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Street Characters, Inc/Comm Rel/10,622.00/Mascot ProgramStreet Characters, Inc. Community Relations Department - 2018 , V Appropriation # 854 43.590.38 ; P.O. #101598 F4 Contract Not To Exceed $10,622.00 i JAS' AGREEMENT FOR PURCHASE OF GOODS AND SERVICES THIS AGREEMENT FOR PURCHASE OF GOODS AND SERVICES ("Agreement") is hereby entered into by and between the City of Carmel, Indiana, acting by and through its Board of Public Works and Safety ("City"), and Street Characters, Inc., an entity duly authorized to do business in the State of Indiana ("Vendor"). TERMS AND CONDITIONS ACKNOWLEDGMENT, ACCEPTANCE: Vendor acknowledges that it has read and understands this Agreement, and agrees that its execution of same constitutes its acceptance of all of the Agreement's terms and conditions. 2. PERFORMANCE: City agrees to purchase the goods and/or services (the "Goods and Services") from Vendor using City budget appropriation number 854 43-590.38 funds. Vendor agrees to provide the Goods and Services and to otherwise perform the requirements of this Agreement by applying at all times the highest technical and industry standards. 3. PRICE AND PAYMENT TERMS: 3.1 Vendor estimates that the total price for the Goods and Services to be provided to City hereunder shall be no more than Ten Thousand Six Hundred Twenty Two Dollars ($10,622.00) (the "Estimate"). Vendor shall submit an invoice to City no more than once every thirty (30) days detailing the Goods and Services provided to City within such time period. City shall pay Vendor for such Goods and Services within thirty-five (35) days after the date of City's receipt of Vendor's invoice detailing same, so long as and to the extent such Goods and Services are not disputed, are in conformance with the specifications set forth in Exhibit A, are submitted on an invoice that contains the information contained on attached Exhibit B, and Vendor has otherwise performed and satisfied all the terms and conditions of this Agreement. 3.2 Vendor agrees not to provide any Goods and Services to City that would cause the total cost of the Goods and Services provided by Vendor to City hereunder to exceed the Estimate, unless City has previously agreed, in writing, to pay an amount in excess thereof. 4. WARRANTY: Vendor expressly warrants that the Goods and Services covered by this Agreement will conform to those certain specifications, descriptions and/or quotations regarding same as were provided to Vendor by City and/or by Vendor to and accepted by City, all of which documents are incorporated herein by reference, and that the Goods and Services will be delivered in a timely, good and workmanlike manner and free from defect. Vendor acknowledges that it knows of City's intended use and expressly warrants that the Goods and Services provided to City pursuant to this Agreement have been selected by Vendor based upon City's stated use and are fit and sufficient for their particular purpose. 5. TIME AND PERFORMANCE: This Agreement shall become effective as of the last date on which a party hereto executes same ("Effective Date"), and both parties shall thereafter perform their obligations hereunder in a timely manner. Time is of the essence of this Agreement. [X:`,Contra \Prof.Svcs& Goods Svcs\C—pity Rc1atioos\2018K'ioods & Smi— Strew Characters, i—dac:4/30/1018 11:22 AMI Street Characters, Inc. Community Relations Department - 2018 Appropriation # 854 43.590.38 ; P.O. # 10 1598 Contract Not To Exceed $10,622.00 6. DISCLOSURE AND WARNINGS: If requested by City, Vendor shall promptly furnish to City, in such form and detail as City may direct, a list of all chemicals, materials, substances and items used in or during the provision of the Goods and Services provided hereunder, including the quantity, quality and concentration thereof and any other information relating thereto. At the time of the delivery of the Goods and Services provided hereunder, Vendor agrees to furnish to City sufficient written warning and notice (including appropriate labels on containers and packing) of any hazardous material utilized in or that is a part of the Goods and Services. 7. LIENS: Vendor shall not cause or permit the filing of any lien on any of City's property. In the event any such lien is filed and Vendor fails to remove such lien within ten (10) days after the filing thereof, by payment or bonding, City shall have the right to pay such lien or obtain such bond, all at Vendor's sole cost and expense. DEFAULT: In the event Vendor: (a) repudiates, breaches or defaults under any of the terms or conditions of this Agreement, including Vendor's warranties; (b) fails to provide the Goods and Services as specified herein; (c) fails to make progress so as to endanger timely and proper provision of the Goods and Services and does not correct such failure or breach within five (5) business days (or such shorter period of time as is commercially reasonable under the circumstances) after receipt of notice from City specifying such failure or breach; or (d) becomes insolvent, is placed into receivership, makes a general assignment for the benefit of creditors or dissolves, each such event constituting an event of default hereunder, City shall have the right to (1) terminate all or any parts of this Agreement, without liability to Vendor; and (2) exercise all other rights and remedies available to City at law and/or in equity. 9. INSURANCE AND INDEMNIFICATION: Vendor shall procure and maintain in full force and effect during the term of this Agreement, with an insurer licensed to do business in the State of Indiana, such insurance as is necessary for the protection of City and Vendor from all claims for damages under any workers' compensation, occupational disease and/or unemployment compensation act; for bodily injuries including, but not limited to, personal injury, sickness, disease or death of or to any of Vendor's agents, officers, employees, contractors and subcontractors; and, for any injury to or destruction of property, including, but not limited to, any loss of use resulting therefrom. The coverage amounts shall be no less than those amounts set forth in attached Exhibit C. Vendor shall cause its insurers to name City as an additional insured on all such insurance policies, shall promptly provide City, upon request, with copies of all such policies, and shall provide that such insurance policies shall not be canceled without thirty (30) days prior notice to City. Vendor shall indemnify and hold harmless City from and against any and all liabilities, claims, demands or expenses (including, but not limited to, reasonable attorney fees) for injury, death and/or damages to any person or property arising from or in connection with Vendor's provision of Goods and Services pursuant to or under this Agreement or Vendor's use of City property. Vendor further agrees to indemnify, defend and hold harmless City and its officers, officials, agents and employees from all claims and suits of whatever type, including, but not limited to, all court costs, attorney fees, and other expenses, caused by any act or omission of Vendor and/or of any of Vendor's agents, officers, employees, contractors or subcontractors in the performance of this Agreement. These indemnification obligations shall survive the termination of this Agreement. [XXmt actstProf.Svm & Goods S—\C—nity Relation 2018\Goods & Servim Street Cha tas, in-dmW302018 11:22 AMS Street Characters, Inc. Community Relations Department - 2018 Appropriation # 854 43.590.38 ; P.O. #101598 Contract Not To Exceed $10,622.00 10. GOVERNMENT COMPLIANCE: Vendor agrees to comply with all federal, state and local laws, executive orders, rules, regulations and codes which may be applicable to Vendor's performance of its obligations under this Agreement, and all relevant provisions thereof are incorporated herein by this reference. Vendor agrees to indemnify and hold harmless City from any loss, damage and/or liability resulting from any such violation of such laws, orders, rules, regulations and codes. This indemnification obligation shall survive the termination of this Agreement. 11. NONDISCRIMINATION: Vendor represents and warrants that it and all of its officers, employees, agents, contractors and subcontractors shall comply with all laws of the United States, the State of Indiana and City prohibiting discrimination against any employee, applicant for employment or other person in the provision of any Goods and Services provided by this Agreement with respect to their hire, tenure, terms, conditions and privileges of employment and any other matter related to their employment or subcontracting, because of race, religion, color, sex, handicap, national origin, ancestry, age, disabled veteran status and/or Vietnam era veteran status. 12. NO IMPLIED WAIVER: The failure of either party to require performance by the other of any provision of this Agreement shall not affect the right of such party to require such performance at any time thereafter, nor shall the waiver by any party of a breach of any provision of this Agreement constitute a waiver of any succeeding breach of the same or any other provision hereof. 13. NON -ASSIGNMENT: Vendor shall not assign or pledge this Agreement, whether as collateral for a loan or otherwise, and shall not delegate its obligations under this Agreement without City's prior written consent. 14. RELATIONSHIP OF PARTIES: The relationship of the parties hereto shall be as provided for in this Agreement, and neither Vendor nor any of its officers, employees, contractors, subcontractors and agents are employees of City. The contract price set forth herein shall be the full and maximum compensation and monies required of City to be paid to Vendor under or pursuant to this Agreement 15. GOVERNING LAW; LAWSUITS: This Agreement is to be construed in accordance with and governed by the laws of the State of Indiana, except for its conflict of laws provisions. The parties agree that, in the event a lawsuit is filed hereunder, they waive their right to a jury trial, agree to file any such lawsuit in an appropriate court in Hamilton County, Indiana only, and agree that such court is the appropriate venue for and has jurisdiction over same. 16. SEVERABILITY: If any term of this Agreement is invalid or unenforceable under any statute, regulation, ordinance, executive order or other rule of law, such term shall be deemed reformed or deleted, but only to the extent necessary to comply with same, and the remaining provisions of this Agreement shall remain in full force and effect. [X:1CootractsTrof.Svcs & Good S— Community Relatians\201MGoods & Saviors Street CLsracte in-doc:4/302018 11:22 AK Street Characters, Inc. Community Relations Department - 2018 Appropriation # 854 43.590.38 ; P.O. #101598 Contract Not To Exceed $10,622.00 17. NOTICE: Any notice provided for in this Agreement will be sufficient if it is in writing and is delivered by postage prepaid U.S. certified mail, return receipt requested, to the party to be notified at the address specified herein: If to City: City of Carmel AND Douglas C. Haney, One Civic Square Corporation Counsel Carmel, Indiana 46032 Department of Law One Civic Square Carmel, Indiana 46032 If to Vendor: Street Characters, Inc. 2828 18 Street NE #2 Calgary, AB T2E 761 Attn: Aubrey Fishman Notwithstanding the above, notice of termination under paragraph 18 hereinbelow shall be effective if given orally, as long as written notice is then provided as set forth hereinabove within five (5) business days from the date of such oral notice. 18. TERMINATION: 18.1 Notwithstanding anything to the contrary contained in this Agreement, City may, upon notice to Vendor, immediately terminate this Agreement for cause, in the event of a default hereunder by Vendor and/or if sufficient funds are not appropriated or encumbered to pay for the Goods and Services to be provided hereunder. In the event of such termination, Vendor shall be entitled to receive only payment for the undisputed invoice amount representing conforming Goods and Services delivered as of the date of termination, except that such payment amount shall not exceed the Estimate amount in effect at the time of termination, unless the parties have previously agreed in writing to a greater amount. 18.2 City may terminate this Agreement at any time upon thirty (30) days prior notice to Vendor. In the event of such termination, Vendor shall be entitled to receive only payment for the undisputed invoice amount of conforming Goods and Services delivered as of the date of termination, except that such payment amount shall not exceed the Estimate amount in effect at the time of termination, unless the parties have previously agreed in writing to a greater amount. 18.3 The City may terminate this Agreement pursuant to Paragraph 11 hereof, as appropriate. 19. REPRESENTATIONS AND WARRANTIES The parties represent and warrant that they are authorized to enter into this Agreement and that the persons executing this Agreement have the authority to bind the party which they represent. (X:`Cootrsm\Prof.S-s & Goods S—\C—unity RClatious12018`Goods & Servicers Strat Characters, mc.dw:4130R018 11:22 Abl) 4 Street Characters, Inc. Community Relations Department - 2018 Appropriation # 854 43.590.38 ; P.O. #101598 Contract Not To Exceed $10,622.00 20. ADDITIONAL GOODS AND SERVICES Vendor understands and agrees that City may, from time to time, request Vendor to provide additional goods and services to City. When City desires additional goods and services from Vendor, the City shall notify Vendor of such additional goods and services desired, as well as the time frame in which same are to be provided. Only after City has approved Vendor's time and cost estimate for the provision of such additional goods and services, has encumbered sufficient monies to pay for same, and has authorized Vendor, in writing, to provide such additional goods and services, shall such goods and services be provided by Vendor to City. A copy of the City's authorization documents for the purchase of additional goods and services shall be numbered and attached hereto in the order in which they are approved by City. 21. TERM Unless otherwise terminated in accordance with the termination provisions set forth in Paragraph 19 hereinabove, this Agreement shall be in effect from the Effective Date through December 31, 2018 and shall, on the first day of each January thereafter, automatically renew for a period of one (1) calendar year, unless otherwise agreed by the parties hereto. 22. HEADINGS All heading and sections of this Agreement are inserted for convenience only and do not form a part of this Agreement nor limit, expand or otherwise alter the meaning of any provision hereof. 23. BINDING EFFECT The parties, and their respective officers, officials, agents, partners, successors, assigns and legal representatives, are bound to the other with respect to all of the covenants, terms, warranties and obligations set forth in Agreement. 24. NO THIRD PARTY BENEFICIARIES This Agreement gives no rights or benefits to anyone other than City and Vendor. 25. ADVICE OF COUNSEL: The parties warrant that they have read this Agreement and understand it, have had the opportunity to obtain legal advice and assistance of counsel throughout the negotiation of this Agreement, and enter into same freely, voluntarily, and without any duress, undue influence or coercion. 26. ENTIRE AGREEMENT: This Agreement, together with any exhibits attached hereto or referenced herein, constitutes the entire agreement between Vendor and City with respect to the subject matter hereof, and supersedes all prior oral or written representations and agreements regarding same. Notwithstanding any other term or condition set forth herein, but subject to paragraph 16 hereof, to the extent any term or condition contained in any exhibit attached to this Agreement or in any document referenced herein conflicts with any term or condition contained in this Agreement, the term or condition contained in this Agreement shall govern and prevail. This Agreement may only be modified by written amendment executed by both parties hereto, or their successors in interest. [XXontrwtstPro(.Sva & Goods S—\Co—unity R<Iatim\20181Gouds & Services Strmt C3arwta in -d-4/302018 11:22 AMI aaeei -naracrers, inc. Community Relations Department - 2018 Appropriation # 854 43.590.38 ; P.O. #101598 Contract Not To Exceed $10,622.00 IN WITNESS WHEREOF, the parties hereto have made and executed this Agreement as follows: CITY OF CARMEL, INDIANA by and through its Board of Public Works and Safety By: _ho� Q James Brainard, Presiding Officer Date: lb��— 12— zj'-'r' MaryA Burke, MWnbe Date: S/5%8 Lori S. Wtso , ember Date: � t 2 ATTEST: � ..I //Y/" //j,," ristine S. Pauley, Jerk -Treasurer Date: jXXMt'.Wjk.(.5— & C-6 S..s Can Ry Rela,ia \)0jtT,..d,&S—i—Sued Chs Herz, i—do:412y2013 1033 AXq STREET CHARACTERS, INC. By: uthorized Signature 101 Printed Name � /' L J 'Q-. A � Title FID,?IN: 01A Last Four of SSN if Sole Proprietor: P/ - Date: /J. ( 2 J1•Mascot Solutions - CITY OF CARMEL April 6, 2018 Attn: NANCY HECK Street Characters Inc. is excited about the opportunity to create a complete mascot program for CITY OF CARMEL. Below are a number of services Street Characters Inc. offers to help our customers design the most complete and successful mascot programs available. NANCY, please review this list and calllemail us so that we may discuss which services would be most appropriate to satisfy CITY OF CARMEL needs. Check the items you feel will help you the most, sign page 5 and Itemized List (Page 7) and scan and email all of the following pages back to SALES@MASCOTS.COM so that we can start the process of creating your new Street Character. Your Street Character Program Includes: • One Street Character costume based on agreed art and approved specifications. • Street Characters Lifetime guarantee against defects in materials and workmanship. • Street Characters care and instruction manual. • Expert mascot program consultation. • Two custom carrying bags per costume (note -third bag included if clothing ordered). • ***See last page of Agreement for itemized list *** Basic Solution as per Roundy artwork 04104118 -Version E ......................................... $9,782.00* CoolSolution with Cooling Vest.................................................................................. $9,982.00* Complete Solution with Cooling Vest & "Street Smarts'" Program ....................... $10,232.00* Shipping........................................................................................................................ $ 390.00 Shipping Insurance (3.5% of value of mascot and accessories) ................................. $ Please check off here if interested in more information on plush dolls ............................. * please note -If custone materials required, it may affect cost and delivery tittle ** "Street Smarts" Mascot Management Program (Program management manual and performer training DVD) Artwork for all logos on the character must be provided in Vector format Please make sure to ship any required clothing (uniforms, etc) ECONOMY (FedEx) Additional Street Character Services: Costume Accessories: ............. .... $225-25 1. One Cooling vest.............................................................................................$280 2. One Cooling vest with camelback.................................................................................... 3. One Set of Cooling vest replacement Inserts (set of 4) .................................................... $155 4. Adjustable Performer Helmet........................................................................................... $130 - Exhibit --A— Prices are in US funds and do not include shipping. Costumes are usually shipped two business day service and SCI cannot 1,0 be responsible for extended shipping times. A 50% deposit is required to begin production on your order. 1. Prop Accessories: Items appearing below are additional parts and accessories that are not part of the final approved art, which are already included in the price for costume creation unless otherwise noted. This list is by no means exhaustive and does NOT include cresting/logo costs* where applicable. If you require props that do not appear on list, please contact us and we will be happy to give you a quote on your item of choice. 1. Cooling Vest (includes four inserts) $225-25 2. One Cooling vest with camel back $280 3. Cooling Vest Replacement Inserts (set of four) 4. Additional Reservoir and Straw for camelback 5. Adjustable Performer Helmet 6. One extra carrying Head bag (Custom) 7. One extra carrying Body bag 8. T-shirt slingshot 9. One plain t -shirt (1 color)* 10. One plain sports jersey (I color)* 11. One plain sports jersey (2 colors)* 12. One baseball style cap (I color, standard design)* 13. One cowboy style hat (or similar)* 14. One construction style hardhat (1 color, standard design)* 15. One construction style hardhat (2 colors, standard design)* 16. One football style helmet (1 color, standard design)* 17. One football style helmet (2 colors, standard design)* 18. One hockey style helmet (1 color, standard design)* 19. One hockey style helmet (2 colors, standard design)* 20. One set "OFFENSE" "DEFENSE" signs 21. One set "Go team Go" signs 22. One sword (1-2 colors, standard design)* 23. One shield (1-2 colors, standard design)* 24. One shield (3-4 colors, custom design)* 25. One prop revolver gun with holster, six bullets and gun belt Call For Quote $155 $ 25 $130 $130 $ 75 $260* $325* $390* $455* $650* $650* $715* $650* $715* $715* $780* $190 $190 $795* $715* $910* $975 Prices are in US funds and do not include shipping. Costumes are usually shipped uvo business day service and SCI cannot 2 J7 be responsible for extended shipping limes. A 50% deposit is required to begin production on your order. Exhibit __. 26. One pair of sunglasses* $520* 27. One "Superhero' cape and mask (I color, standard design)* $520" 28. One graduation mortar board (cap and gown)* $875* 29. One graduation mortar board (CAP ONLY)* $520* 30. One Baseball Glove $300 31. One Santa Claus outfit (jacket, pants, belt, hat) $1300 32. One pick, axe, shovel or similar tool (1-2 colors, standard design) $455 33. One extra pair of regular feet bases for sneaker or skate feet covers $225 34. One extra pair of 3 -toe feet bases for animal paw feet covers $260 35. One pair of sneaker/skate feet covers (1-2 colors, standard styles)* $585* 36. One vent fan with battery pack (installed in the head)** $225 37. Logo* (approximate cost per logo) $130 **Please contact a Street Characters Inc. representative before ordering vent fan Administration, Training and Repairs: Performer and Administrator Training I . "Street Smarts The Guide for Mascot ManagemenP' andTraining DVD............................................................................................................ $299-49 2. Audition Recruitment and Training Package* (items 3-5) ............................................. $3250 3. Performer talent search................................................................................................... $3000 4. One day performer auditioning and recruitment session.* ............................................. $1500 5. One day performer training seminar.* ...................... .................................. I................... $1500 6. Half day mascot program administrator course.*............................................................. $900 Items marked with * do not include transportation, accommodations and meals, to be reimbursed based on actual receipts. Maximum effort will be made to keep these costs as low as possible. Custom "Performer Fitting" Package............................................................................... $1250 Do you have a full time mascot performer entertaining your fans? If you do, then this package is for you. Let us bring in your performer to Street Characters where we will ensure a proper and exact custom fit. The custom "Performer Fitting" package includes round-trip excursion airfare from anywhere in the continental US to our office here in Calgary, Alberta. It also includes accommodations at the Travelodge Hotel (3 nights Maximum) as well as transportation from Calgary International toland from the hotel. For more detail, contact Aubrey Fishman 888 -MASCOTS (888-627-2687). Prices are in US funds and do not include shipping. Costumes are usually shipped two business day service and SCI cannot 3 6F7 be responsible for extended shipping times. A 50% deposit is required to begin production on your order. Q� Exhibit 7� Costume Cleaning and Repair Each time your mascot is in for a visit, a qualified Street Characters mascot technician will inspect your costume, and perform cleaning and minor repairs based on what is deemed necessary after inspection. Costume cleanings typically include the following: • Spot removal of stains from fur and clothing. • Complete washing (machine or hand) of clothing, fur body and body liner. • Brushing of matted fur on body and head. • Vacuuming of the head. • Hand shampoo and rinse and fur brushing for head. • Air hangs dry. • Repair costs $100 per hour (20% discount for SCI client's) • Cleaning $100 per hour (20% discount for SCI client's) From time to time, your costume will also require minor repairs from normal wear and tear, which we will perform. These typically include: • Hand sewing ripped seams, temporary patches. • Mending of fabric tears. • Replacement of lost clasps, buttons, snaps, rings and fasteners. • Spot gluing. • Minor paint touch ups. Prices are in US funds and do not include shipping. Costumes are usually shipped two business day service and SCI cannot 4 6( be responsible for extended shipping times. A 50% deposit is required to begin production on your order. Exhibit Aa"Mascot Solutions — CITY OF CARMEL Once you have checked off all of the items you have chosen for your mascot program, please enter the total amount here and sign the bottom of this page. Then, please scan and email this page and each of the 4 previous pages and Itemized List (Page 7) to us at SALES@MASCOTS.COM. Total of all items Chosen: Prices are in US funds and do not include shipping. Costumes are usually shipped two business day service and SCI cannot be responsible for extended shipping times. A 50% deposit is required with your order. The balance is due upon delivery of your costume. All prices are quoted as per approved art and specifications. Please sign below and scan and email this back to Street Characters at SALEStgMASCOTS.COM to give us the go ahead to create your very own genuine Street Character®. AGREED AND ACCEPTED this day of Aubrey Fishman Director of Marketing Street Characters Inc. 2018. NANCY HECK Director of Community Relations and Economic Development CITY OF CARMEL Please Note: The enclosed material is proprietary to Street Characters Inc. Therefore, it must be treated as confidential and not disclosed in any manner to other than the addressee, and its employees. Reproduction in whole or in part (including artwork) without written consent of an authorized Street Characters Inc. representative is prohibited. All prices and terms quoted within are in effect for thirty (30) days from date of this proposal — April 6, 2018 Payment: Please make checks payable to "Street Characters Inc." #2,2828 18 Street NE, Calgary, AB T2E 7B I LIFETIME LIMITED WARRANTY Lifetime Limited Warranty: The Costume has a lifetime -limited warranty from the date of purchase as provided herein. The Designer expressly warrants that the Costume covered by this Agreement will be of good material and workmanship and free from defect. However, this warranty excludes normal wear and tear to the Costume or damage to the Costume caused through misuse, accident or neglect. Should Designer breach this warranty, the Purchaser shall so notify the Designer in writing and Designer shall use reasonable diligence to remedy such breach within a period of twenty one (21) days of receipt of returned Costume. Should designer fail to remedy the breach within that time, customer's sole remedy for designer's breach of all warranties hereunder is the recovery of the purchase price of the costume. Except as provided in this paragraph, all costumes and services are delivered without warranty of any kind, including, without limitation, any warranty of title, merchantability, or fitness for a particular purpose. Prices are in US funds and do not include shipping. Costumes are usually shipped two business day service and SCI cannot 5 01f? be responsible for extended shipping times. A 50% deposit is required to begin production on your order. Exhibit STANDARD COSTUME FEATURES Your Street Character® comes with a lifetime guarantee on defects in materials and workmanship. Construction is based on the exclusive Street Characters Inc. design that includes the following features: THE HEAD Hand crafted in our own "acrobatic style", the head is made of lightweight, closed cell non -absorbing and extremely durable foam affixed to a hockey helmet. The non -absorbing foam eliminates potential odor problems and water damage. The helmet, meanwhile, provides a safe, mobile, comfortable fit and good range of vision. Sight will be from the mouth, with a special screening used to conceal the operator. Ventilation holes will be added for greater comfort. Also, since the base of the head does not attach to the fur body, there is additional air circulation for the operators through the neck. Utilizing this type of head construction, the performer is able to maximize character animation and performance with wild head movements to the slightest character nod. THE BODY LINER Made of a lightweight, breathable foam covered with CoolmaxT" , a durable moisture wicking fabric, the body liner gives the character its overall shape. The open cell foam is non -absorbing which reduces odor and deterioration. The liner is also fitted with convenient pockets for "cool packs" that are included with your costume. The body liner is designed to give the operator maximum mobility and comfort. THE FUR BODY The fur body incorporates your choice of the highest quality synthetic furs available, lined with durable moisture wicking Coolmax©. For durability, each seam in your costume will be triple -stitched. The hands and the arms shall be one piece, eliminating the seam at the wrist and the potential loss of individual gloves. This design has a concealed access panel to allow the operator to use his/her hands outside of the costume when dressing. THE FEET The feet will be made of heavy-duty soling built up with lightweight non -absorbing foam. Each foot will utilize either a built-in running shoe mounted to the foot base or a 3 strap recessed base to use their own running shoes, providing comfort, safety and proper mobility. There are generally two basic types of coverings for feet. The Fur extension, simply extends the fur body down to the tips of the toes, and attaches to the foot with Velcro. This gives the character the "bare foot" look. The Running Shoe is comprised of a removable cover resembling an athletic shoe. It is made from a lightweight, non -absorbing foam and covered with durable nylon, can be modified to fit over hockey skates and rollerblades. E -Z CARE Each component of a genuine Street Character® is easily maintained. The fur body and body liner is machine washable (COLD water, hang to dry, usually overnight), eliminating the need for expensive dry cleaning which can actually harm material properties. Each costume comes with 2 custom made carrying bags (one for the head and one for the rest of the body) for easy transportation and proper storage. Care and maintenance instructions are provided with each Street Character@. With regular maintenance and cleaning, a highly active Street Character® will last for many years. Prices are in US funds and do trot include shipping. Costumes are usually shipped two business day service and SCI cannot 6 be responsible for extended shipping times. A 50% deposit is required to begin production on your order. �] Exhibit /"i AMOTHE STREET CHARACTER PROCESS Development of a successful Street Character® program requires much more than making a costume and sticking some one inside. That is why Street Characters is committed to each Client's entire mascot program, from conceptual design and manufacture to training and auditioning of actors. There are several steps that we guide each Client through in the process of creating a Street Character®. 1. Concept Design - The first step is to determine what type of character is suitable for your organization. We will consult with you to find the best representation for you, whatever that creature may be. Then, we set our artists to work to create a sketch of your Street CharacterO. 2. Quotation -Once a concept has been designed, we will proceed with an outline of the standard features and specifications for your Street Characterg. This will help us determine a price. 3. Production -After we have agreed on a price, we will then send you a more detailed list of specifications for your approval and review. This will be our "blueprint" for creating your Street CharacterlD. This is where we will discuss certain features like fur types and colors. At this stage we determine six to eight weeks for completion and we will request a deposit for 500 of the price of your Street Character@. 4. Delivery - Your Street Character® is ready to go! We will load it into the 2 custom made carrying bags and ship it to a street address (note -NO PO BOX NUMBERS) provided by you. The balance of payment will be due upon the receipt of your Street Character® 5. Recruitment and Training - Now that you have your very own Street Character@, the highest quality and most functional mascot on the market, you will need a qualified operator to run your program. Street Characters Inc. offers guidance for choosing the right operator and we also offer optional programs to train operators how to entertain your fans and represent your organization properly. We also offer training for program managers and administrators. ITEMIZED LIST; HEAD WITH VISION THROUGH THE MOUTH DOG COLLAR REMOVABLE BIKE HELMET ONE PIECE FUR BODY REMOVABLE CYCLING GLOVES TAIL ON HARNESS T-SHIRT WITH BACK AND FRONT EMBROIDERY SHORTS DETACHED CUSTOM CYCLING SHOES THREE (3) CUSTOM CARRYING BAGS (head, body and clothing) Initial Authorization for Itemized List Dated , 2018 Prices are in US funds and do not include shipping. Costumes are usually shipped two business day service and SCI cannot 741�7 be responsible for extended shipping times. A 50% deposit is required to begin production on your order. A Exhibit EXHIBIT B Invoice Nance of Company: Address & Zip: Telephone No.. Fax No.: Project Name: Invoice No. Purchase Order No: Date: Signature Printed Name Goods Services Person Providing Goods/Services Date Goods/ Service Provided Goods/Services Provided (Describe each good/service separately and in detail) Cost Per Item Hourly Rate/ Hours Worked Total GRAND TOTAL Signature Printed Name EXHIBIT C INSURANCE COVERAGES Worker's Compensation & Disability Statutory Limits Employer's Liability: Bodily Injury by Accident/Disease: $100,000 each employee Bodily Injury by Accident/Disease: $250,000 each accident Bodily Injury by Accident/Disease: $500,000 policy limit Property damage, contractual liability, products -completed operations: General Aggregate Limit (other than Products/Completed Operations): $500,000 Products/Completed Operations: $500,000 Personal & Advertising Injury Policy Limit: $500,000 Each Occurrence Limit: $250,000 Fire Damage (any one fire): $250,000 Medical Expense Limit (any one person): $ 50,000 Comprehensive Auto Liability (owned, hired and non -owned) Bodily Single Limit: Injury and property damage: Policy Limit: Umbrella Excess Liability Each occurrence and aggregate: Maximum deductible: $500,000 each accident $500,000 each accident $500,000 $500,000 $ 10,000