services'); and
WHEREAS, the Village issued a request for qualifications for qualified firms to
complete the Services; and
WHEREAS, the Village has determined that the proposal submitted by Jasculca
Terman Strategic Communications, of Chicago, Illinois ("Consultant'), is the most
appropriate for the provision of the Services; and
WHEREAS, the Village and Consultant desire to enter into an agreement for the
provision of the Services by Consultant ("Agreement'); and
WHEREAS, the Mayor and Board of Trustees have determined that entering into the
Agreement with Consultant will serve and be in the best interest of the Village and its
residents;
NOW, THEREFORE, BE IT RESOLVED BY THE VILLAGE BOARD OF
DEERFIELD, LAKE AND COOK COUNTIES, ILLINOIS, as follows:
SECTION 1: RECITALS. The Village Board hereby adopts the foregoing recitals as
its findings, as if fully set forth herein.
SECTION 2: APPROVAL OF AGREEMENT. The Agreement by and between the
Village and Consultant is hereby approved in substantially the form attached to this
Resolution as Exhibit A, and in a final form and substance acceptable to the Village Manager
and the Village Attorney.
SECTION 3: AUTHORIZATION TO EXECUTE AGREEMENT. The Mayor and
the Village Clerk are hereby authorized and directed to execute and attest, on behalf of the
Village, the final Agreement upon receipt by the Village Clerk of at least one original copy of
the final Agreement executed by Consultant; provided, however, that if the executed copy of
the final Agreement is not received by the Village Clerk within 60 days after the effective
date of this Resolution, then this authority to execute and attest will, at the option of the
Mayor and Board of Trustees, be null and void.
SECTION 4: EFFECTIVE DATE. This Resolution shall be in full force and effect
from and after its passage and approval according to law.
100120920.11
AYES: Benton, Berg, Goldstone, Jacoby, Oppenheim
NAYS: None
ABSTAIN: None
ABSENT: Metts-Childers
PASSED: September 16, 2024
APPROVED: September 16, 2024
RESOLUTION NO: R-24-62
Daniel C. Shapiro, Mayor
ATTEST:
Kent S. , reet, Village C1 rk
100120920.11
EXHIBIT A
Agreement
(00120920.1)
JASCULCA TERMAN
<ra er ar.ir rnmuu mirennnic
September 12, 2024
David Fitzgerald
Communications Coordinator
Village of Deerfield
850 Waukegan Road
Deerfield, IL 60015
Dear David:
We are pleased to be working on behalf of the Village of Deerfield. The following represents the terms of
our standard working agreement.
SCOPE OF WORK
Jasculca Terman Strategic Communications (JT) shall develop a crisis communications plan.
As per our proposal of July 31, 2024, the crisis communications plan will include the following
components:
• Crisis Communications Best Practices
• Key Messages
• Crisis Communications Team Identification
• Key Audiences and Recommended Communications Protocols
• Media Protocols
• Digital and Social Media Protocols
• Spokesperson Identification
• Up to Three Customized Scenarios and Template Materials (selected in partnership with Village
leaders)
PROFESSIONAL FEES
To perform the scope of work described herein, we will charge a firm fixed price of $30,000, to be
invoiced in two equal installments at the beginning of the project and upon competition.
The above professional fee is based on the scope of work outlined in this letter of agreement and on the
assumption that this project will begin October 1, 2024 and conclude no later than December 31, 2024.
Should the scope of work change dramatically and/or our work extend beyond this date, JT will work
with the Village of Deerfield to revise our scope of work and professional fees accordingly.
EXPENSES
Authorized expenses are in addition to our professional fees and are billed monthly.
Authorized expenses include expenditures for outside vendor services and out-of-pocket costs. Outside
vendor services include such items as large print jobs, photography, equipment rental, catering, the cost to
purchase digital ads, etc. We assess a 15 percent handling charge on these outside vendor expenses billed
through our office. We can arrange for the Village of Deerfield to avoid these handling charges by having
vendors bill you directly or pre -pay for such expenses. We do not anticipate any such expenses with this
project.
Additional out-of-pocket expenses include meals, mileage, parking, travel, overnight mail and messenger
services, newswire distribution, purchase of broadcast media clips, web domain name search and
purchase, etc. and do not incur handling charges.
We assess a standard monthly services and technology fee based on 5 percent of your professional fees.
This fee includes video conferencing, online research, traditional and social media monitoring and
reporting services (excluding the purchase of individual clips), social media management services, design
software, project and database software, project -specific email addresses and mass email delivery, and
photocopy and color printing.
PAYMENT
Clients have the option to pay via check, credit card or automatic clearing house (ACH)/electronic wire
transfer of funds.
Payment of all invoices is due within 30 days of receipt.
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INDEMNIFICATION
The Village of Deerfield agrees to indemnify and hold JT harmless for, from, and against any and all
actions, suits, claims, damages, judgments, costs and expenses (including reasonable attorneys' fees) and
the like arising out of, or in any way relating to (a) action or inaction by JT taken or not taken while
working on behalf of Village of Deerfield, except for gross negligence or willful misconduct or, (b)
information, data, representations and reports (whether oral or written) furnished and/or approved by the
Village of Deerfield or its authorized representative(s) for use and/or release by JT. Notwithstanding
anything contained herein to the contrary Village of Deerfield agrees to pay JT at the rates set forth in this
letter of agreement and/or reimburse JT for expenses (including reasonable attorneys' fees) incurred, as
the case may be, in the event JT or any of its personnel shall be required to participate in any litigation,
proceedings or the like involving Village of Deerfield (i.e. response to or appearance in connection with a
document or deposition subpoena.)
The above indemnification shall not cover actions that arise out of negligence or intentional wrongdoing
on the part of JT.
CONFIDENTIALITY
It is understood and agreed that certain information and knowledge divulged to JT by the Village of
Deerfield shall be regarded by JT as confidential. JT will keep all such information as confidential and
refrain from using, publishing, or revealing such confidential information without the express permission
of the Village of Deerfield.
TERMINATION
This agreement may be terminated by either party with written notice provided no less than 45 days in
advance of the termination date.
Jasculca Terman Strategic Communications is an equal opportunity employer. All employment
decisions, with respect to all aspects of our operations, are made without regard to race, color, religion,
gender (including pregnancy status), age, national origin, physical or mental disability, or any other
characteristics protected by applicable federal or state law.
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If this agreement is acceptable to you, please sign a copy of this letter and return it to me. If you have any
questions, don't hesitate to give me a call.
Sincerely,
James L. Terman
President
Jasculca Terman Strategic Communications
ACCEPTED:
Village of Deerfield
Date:
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