HomeMy WebLinkAboutAgreements/Contracts - RenewGRANT COUNTY
COMMISSIONERS AGENDA MEETING REQUEST FORM
(Must be submitted to the Clerk of the Board by 12:00pm on Thursday)
REQUESTING DEPARTMENT: Renew
REQUEST SUBMITTED BY: Linze Greenwalt
CONTACT PERSON ATTENDING ROUNDTABLE: Dell Anderson
CONFIDENTIAL INFORMATION: ❑YES ®NO
DATE: 4.23.26
PHONE: x5470
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®Agreement / Contract
❑AP Vouchers
❑Appointment / Reappointment
❑ARPA Related
❑ Bids / RFPs / Quotes Award
❑ Bid Opening Scheduled
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El Computer Related
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El Emergency Purchase
El Employee Rel.
❑ Facilities Related
❑ Financial
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Contract between Propaganda Creative LLC and Moses Lake Community
Coalition (Renew is fiscal agent) for the Positive Community Norms Campaign.
Total cost $29,200. Requesting approval for Dell to electronically sign.
If necessary, was this document reviewed by accounting? ❑ YES ❑ NO Fm-1 N/A
If necessary, was this document reviewed by legal? 0 YES ❑ NO ❑ N/A
DATE OF ACTION: -�-
d
APPROVE: DENIED ABSTAIN
D1:
D2:
D3: A�
DEFERRED OR CONTINUED TO:
WITHDRAWN:
4/23/24
POSITIVE COMMUNITY NORMS CAMPAIGN
SUBMITTED TO:
Moses Lake Community Coalition
840 E Plum Moses Lake, WA
micommunitycoalition.com
Attn:
Dell Anderson I Executive Director
Communications Specialist
Email: daanderson@grantcountywa.gov
Submitted by:
Propaganda Creative LLC
123 S. Wall St, Suite 300
Spokane, WA 99201
Caitlin Pinter
Director of Marketing & Sales
(509) 413-7672
caitlin@propagandacreative.com
APRIL 8,2026
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The Positive Community Norms Campaign is an opportunity to highlight the authentic strengths of the Moses Lake
community while correcting common misperceptions about youth substance use. Research and local data consistently
show that most youth are making healthy choices, yet public perception often suggests otherwise. This campaign will
help close that perception gap while reinforcing a positive and hopeful narrative about the community.
The campaign must accomplish three key goals:
• Increase awareness that the majority of Moses Lake youth are not engaging in substance use
• Reinforce community pride, belonging, and shared responsibility for youth well being
• Present information in a positive, strength based format that reflects real community experiences
Our approach is to develop a scalable campaign system rather than a collection of isolated materials. We will create a
cohesive visual identity and messaging framework that works across social media, short form video, and print
materials while remaining adaptable as the campaign evolves. Content will translate data driven insights into clear,
relatable messaging that resonates with both youth and the broader community.
Clarity and authenticity guide every decision. Positive norms communication should feel affirming and empowering
rather than corrective. Visual elements should reflect the character and strengths of the Moses Lake community, while
messaging highlights the reality that most youth are making healthy choices and contributing positively to the
community.
The result will be a cohesive campaign identity that strengthens community pride, reinforces accurate perceptions
about youth behavior, and provides a flexible foundation for continued engagement around youth well being.
propaganda. I Moses Lake Community Coalition I Page 2
The Moses Lake Community Coalition's Positive Community Norms Campaign requires a partner who can translate
research, data, and community voice into clear and engaging communication. The work spans community engagement,
youth focused messaging, digital platforms, and materials that must resonate across diverse audiences. Success
depends on building a campaign system that reinforces positive norms while remaining adaptable over time.
Propaganda Creative is a strategy led brand, design, and advertising agency based in Spokane, Washington. We
specialize in helping community facing organizations translate complex information and public health initiatives into
clear, accessible, and impactful campaigns.
Our team integrates brand strategists, designers, content creators, and digital specialists who collaborate from
discovery through implementation. Clients work directly with senior team members throughout each engagement,
ensuring continuity, accountability, and disciplined execution.
We approach campaigns as systems rather than one time assets. Every element must scale across platforms, remain
easy for internal teams to use, and maintain consistency over time. This approach is particularly important for public
sector initiatives where clarity, accessibility, and credibility are essential.
For the Positive Community Norms Campaign, our role is to build:
• A cohesive campaign identity that reflects the strengths and character of the Moses Lake community
• Clear visual and messaging standards that support both digital and print outreach
• Engaging social and short form content that communicates data in relatable ways
• Practical assets the coalition can deploy confidently across platforms
As an Eastern Washington agency, we understand the communities and cultural dynamics that shape messaging in this
region. Our work translates research and technical subject matter into communication that feels authentic, credible,
and empowering for the communities it serves.
Propaganda Creative brings the strategic structure, regional insight, and operational discipline necessary to build a
campaign foundation that will support the coalition's goals well beyond launch.
propaganda. I Moses Lake Community Coalition I Page 3
We are a team of strategists, designers, content creators, and digital specialists built to support complex initiatives and
community focused campaigns. Our structure allows us to bring together strategy, creative development, and
implementation under one team while maintaining close, responsive client relationships.
This integrated approach allows us to translate research, data, and community insight into clear, actionable
communication that works across platforms and audiences. We partner closely with clients throughout each project to
ensure solutions are practical, adaptable, and built to support long term success.
JASON CLERGET
Principal & Founder
Executive oversight and strategic
guidance.
JOEY B
Senior Graphic
Designer
EMILY C
Lead Web
Developer
SHANE S
Art Director
ERIN D
Full -Stack
Developer
KYLE HURLEY
Principal, Managing Partner
Executive oversight and strategic
guidance.
CARSTEN B
Digital Marketing
Director
ALDEN W
Web Developer
CAITLIN PINTER
Partner, Director of Sales
Primary contact. Project and
workflow management.
ANNABELLE F
Digital Media
Designer
AIDAN 0
UI/UX Designer
PHILLIP C
Videographer &
Photographer
RHONDA A
Copywriter
propaganda. I Moses Lake Community Coalition I Page 4
SCOPE OF SERVICES
The Moses Lake Community Coalition is launching a Positive Community Norms Campaign to reinforce accurate
perceptions about youth behavior, highlight the strengths of the Moses Lake community, and promote a shared
commitment to youth well-being.
Propaganda Creative will collaborate closely with MLCC staff to develop campaign messaging, visual identity, and
outreach materials that communicate positive community norms in a clear, engaging, and accessible way.
All campaign assets will be developed in English first. Upon approval, the Client will provide Spanish translations, which
Propaganda Creative will integrate to produce Spanish versions of applicable materials.
Short -form video assets will be produced in English only.
CAMPAIGN STRATEGY, MESSAGING, AND VISUAL IDENTITY
Propaganda Creative will begin by establishing a messaging and visual framework aligned with Positive Community
Norms principles and community engagement insights.
This phase will define how the campaign communicates the core message that most Moses Lake youth are making
healthy choices while reinforcing a positive and hopeful community narrative.
• Campaign messaging framework
• Key positioning statements aligned with Positive Community Norms
• Clear, accessible language translating campaign data and insights
• Campaign visual identity direction including typography and color palette
• Design standards for digital and print assets
Campaign Messaging Framework
To ensure consistency and long-term usability, the campaign identity will include a practical toolkit supporting ongoing
campaign deployment.
• Logo / Wordmark and Graphic Elements
• A campaign mark that reinforces the Positive Community Norms message and integrates with coalition materials.
• Typography
• Primary and secondary typefaces selected for clarity, readability, and accessibility across digital and print
platforms.
• Color Palette
• A cohesive color system designed to reinforce positive community messaging while maintaining accessibility
standards.
• Voice & Messaging Framework
• Core messaging pillars
• Key campaign positioning statements
• Clear, action -oriented language
• Alignment with strength -based communication
All identity materials will be developed in English first. Spanish adaptations will be created after Client -provided
translation.
propaganda. I Moses Lake Community Coalition I Page 5
SCOPE OF SERVICES CONT'D
DIGITAL CAMPAIGN ASSETS
Propaganda Creative will develop a set of digital campaign materials optimized for social media platforms such as
Facebook and Instagram. These assets will communicate Positive Community Norms messaging through engaging
visuals and concise storytelling that highlights the strengths of Moses Lake youth and community life.
Static Social Media Posts (English I Spanish)
Propaganda Creative will design eight (8) static social media graphics and two (2) carousel advertisements that
communicate Positive Community Norms messaging and highlight key data points related to youth behavior and
community strengths.
Graphics will follow the approved campaign visual identity to ensure consistency across platforms.
Initial designs will be developed in English. Upon approval, the Client will provide Spanish translations for Propaganda
Creative to integrate into Spanish versions.
Delivery Formats
• Final assets will be delivered in the following social -ready formats: 4:5, 1:1, 9:16
• Revisions: Two (2) rounds of revisions are included for this asset group.
Motion Graphic Socials (English I Spanish)
Propaganda Creative will create six (6) motion graphic videos ranging from :15—:30 seconds each to communicate
campaign messaging through engaging animated visuals.
Motion graphics will incorporate the approved campaign visual identity, typography, and color palette.
English versions will be developed first. Upon approval, the Client will provide Spanish translations for Propaganda
Creative to integrate into Spanish versions.
Delivery Formats
• Final assets will be delivered in: 4:5, 1:11 9:16
• Assets will be provided via a shared folder or uploaded to the Client's Canva account.
• Revisions: One (1) round of revisions included.
Short -Form Video Production (English only)
Propaganda Creative will produce short -form video content designed to translate Positive Community Norms
messaging into engaging visual storytelling.
Production
• One (1) on -location production day in Moses Lake
• Travel time to and from Moses Lake included
• Drone footage and local community b-roll capture
• Optional interview footage with community members or coalition representatives if coordinated by MLCC
Post Production
• Editing and production of five (5) :30 second videos
• Basic color correction and audio balancing
• Integration of campaign messaging and graphic overlays where appropriate
Delivery Formats
• Each video will be delivered in three (3) social -ready formats: 4:5, 1:1, 9:16
• Revisions: One (1) round of revisions is included for each video.
propaganda. I Moses Lake Community Coalition I Page 6
PRINT CAMPAIGN MATERIALS
Propaganda Creative will design print materials that extend the Positive Community Norms campaign into community
spaces such as schools, community centers, and partner organizations. All materials will align with the campaign visual
identity and messaging framework.
Poster Design (English I Spanish)
Propaganda Creative will design two (2) poster concepts supporting campaign messaging and community strengths.
• Initial designs will be developed in English. Upon approval, the Client will provide Spanish translations for
Propaganda Creative to integrate into Spanish versions.
• Final files will be delivered in print -ready and web -friendly formats.
• Revisions: One (1) round of revisions included.
Rack Card / Brochure (English I Spanish)
Propaganda Creative will design a 4" x 9" rack card (front and back) communicating campaign messaging and
community information.
• Initial designs will be developed in English. Upon approval, the Client will provide Spanish translations for
Propaganda Creative to integrate into Spanish versions.
• Final files will be delivered in print -ready and web -friendly formats.
• Revisions: One (1) round of revisions included.
Yard Signs (English I Spanish)
Propaganda Creative will design campaign yard signs (front and back) communicating key campaign messaging.
• Initial designs will be developed in English. Upon approval, the Client will provide Spanish translations for
Propaganda Creative to integrate into Spanish versions.
• Final files will be delivered in print -ready formats per vendor specifications.
• Revisions: One (1) round of revisions included.
Campaign Stickers
Propaganda Creative will design three (3) branded campaign stickers reinforcing Positive Community Norms
messaging.
• Designs will leverage the approved campaign visual identity and typography for consistency with other materials.
• Final files will be delivered in print -ready formats per vendor specifications; print production is not included.
• Revisions: One (1) round of revisions included.
propaganda. I Moses lake Community Coalition I Page 6
TIMELINE
The project will move through a structured process that supports strategic development, collaborative review, and
efficient production. This approach allows time for stakeholder input while keeping the campaign on track for a
Summer 2026 launch.
The timeline is organized into four primary phases:
• Discovery & Campaign Alignment
• Strategy, Messaging & Visual Development
• Asset Production & Review
• Final Delivery & Launch Preparation
This structure ensures clear communication, efficient creative progress, and sufficient time for coalition review and
feedback.
Timeline Overview — Positive Community Norms Campaign
Phase
Activities
Est. Duration
Discovery & Campaign
Kickoff meeting, review of campaign goals, youth data,
1 week
Alignment
community themes, and alignment with the Public
Participation Plan
Strategy, Messaging &
Development of campaign messaging framework, visual
2-3 weeks
Visual Development
identity, campaign toolkit, and initial creative direction
Digital & Print Asset '
Design of social media graphics, motion graphics, and print
2-3 weeks
Development
materials (English versions)
Video Production
One day on location in Moses Lake for community footage,
1 week
drone capture, and interviews as appropriate
Asset Review &
Coalition review and incorporation of feedback across
2-3 weeks
Refinement
digital, video, and print assets
Spanish Adaptation
Integration of client -provided Spanish translations into
1-2 weeks
approved assets
Final Asset Preparation
Finalization of campaign materials and export of files for
1 week
digital and print use
Launch Preparation
Delivery of final assets and preparation for campaign rollout
1 week
11-15 weeks from kickoff to final production
propaganda. Moses Lake Community Coalition ( Page 7
1, `121511
INVESTMENT SUMMARY
The following investment reflects the defined scope for development of the Positive Community Norms campaign
identity, messaging framework, digital assets, video production, and supporting print materials for the Moses Lake
Community Coalition.
Base Project Scope
Phase
Task/Deliverable
Est. Hours Rate Total
Campaign Strategy,
Discovery, campaign messaging framework, positioning
38 $200/hr $7,600
Messaging & Visual
statements, campaign voice guidelines, and development
Identity
of campaign visual identity including typography, color
palette, and campaign toolkit aligned with Positive
Community Norms principles
Static Social Media Posts
Design of 8 static social media posts and 2 carousel ads.
18 $200/hr $31600
(English I Spanish)
English designs developed first; Client provides Spanish
translation for adaptation. Assets delivered in 4:5, 1:1, and
9:16 formats. Includes 2 revision rounds.
Motion Graphic Socials
Creation of six (6) motion graphic videos (:15—:30). English
24 $200/hr $41800
(English I Spanish)
versions developed first; Client provides Spanish
translations for adaptation. Delivered in 4:5, 1:1, and 9:16
formats. Includes 1 revision round.
Short -Form Video
One day on -location video shoot in Moses Lake including
44 $200/hr $81800
Production
travel, drone capture, community footage, and editing of
five :30 social videos delivered in 4:5, 1:1, and 9:16
formats. Includes 1 revision round. (English only)
Poster Design (English
Design of two poster concepts with one revision round.
6 $200/hr $11200
Spanish)
English versions developed first; Client provides Spanish
translation. Final print -ready and web files delivered.
Rack Card / Brochure
Design of 4" X 9" rack card (front & back) including initial
8 $200/hr $11600
(English Spanish)
concept and one revision round. English first; Spanish
adaptation after Client translation.
Yard Signs
Design of campaign yard signs (front & back) including
4 $200/hr $800
initial concept and one revision round. English first;
Spanish adaptation after Client translation.
Campaign Stickers
Design of three branded stickers reinforcing Positive
4 $200/hr $800
Community Norms messaging including initial concepts
and one revision round. Print not included.
Totals 146 $200/hr $291200
SCOPE BOUNDARY
This investment reflects the defined deliverables outlined above. Additional campaign concepts, revisions beyond
included rounds, expanded video production days, new asset types, or deliverables not specified in this scope may be
added upon request and will be billed at our standard rate of $200 per hour with written approval prior to work
commencing.
propaganda. I Moses Lake Community Coalition ( Page 8
OPTIONAL MEDIA BUYING SUPPORT
If you would like assistance with media buying, the following optional service can be added to extend campaign
visibility and support community outreach efforts. This service aligns with the campaign visual identity and messaging
framework and can be activated if additional paid media is desired.
Item Task/Deliverable Est. Hours Rate Total
Media Buying Support Strategic media buying and placement support, including TBD
(Agency of Record) vendor coordination, rate negotiation, scheduling,
trafficking, and reconciliation. Compensation structured as
Agency of Record through a standard 15% commission
built into vendor media rates.
PROJECT COLLABORATION
Propaganda Creative will coordinate closely with MLCC staff if media buying assistance is activated to ensure
alignment with coalition priorities and community feedback. Regular check -ins will be scheduled to review media
performance, incorporate stakeholder input, and maintain project momentum.
propaganda. I Moses Lake Community Coalition I page 9
WORK SAMPLES
BENTON FRANKLIN HEALTH DISTRICT
Propaganda Creative partnered with Benton -Franklin Health District on multiple public health initiatives requiring clear
messaging, rapid iteration, and consistent multi -channel rollout. The work spanned immunization awareness,
emergency preparedness, and lead poisoning prevention, all developed with bilingual implementation in mind.
Across digital platforms, print materials, and social content, the objective was consistent: make essential health
information accessible, credible, and actionable for real people.
Work Completed:
• Campaign Development- Stay in the Loop immunization awareness campaign and full emergency preparedness
brand rollout.
• Educational Content Design - Lead poisoning prevention cookbook featuring nutrition -focused recipes and practical
household guidance designed to drive understanding and action.
• Web & Digital - Campaign landing pages and supporting digital assets focused on health education and
engagement.
• Bilingual Implementation - English and Spanish versions developed to expand accessibility and community reach.
• Community Materials - Flyers, social graphics, and print -ready assets designed for clarity and broad distribution.
• Video & Motion - Short -form storytelling and social -ready video assets to increase awareness and engagement.
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WORK SAMPLES
GRANT COUNTY HEALTH DISTRICT
Propaganda Creative partnered with Grant County Health District to develop a community -centered overdose
prevention campaign designed to reduce stigma and encourage open conversation around addiction. The initiative,
Everyone Has a Why, focused on sharing real stories to humanize addiction and reinforce the role of connection,
support, and local leadership in recovery.
The objective was clear: break silence, build understanding, and make prevention messaging credible and accessible
for the communities it served.
Work Completed:
• Campaign Identity & Strategy - Development of the messaging framework and visual system to guide long-term
overdose prevention outreach.
• Campaign Creative - Print and digital assets, including flyers and social content, designed for clarity and broad
community engagement.
• Bilingual Implementation - English and Spanish versions developed to expand accessibility and reach.
• Web & Digital Support - Digital materials and landing content to support health education and campaign
participation.
• Video & Motion - Story -driven video assets and social -ready cuts to support awareness and stigma reduction.
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propaganda. ( Moses Lake Community coalition I page 9
WORK SAMPLES
WHITMAN COUNTY PUBLIC HEALTH
Propaganda Creative has partnered with Whitman County Public Health for several years, supporting the evolution of
its brand into a more approachable, community -focused presence. Our work spans foundational brand and website
improvements as well as high -visibility public health initiatives where clarity, trust, and speed are essential.
From strategy through rollout, we have led campaigns addressing substance use prevention, STI awareness,
respiratory illness, and measles outbreak communications. Each initiative required translating complex or urgent
information into communication that was clear, credible, and actionable.
Work Completed;
• Campaign Strategy & Rollout - End -to -end development and deployment of public health campaigns across multiple
subject areas and urgency levels.
• Video & Motion - Video and animation assets designed to improve comprehension and engagement across digital
channels.
• Copywriting & Messaging - Clear, community -appropriate messaging that reinforces credibility, supports behavior
change, and enables timely response.
• Digital Strategy - Channel planning and content strategy designed to connect meaningfully with the public and
support measurable outreach.
• Website & Digital Experience - User -centered website improvements focused on accessibility, clarity, and
community needs.
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propaganda. j Moses Lake Community Coalition ( Page 9
CORRIN MCMICHAEL, DEPUTY DIRECTOR — WHITMAN COUNTY PUBLIC HEALTH
corrin.mcmichael@whitmancounty.gov
(509) 553-1792
JAN STROHBEHN, ADMINISTRATOR— COLUMBIA COUNTY PUBLIC HEALTH
jan_strohbehn@co.columbia.wa.us
(509) 382-2181 ext 395
BLAKE JOHNSON, COMMERCIAL DIRECTOR — KNIFE RIVER PRESTRESS
blake.johnson@kniferiver.com
(509) 934-0286
CHRIS GOODWIN, MPH, FOUNDATIONAL PUBLIC HEALTH SERVICES POLICY ADVISOR — WSALPHO
cgoodwin@wsac.org
564-200-3166
JEFF HAWLEY, PRESIDENT OF MARKETING — VISIT SPOKANE
jhawley@visitspokane.com
(509) 742-9373
RILEY STOCKTON, EXECUTIVE DIRECTOR — SPOKANE HOOPFEST
riley@spokanehoopfest.net
(509) 951-0605
CHARLOTTE NEMEC, CEO — CANOPY CREDIT UNION
charlotten@canopycu.com
(509) 323-1330
propaganda. I Moses Lake Community Coalition ( Page 9
MASTER SERVICES AGREEMENT
1. INTRODUCTION
1.1 Effective Date
This Consulting and Master Services Agreement ("Agreement") is effective as of Wednesday April 6, 2026 by and between
Propaganda Creative, LLC, a Washington limited liability company ("PC"), and Moses Lake Community Coalition ("Client").
1.2 Purpose
PC is a creative and communications agency providing strategic consulting, brand development, graphic design, digital and
traditional marketing, photography and video production, web design and development, and other related creative and
communication services (collectively, the "Services"). Client desires to engage PC to provide certain Services pursuant to the
terms of this Agreement.
2. ENGAGEMENT AND SCOPE OF WORK
2.1 Statements of Work
Client shall pay PC for Services as described in this Agreement and in one or more written Statements of Work ("SOWs"). Each
SOW shall specify the applicable Services and deliverables ("Works" or "Deliverables"), the associated costs and fees ("Budget"),
and the timelines for performance, delivery, and payment. Each SOW that is signed by both Parties is incorporated into this
Agreement by reference.
2.2 Service -Specific Terms and Addenda
Certain types of Services, such as blocks of hours, retainers, digital advertising, or hosting, may be governed by additional
service -specific terms or addenda (collectively, "Service Terms"). Any Service Terms that are referenced in a SOW are
incorporated into that SOW by reference and apply only to the Services described in that SOW.
If there is a conflict between this Agreement, any Service Terms, and any SOW, the order of precedence is: (a) the SOW, then (b)
the applicable Service Terms, then (c) this Agreement.
2.3 Ad Hoc Services
Client may request Services outside an existing SOW. Such Services must be requested in writing and must include a description of
the requested Services, the budget, and the requested schedule. Unless otherwise stated in the applicable written authorization or
SOW, these Services will be invoiced upon completion or at PCs discretion and are due upon receipt. Failure to pay constitutes a
material breach and may result in suspension or termination of Services.
2.4 Scope Changes
Any change to the scope, budget, schedule, or assumptions in a SOW must be approved in a written scope change (a "Scope
Change") signed or otherwise electronically accepted by both Parties. Each executed Scope Change is deemed an amendment to
the applicable SOW.
3. PERFORMANCE OF SERVICES
3.1 Method of Performance
PC shall determine the methods, details, and means of performing the Services, subject to the standards in the applicable SOW.
PC may engage subcontractors or vendors at its discretion. Both Parties remain free to perform services for other clients, provided
that such activities do not interfere with timely performance under any active SOW.
3.2 Third -Party Fees and Expenses
Unless expressly included in the applicable SOW or Service Terms, Client is responsible for third -party costs and expenses
incurred at Client's request or that are reasonably necessary to fulfill project requirements. These may include, without limitation,
software licenses, plugins, stock imagery, fonts, print production, media buys, photography or videography expenses, or other
vendor services. PC will communicate such expenses to Client for approval prior to purchase and will bill them at cost, plus up to a
twenty percent (20%) administrative fee if managed by PC. PC does not guarantee the performance, availability, or suitability of
any third -party vendor, product, or service, including those recommended by PC.
3.3 Compliance with Law
Client shall comply with all applicable laws, rules, and regulations, including the Digital Millennium Copyright Act, in connection
with its use of the Services and Deliverables. Client agrees to indemnify and hold PC harmless from any claim arising out of
unlawful use of the Services or Deliverables by Client or any third party under Client's control. Any material violation of law by
Client is a material breach of this Agreement.
propaganda. ( Moses Lake Community Coalition I Page 15
MASTER SERVICES AGREEMENT CONT.
3.4 Cooperation and Client Information
Client shall provide timely access to all information, content, personnel, and resources reasonably necessary for PC to perform the
Services ("Client Information"). PC is not liable for delays or increased costs caused by incomplete, inaccurate, or late Client
Information. Client is solely responsible for the accuracy, legality, and completeness of all Client Information provided to PC.
3.5 Client Delay
If Client fails to provide requested information, content, feedback, or approvals within four (4) business days, PC may adjust
project schedules or move the project back in queue. Such delays do not relieve Client of payment obligations under this
Agreement or any SOW.
3.6 Client Contact Information
Client shall provide PC with current contact information for its primary project contact and billing contact and shall promptly notify
PC of any changes. PC may rely on the most recent contact information provided by Client for purposes of notices, approvals, and
invoicing.
4. CONFIDENTIALITY
4.1 Definition
"Confidential Information" means all non-public, proprietary, or sensitive information disclosed by one Party to the other, whether
orally or in writing, that is designated as confidential or that a reasonable person would understand to be confidential under the
circumstances. Confidential Information includes Client Information and PC's business methods, trade secrets, and proprietary
intellectual property.
4.2 Protection of Confidential Information
Each Party shall protect the other Party's Confidential Information using at least a reasonable degree of care and shall limit
disclosure to employees, agents, and subcontractors who have a legitimate need to know and who are bound by written
confidentiality obligations no less protective than those in this Agreement.
4.3 Compelled Disclosure
If a Party is legally required to disclose any Confidential Information, that Party shall promptly notify the other Party (to the extent
legally permitted) so that the other Party may seek a protective order or other appropriate remedy. Only the minimum amount of
Confidential Information required by law shall be disclosed. Client shall bear any legal costs associated with any effort to contest
or limit such disclosure that Client requests PC to undertake.
4.4 Subcontractor Confidentiality and Assignment of Rights
Each Party shall ensure that its employees and contractors engaged in performing the Services sign appropriate agreements
regarding confidentiality and assignment of rights, including waivers of moral rights where applicable and assignment of any rights
necessary to give effect to this Agreement.
4.5 Residual Knowledge
Subject to the confidentiality obligations in this Section, nothing in this Agreement prevents PC from using its general knowledge,
skills, and experience, including ideas, concepts, and know-how, that it acquires in the course of providing Services to Client in its
work for other clients.
5. INTELLECTUAL PROPERTY AND OWNERSHIP
5.1 Ownership of Deliverables and Source Materials
(a) Client Deliverables. Upon.PC's receipt of full payment of all amounts due under the applicable SOW, Client owns the final,
exported deliverables that are identified as such in the SOW ("Deliverables") and may use them for its own lawful business
purposes.
(b) Source and Working Files. Except where specifically identified as Deliverables in the applicable SOW, PC retains all right, title,
and interest in any source, working, native, or editable files used in producing the Deliverables, including layered design files,
templates, internal libraries, code repositories, RAW photo or video files, design systems, and other non -final production assets
("PC Materials"). These materials are not included in any project fee unless expressly stated in the applicable SOW. PC may, in its
sole discretion, agree to license specific PC Materials under a separate written agreement and for a separate fee.
(c) Pre -Existing Materials. Any pre-existing works, frameworks, methodologies, or tools developed by PC or third parties before or
outside the scope of this Agreement remain the property of their respective owners. Client receives rights in such materials only as
set out in this Section.
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MASTER SERVICES AGREEMENT CONT.
5.2 License to Embedded PC Materials
To the extent any Deliverables incorporate PC Materials, PC grants Client a perpetual, non-exclusive, royalty -free, worldwide
license to use such PC Materials solely as embedded in or integrated into the Deliverables. This license does not include any right
to access, extract, reuse, or modify PC Materials outside of the Deliverables, except as expressly agreed in writing.
5.3 License to PC for Client Materials
Client grants PC a non-exclusive, royalty -free, worldwide license to use, reproduce, modify, and display Client's name, logo,
trademarks, content, and other materials ("Client Materials") as reasonably necessary to perform the Services, create and deliver
the Deliverables, and, subject to Section 5.4, showcase finished work in PCs portfolio.
5.4 Portfolio and Self -Promotion Rights
PC may publicly display and otherwise use final Deliverables, Client name, and high-level project descriptions in portfolios, case
studies, award submissions, websites, social media, and other marketing materials, provided that PC does not disclose Client
Confidential Information. If Client requires that specific work remain confidential or not be displayed, Client must notify PC in
writing before publication, and PC will not use or will promptly remove such work from its materials. PC's use of Deliverables, Client
name, and high-level project descriptions for portfolio and marketing purposes does not require further approval unless Client has
expressly requested confidentiality in writing prior to publication.
5.5 Third -Party Materials and Licensing
PC may incorporate third -party materials such as software, fonts, stock imagery, or other assets ("Third -Party Materials") into the
Deliverables. PC will use only properly licensed. Third -Party Materials and, where permitted, will secure rights for Client to use them
as part of the Deliverables. Some licenses, including many font and stock asset licenses, are non -transferable or require the Client
to obtain its own license directly from the vendor for continued or expanded use. PC is not responsible for Client's unlicensed or
continued use of any Third -Party Materials beyond the rights granted by the original vendor.
5.6 No Reverse Engineering
Client may not extract, reuse, recreate, or otherwise derive internal templates, design systems, source files, or other PC Materials
from the Deliverables except as expressly agreed in writing.
6. REPRESENTATIONS, WARRANTIES, AND CONTENT RESPONSIBILITY
6.1 Client Representations
Client represents and warrants that it owns or has the right to license all Client Materials and content it supplies or approves, and
that such materials do not infringe any intellectual property rights or violate any law or third -party rights.
6.2 PC Warranties
PC represents and warrants that it has the right to enter into this Agreement, to perform the Services, and to grant the licenses
described in this Agreement. PC will perform the Services in a professional and workmanlike manner consistent with generally
accepted industry standards.
6.3 Exclusion of Warranties
Except as expressly set out in this Agreement or any SOW, all Services, Deliverables, and any related products are provided "as is:'
PC and its officers, directors, employees, and agents disclaim all other warranties, express or implied, including warranties of
merchantability, fitness for a particular purpose, title, and non -infringement.
PC does not warrant that any website, campaign, or other Deliverable will be uninterrupted or error -free, or that any specific
business results will be achieved. PC does not make any warranty or guarantee for any products or services provided by third -
party vendors, including vendors recommended by PC.
6.4 Client Content and Population of Content
Client is solely responsible for all content appearing in its websites, applications, publications, or marketing materials, including
content uploaded, edited, or approved by Client, its employees, contractors, customers, or other third parties after delivery of the
Deliverables. Because many platforms allow Client or third parties to add or modify content without PCs involvement, PC has no
obligation to monitor such content and is not responsible for any claims, losses, or issues arising from it.
Client agrees to defend, indemnify, and hold PC harmless from any claim arising from such content.
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MASTER SERVICES AGREEMENT CONT.
7. DELIVERY AND ACCEPTANCE
7.1 Acceptance Standard
Deliverables will be considered acceptable if they materially conform to the specifications described in the applicable Statement of
Work ("SOW").
7.2 Review Period and Deemed Acceptance
Client shall review each Deliverable and either approve or reject it in writing within five (5) business days of receipt. Failure to
provide written notice of rejection within that period will constitute acceptance.
7.3 Correction Period
If Client timely rejects a Deliverable, PC shall have up to thirty (30) business days from receipt of the written rejection to correct
the reasonably identified issues and resubmit the Deliverable. If the Parties cannot agree on acceptance of, or acceptable
modifications to, a Deliverable within thirty (30) business days after the original submission, either Party may terminate the
applicable SOW. Client shall pay PC for all Services rendered and expenses incurred through the effective date of termination.
Upon payment, PC shall deliver all completed Deliverables produced up to that date, subject to the ownership and license
provisions in Section 5.
8. NON -SOLICITATION AND NON -CIRCUMVENTION
During the Term of this Agreement and for one (1) year following its termination or completion:
(a) Client shall not directly or indirectly solicit, recruit, or engage any employee, contractor, or representative of PC who was
materially involved in performing the Services for the purpose of providing services that are competitive with or similar to the
Services. This restriction does not apply to individuals whose relationship with PC has ended prior to solicitation or to responses to
general job postings not specifically directed to PC personnel.
(b) Client shall not knowingly engage or contract directly with any third -party vendor, subcontractor, or freelancer introduced or
engaged by PC for the purpose of performing Services under this Agreement in order to bypass PC, without PC's prior written
consent.
Client acknowledges that a breach of this Section may cause harm to PC for which monetary damages may be inadequate, and
agrees that PC is entitled to seek injunctive relief and any other remedies available at law or in equity.
9. INDEMNIFICATION AND LIABILITY
9.1 Indemnification by PC
PC shall indemnify, defend, and hold harmless Client and its officers, directors, and employees from damages, costs, or expenses,
including reasonable attorneys' fees, arising from third -party claims directly caused by PC's gross negligence or willful misconduct
in performing the Services, except to the extent caused by Client's actions, omissions, or materials.
9.2 Indemnification by Client
Client shall indemnify, defend, and hold harmless PC and its officers, directors, employees, and agents from any damages, costs,
or expenses, including reasonable attorneys' fees, arising from or related to: (a) Client Materials or instructions, (b) Client's use or
misuse of the Deliverables or Services, or (c) any breach by Client of this Agreement, any SOW, or applicable law.
9.3 Limitation of Liability
The total cumulative liability of PC for all claims arising out of or relating to this Agreement or any SOW shall not exceed the total
amount of fees actually paid by Client to PC under the applicable SOW giving rise to the claim.
9.4 Exclusion of Consequential Damages
In no event shall either Party be liable for consequential, incidental, indirect, special, exemplary, or punitive damages, including lost
profits or lost data, whether arising in contract, tort, or otherwise, even if advised of the possibility of such damages.
10. TERM AND TERMINATION
10.1 Term
This Agreement becomes effective on the Effective Date and remains in effect until all Statements of Work have expired or been
terminated, unless earlier terminated in accordance with this Section. Payment obligations survive termination.
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MASTER SERVICES AGREEMENT CONT.
10.2 Termination for Cause
Either Party may terminate this Agreement or any SOW for material breach if the breaching Party fails to cure the breach within
thirty (30) days after receiving written notice describing the breach in reasonable detail.
10.3 Termination for Insolvency
Either Party may terminate this Agreement immediately upon written notice if the other Party becomes insolvent, files for
bankruptcy, has a receiver appointed for substantially all of its assets, or makes an assignment for the benefit of creditors.
10.4 Suspension and Project Restart Fee
PC may suspend Services, in whole or in part, if:
(a) Client fails to pay any undisputed invoice within thirty (30) days of the invoice date; or
(b) a project is halted for thirty (30) days or more due to Client's actions or inactions, including delays in providing feedback,
content, approvals, or other required inputs.
In such cases, PC may charge a project restart fee equal to twenty-five percent (25%) of the total project fee identified in the
applicable SOW. Services will not resume until all outstanding balances, including any applicable restart fee, have been paid in full.
Any suspension or delay caused by Client may extend project timelines.
10.5 Termination for Non -Payment
Failure by Client to pay any undisputed invoiced amount within thirty (30) days of the invoice date constitutes a material breach of
this Agreement and any applicable SOW. In addition to the suspension rights described in Section 10.4, PC may terminate this
Agreement or the applicable SOW if such breach is not cured within ten (10) days after written notice of non-payment.
10.6 Effect of Termination
Upon termination of this Agreement or any SOW, Client shall pay PC for all Services rendered and expenses incurred through the
effective termination date. PC may withhold delivery of work in progress until all undisputed amounts due have been paid.
10.7 Survival
The following provisions survive expiration or termination of this Agreement: Confidentiality, Intellectual Property and Ownership,
Representations and Warranties, Content Responsibility, Non -Solicitation and Non -Circumvention, Indemnification and Liability,
Payment Obligations, and any other provisions that by their nature should reasonably survive.
11. DISPUTE RESOLUTION AND GOVERNING LAW
11.1 Mediation
Except for claims seeking injunctive relief, the Parties shall first attempt in good faith to resolve any dispute arising under this
Agreement through mediation conducted in Spokane County, Washington, with a mutually agreed mediator. Each Party shall bear
its own costs and share mediator fees equally.
11.2 Governing Law and Venue
This Agreement is governed by and construed in accordance with the laws of the State of Washington, without regard to conflict -
of -law principles. Subject to the mediation requirement, any legal action arising out of or relating to this Agreement shall be
brought exclusively in the state or federal courts located in Spokane County, Washington, and each Party consents to the
jurisdiction of such courts.
12. GENERAL PROVISIONS
12.1 Independent Contractor
The Parties are independent contractors. Nothing in this Agreement creates a partnership, joint venture, fiduciary, or employment
relationship between the Parties. Neither Party has authority to bind the other.
12.2 Assignment
PC may assign this Agreement or any SOW to an affiliate or successor in interest in connection with a merger, acquisition, or sale
of all or substantially all of its assets, or as reasonably necessary to perform the Services. Client may assign this Agreement or any
SOW to an affiliate or successor in interest, provided that all payment and other obligations remain current and the assignee
agrees in writing to assume all Client obligations. Any other assignment requires the prior written consent of the non -assigning
Party.
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MASTER SERVICES AGREEMENT CONT.
12.3 Force Majeure
Neither Party shall be liable for failure or delay in performing its obligations, other than payment obligations, if such failure or delay
results from causes beyond its reasonable control, including natural disasters, epidemics, acts of war or terrorism, governmental
actions, utility failures, or labor disputes. The affected Party must provide prompt notice and use commercially reasonable efforts
to resume performance.
12.4 Waiver and Severability
Failure to enforce any provision of this Agreement does not constitute a waiver of that provision or any other provision. If any
provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.
12.5 Attorneys' Fees and Collection Costs
In any action or proceeding to enforce this Agreement, the prevailing Party is entitled to recover its reasonable attorneys' fees and
costs. Client shall also pay all reasonable costs incurred by PC in collecting past -due amounts, including attorneys' fees and
collection agency fees.
12.6 Electronic Execution and Notices
This Agreement and any SOW may be executed electronically, including through e-signature platforms such as DocuSign, Adobe
Sign, Smart Pricing Table, or similar tools, and in counterparts, each of which is deemed an original and all of which together
constitute one agreement.
Notices under this Agreement may be delivered by email to the addresses specified in the applicable SOW or as otherwise
updated in writing and are deemed received upon confirmation of transmission.
12.7 Headings
Headings are included for convenience only and do not affect the interpretation of this Agreement.
12.8 Entire Agreement
This Agreement, together with all Statements of Work and any Service Terms expressly incorporated by reference into those
SOWs, constitutes the entire agreement between the Parties with respect to the subject matter described. It supersedes all prior
or contemporaneous agreements, negotiations, or communications, whether written or oral.
In the event of a conflict between documents, the order of precedence is as described in Section 2.2.
12.9 Interest on Late Payments
Any undisputed amount not paid within thirty (30) days of the invoice date shall accrue interest at a rate of one percent (1%) per
month (twelve percent (12%) per year) or the maximum rate permitted by law, whichever is lower.
PC may also apply a one-time late fee of up to five percent (5%) of the outstanding balance to cover administrative costs.
12.10 Bank Fees
Client shall pay all bank fees and a fifty dollar (50 USD) penalty for any returned or dishonored payment.
12.11 Credit Card Fees
Credit card payments exceeding one thousand dollars (1,000 USD) may incur a three percent (3%) convenience fee. Payments
made by ACH or check do not incur a convenience fee.
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AGREEMENT ACCEPTANCE
PAYMENT TERMS AND SCHEDULING
Work will be scheduled upon receipt of a signed proposal. Unless otherwise stated, invoices are due upon
receipt. For fixed -fee projects, the total project cost is outlined in the proposal and is based on the defined
scope of work.
Propaganda Creative may invoice the project fee upon project kickoff, with any remaining balance invoiced
upon delivery of final project files unless otherwise agreed in writing.
All prices exclude applicable sales tax. Washington State sales tax may be applied where required by law
pursuant to ESSB 5814.
By signing below, the Parties acknowledge that they have read, understood, and agree to the terms and conditions
contained in this Agreement and the accompanying proposal.
COMPANY
Caitlin Pinter
FULL NAME
Director of Marketing & Sales
TITLE
Propaganda Creative
BUSINESS NAME
SIGNATURE
04/08/2026
DATE
CLIENT
FULL NAME
TITLE
ORGANIZATION NAME
SIGNATURE
DATE
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IMS MgN-17;71