Exhibit
10.1


 


SERVICES AGREEMENT


 


This Services Agreement (the “Agreement”) is made this 6th day of September 2006,
by and between OneBeacon Insurance Company (“OneBeacon”), One Beacon Street,
Boston, MA, 02108 and Small Army, 20 Newbury Street, Boston, MA 02116.


 


1.                                       Services. Small Army agrees to
provide to OneBeacon the services described on Schedule A.


 


2.                                       Fees. OneBeacon shall pay Small
Army as outlined on Schedule A.


 


3.                                       Confidentiality. Small Army shall not
disclose information (a) concerning customers, trade secrets, methods,
processes, or any financial or business information  of OneBeacon, or (b) which is identified as proprietary
or  confidential. Small Army shall  return all such confidential information,
and any copies thereof, upon the request of OneBeacon or upon termination of
this Agreement. Confidential Information shall not include (a) information
that is or becomes a part of the public domain through no act or omission of
Small Army; (b) was in Small Army’s lawful possession prior to the disclosure; (c) was
independently developed by Small Army; or (d) is required by law to be
disclosed, in which event prompt written notice is required by Small Army so
that OneBeacon may seek a protective order or other remedy.


 


4.                                       Intellectual property rights. Deliverables
under this Agreement, if any, shall be considered work(s) for hire and
shall belong exclusively to OneBeacon and its designees. If, by operation of
law, the deliverables are not owned in their entirety by OneBeacon
automatically upon creation by Small Army, Small Army hereby assigns to
OneBeacon and its designees the ownership of such deliverables, including all
related Intellectual property rights. Deliverables include, but are not limited
to, software, specifications, and documentation.


 


5.                                       Warranties. Small  Army warrants that the services will be
performed in a professional and workmanlike manner. Any deliverables under this
Agreement shall be free from defects in material, workmanship and design and
shall conform to all applicable specifications and/or documentation.


 


6.                                       Compliance with Laws &
Standards of Conduct. Small Army
shall comply with all applicable federal and state laws and regulations and
OneBeacon policies.


 


7.                                       Indemnification.  Small Army agrees
to indemnify, defend and hold OneBeacon harmless from any and all claims,
actions, liabilities, damages, costs and expenses, including reasonable
attorneys’ fees and expenses, arising out of (a) any third party claims of
infringement of any intellectual property right or (b) the acts and omissions
of Small Army, employees, subcontractors, and/or agents.


 


8.                                       Termination.  OneBeacon may
terminate this Agreement at any time upon written notice to Small Army, but
will be subject to termination fees as outlined in Schedule A. Upon receipt of
notice of termination, Small Army shall immediately stop all activities
associated with this Agreement and forward to OneBeacon all finished work or
work in process.


 


9.                                       Insurance Requirements. Small Army
agrees to maintain insurance throughout any term  of  this 


 

















 


Agreement at its sole cost
in a form satisfactory to OneBeacon.


 


10.                                 Limitation of  Liability. NEITHER PARTY SHALL BE LIABLE FOR SPECIAL, INDIRECT, INCIDENTAL, OR
CONSEQUENTIAL DAMAGES.


 


11.                                 Assignment. OneBeacon may
assign this Agreement to a successor in interest, provided that such successor
agrees to fulfill the obligations under this Agreement. In no event shall Small
Army subcontract, delegate or assign its rights and responsibilities under this
Agreement without OneBeacon’s prior written consent


 


12.                                 Notices.  Notices shall be sent via recognized overnight carrier or certified
mail, return receipt requested, postage prepaid, addressed to Small Army at the
above address or to OneBeacon Insurance Company, One Beacon Street, Boston, MA,
02108, Attn: Corporate Legal Department.


 


13.                                 Governing Law.  This Agreement shall be governed by the laws of the Commonwealth of
Massachusetts.


 


14.                                 Independent Contractor. The parties are
independent contractors, and nothing in this Agreement shall be deemed to cause this Agreement to create an agency,
partnership, or joint venture between the parties. Small Army shall pay all
withholding of taxes and shall not be entitled to salary or benefits under this
Agreement.


 


15.                                 Publicity.  Small Army
agrees not to use any advertising or publicity matter without the prior written
consent of OneBeacon, which consent shall not be unreasonably withheld.


 


16.                                 General provisions. This Agreement constitutes
the entire agreement between the parties and supersedes all prior agreements.
The invalidity of any provision shall not affect the validity of any other
provision. No amendment to this Agreement shall be binding unless in writing
and executed by authorized representatives of both prudes. A waiver by either
party of a breach of any of the terms or provisions of this Agreement shall not
be construed as a waiver of any subsequent breach. The provisions of Sections 3
(Confidentiality), 4 (Intellectual Property Rights) and 7 (Indemnification)
shall survive termination of this Agreement. Small Army may, in accordance with
applicable law, be subject to a background check.


 


IN WITNESS WHEREOF, the parties have caused this
Agreement to be executed by their duly authorized representatives, on the data
and year first above-written.


 


 


	
  ONEBEACON INSURANCE COMPANY

  	
  SMALL ARMY

  
	
  By:

  	
  /s/Carmen L. Duarte

  	
   

  	
  /s/ Jeff Freedman

  
	
   (Authorized Signature)

  	
  (Authorized Signature)

  
	
   

  	
   

  
	
  Carmen L. Duarte, VP Corp.
  Comm.

  	
   

  	
  Jeff Freedman, Marketing Principal

  
	
  (Printed Name)  (Title)

  	
   

  	
  (Printed Name)  (Title)

  
	
  Date:

  	
   

  	
   

  	
  Date:

  	
  9/12/06

  
						



 

















 


SCHEDULE A, STATEMENT OF WORK


 


PROCESS FOR PHASE I (planning,
design and content organization enhancement):


 


I.           Planning
(Small Army’s “On Point” Approach)


 


Timing: approximately 8 to 10  business days


 


Before undergoing a website project with any client, Small Army will
first meet with the client and all contributing parties to best understand the
goals, objectives, audiences, timeframes, processes and other items that are
critical to the success of the project. Ultimately, we look to better
understand these three critical perspectives:


 


The Point of View:  The perspective of the client, including
goals and objectives, strengths and weaknesses, challenges and opportunities,
etc.


 


The Point of Contact:  Who are we trying to “persuade?”; what motivates
them; how do they evaluate options; what are their perceptions of the company,
etc.


 


The Point of Impact:  What are other factors that may impact the
site including related websites, corporate initiatives, business initiatives,
competition, content sources, etc.


 


With many clients, the information gathering for the above perspectives
involves interviews and research among executives, customers, prospects and
more. However, understanding that much of this work has already been conducted
to arrive at your new positioning, we would, instead, ask to meet with you and
the Gearon Hoffman team to be fully briefed on the work that was done, and the
strategy for moving forward. We would also look to meet with you and your team
separately to identify any specific concerns, issues or direction for the new
site (i.e., need for an Investor Relations placeholder) to be sure that those
items are addressed in the redesign.


 


Aside from the information above, Small Army will
also review the information architecture and Web traffic logs from the last few
months (if available) of the existing site to determine where modifications
can/should be made for a more intuitive user experience. While we understand that you are
satisfied with the existing information architecture (IA), we would be doing a
disservice if we did not take this opportunity to review the IA at this time.


 


With the brand positioning briefing, your input and the IA/web traffic
review, Small Army can then proceed with a site map and creative strategy (The Point
of Persuasion, as we call it) for the web site design. The web site will
provide you with a clear overview of how content is connected and organized
throughout the site. The creative strategy will serve to ensure that we are all
in agreement as to the style, tone and other creative considerations for the  site.


 

















 


II.                  Creative Development: Design and Copy


Graphic Design/Layout


 


Timing: approximately 18 to 20 business days


 


Upon approval of the planning documents/recommendations, Small Army
will develop design and layout options for the site. The initial presentation
(approximately 10 business days after approval of planning documents) would
include a minimum of 3 design/layout options for the site all aligning directly
with the brand positioning. Please note that, given the work that has been done
to date with Gearon Hoffman, Small Army would look to leverage existing
photography, Illustrations and newly created marketing materials to ensure the
most effective integration with those efforts.


 


Each design option will be demonstrated with a home page and
sub-page. After selecting one design direction, Small Army would then extend
the design to show how it would work throughout the site in order to establish
design standards and general styles for elements such as headers, sub-headers,
bullets, form elements, numbered lists, sidebars, etc.


 


As part of the design process, we will also discuss how Flash or other
rich media could be integrated throughout the site to make it more interesting
from a design and usability perspective. We generally anticipate (and budget)
for no more than two rounds of revisions after the Initial creative design
presentation.


 


Copy Editing/Enhancement


 


Beginning in parallel with graphic design, Small Army will conduct a
thorough review of site copy to determine where copy needs to be updated or
added to align with the new brand positioning. Based on our initial review of
the site and discussions with you, we do not anticipate that more than 15 pages of
the site will require copy modifications as the majority of site content is at
a messaging/content level far below that of the brand positioning.


 


III.              Template Development


 


Timing: approximately 10 to 12  business days


 


Based on our discussions, it is our understanding that the site will
continue to leverage the ektron content management tool and will be hosted with
Hosting.com. We, therefore, assume that OneBeacon will provide Small Army with
any necessary software/licenses for such development. Upon approval of the site
design, Small Army will immediately develop a series of HTML templates that
will serve as the foundation for the entire site. Small Army will conduct this
development Internally on Small Army development servers, and provide access to
OneBeacon for regular review and approval. All templates will also be tested
across Web browser and operating systems to ensure 100% compatibility with
identified browsers.


 

















 


IV.             Technical Implementation


 


Timing: 
Estimated 5 to 7 weeks


 


Upon approval of the templates, Small Army will immediately begin site
implementation, taking the approved templates, integrating them with the ektron
content management system, incorporating all content and images, etc. At this
point in the process, we anticipate that all copy for the site will be approved
and ready for integration. However, we anticipate a final round of review,
editing and approval of all content, images, links, etc. on the site prior to
final launch. Please note that this estimate assumes that the new site will
include an equal amount of content than the current site, with the same level
of functionality.


 


V.                                    Testing and Launch


 


Timing:  Estimated 1 to 2 weeks


 


Prior to going live, Small Army will conduct thorough testing of the
site to ensure that all content, images, Flash, links and other functionality
work as planned in all identified browsers and platforms. Upon final review and
approval, Small Army will work with your hosting provider, Hosting.com to upload the site from our
development server to the live, production server. As part of this process,
Small Army will also make a complete back-up of your existing site and provide
that to you for your records.


 


Post-launch/Maintenance


Small Army will, of course, be available for post-launch updates and
changes to the site. However, we anticipate that the majority of such work
would be conducted by OneBeacon (as it is today), so we have not included fees
for maintenance in this proposal.


 

















 


FEES


 


Small Army’s fees for the work outlined in this proposal would be
$51,000. This fee Includes all planning, design, template development, creation
of basic Flash components for the site and implementation, using ektron,
through site launch. We do not anticipate that the site will require
significant Flash development and have budgeted accordingly. However, If a
selected design does require such Flash work it could potentially impact the
cost (of course, we would share that with you if/when we presented such a
design).


 


The fee is
based on the following project tasks:


 


	
  Task

  	
   

  	
  Fee

  	
   

  
	
  Planning and overall project
  management

  	
   

  	
  $

  	
  8,000

  	
   

  
	
  Graphic Design

  	
   

  	
  $

  	
  14,000

  	
   

  
	
  Copy review,
  writing/editing

  	
   

  	
  $

  	
  3,000

  	
   

  
	
  Template development

  	
   

  	
  $

  	
  4,500

  	
   

  
	
  Technical implementation

  	
   

  	
  $

  	
  19,000

  	
   

  
	
  Final testing and launch

  	
   

  	
  $

  	
  2,500

  	
   

  
	
  Total

  	
   

  	
  $

  	
  51,000

  	
   

  



 


Given the scope of work and estimated
timing, we propose the following billing schedule:


 


	
  Date

  	
   

  	
  Fee
  Invoiced*

  	
   

  
	
  Project
  approval (25%)

  	
   

  	
   

  	
   

  
	
  October 1, 2006

  	
   

  	
  $

  	
  12,750

  	
   

  
	
  November 1, 2006

  	
   

  	
  $

  	
  12,750

  	
   

  
	
  Upon completion (or
  12/31/06, whichever is earlier)

  	
   

  	
  $

  	
  12,750

  	
   

  
	
  Total

  	
   

  	
  $

  	
  51,000

  	
   

  



 






* Does
not include out of pocket expenses


 


Please note that Small Army’s fees do not include
out-of-pocket expenses (i.e., printing, postage, photography, Illustration,
copies, phone and fax) or studio costs (i.e., post-approval copy editing, photo
re-touching and color balancing) associated with this scope of work, as they
cannot be determined until additional needs and specifications are identified.


 


Small Army’s flat rate for all studio work is $105
per hour. Out-of-pocket expenses and studio work estimated at less than $1,000
will be passed along to OneBeacon at cost as they are incurred. Costs
associated with out-of-pocket expenses and studio work over $1,000 will be
invoiced to OneBeacon based on approved detailed estimates, and are due to
Small Army upon receipt. Small Army will manage all vendor payments. 


 

















 


Additional out-of-pocket and studio costs/fees will
be billed in these cases only if the scope of the estimated assignment is
modified. In those instances a subsequent estimate will be provided for review,
approval and payment.


 


All fee invoices are net payable within 30 days. A
finance charge of 1% per month will be invoiced for all payments that are not
paid within that timeframe. We estimate that this scope of work is scheduled to
be completed (site launched) within 16 weeks from project approval. If for any
reason the work is not completed within 20 weeks, due to client delays, all
fees and out of pocket expenses will be immediately payable upon that date.
Fees for any subsequent efforts required to complete the scope after that time
must be agreed upon between Small Army and OneBeacon at that point.


 


Unless work was terminated due to gross negligence
on the part of Small Army, a termination fee equal to 15% of all remaining
fees, plus any expenses incurred by Small Army and accrued but not yet Invoiced
or paid, will also be immediately due and payable to Small Army.


 


SIGNATURES


 


	
  Approved by:

  	
  /s/ Carmen Duarte

  	
   

  	
  Date:

  	
  9.8.06

  
	
   

  	
  Carmen Duarte, OneBeacon

  	
   

  	
   

  	
   

  



 


	
  Approved by:

  	
  /s/Jeff Freedman

  	
   

  	
  Date:

  	
  9/12/06

  
	
   

  	
  Jeff Freedman, Small Army

  	
   

  	
   

  	
   

  



 

















 


SCHEDULE A


 


Statement
of Work


 


	
  ONEBEACON INSURANCE COMPANY

  	
   

  	
  SMALL ARMY

  
	
   

  	
   

  	
   

  
	
  By:

  	
  /s/ Carmen Duarte

  	
   

  	
  By:

  	
  /s/ Jeff Freedman

  
	
   

  	
   

  	
   

  
	
  Carmen L. Duarte

  	
   

  	
  Jeff Freedman Marketing Principal

  
	
  (Printed Name) (Title)

  	
   

  	
  (Printed Name) (Title)

  
	
   

  	
   

  	
   

  
	
  Date:

  	
  9.8.06

  	
   

  	
  Date:

  	
  9/12/06

  
							



 

















 


ONEBEACON


PROJECT FEE MEMO


November 15, 2003


 


	
   

  	
   

  	
  onebeaconagri.com page

  
	
   

  	
   

  	
   

  
	
  Project

  	
   

  	
  Small Army to create a stand alone page for the Agricultural
  (Agri) content with no links to/from the OneBeacon site -client to provide a
  new link to Agri site. 

  
	
  Overview

  	
   

  	
  The new OneBeacon design template and existing Agri content will be
  leveraged.

  
	
   

  	
   

  	
   

  
	
  Standard Fee

  	
   

  	
  $1,800

  



 


Small Army’s fees do not include out-of-pocket expenses (i.e.,
photography, illustration, copies, phone and fax).


 


PROJECT APPROVAL:


 


	
  Client Approval:

  	
  /s/ Carmen L. Duarte

  	
   

  	
  Date:

  	
  11.27.06

  



 
















 


ONEBEACON


PROJECT
FEE MEMO


January 14, 2007 rev 3


 


This Statement of Work is a part of and is hereby incorporated into the
Services Agreement dated September 12, 2006 between Small Army, 20 Newbury
Street, Boston, MA, 02116, and OneBeacon Insurance Group LLC, One Beacon Lane,
Canton, MA, 02021.


 


Project:                                                                                                              eBusinessApplicationsRedesign


 


Overview:


 


Small Army will work with OneBeacon to enhance the look and feel of
OneBeacon’s eBusiness Application to align with the OneBeacon Agent Portal
design.


 


Based on input provided by OneBeacon IT, Small Army will follow the
process outlined below for  this
project:


 


1.  Small  Army will present 2 to 3 base-line design
options for the overall application, applying it to the existing “Home
(template 1)” and “Billing Inquiry Summary (template 2)”  pages. As part of these designs, Small
Army will also consider style modifications as appropriate to the “button/Iconic’
graphics that are part of the system. (Please note that the ‘icons/Illustrations”
will not necessarily change, but the style associated with them may). Small
Army anticipates up to two rounds of edits to a selected design prior to
proceeding.


 


2.  Based on the approved design,
Small Army will provide designs for the remaining six templates (outlined
below. OneBeacon provided 17 screens total, and upon Small Army review, these
were categorized Into 8 distinct templates from which the other screens could
be developed from by OneBeacon).


 


a.               Template 3: Billing Inquiry
Transactions (tab)


 


b.              Template 4: Commission Report
(no tab - header)


 


c.               Template 5: Payments Reports


 


d.              Template 6: Agent Activity
Report (tab)


 


i.                  Non-Payment Report (no tab -
header)


 


ii.               OnTime Status Report (no tab - header)


 


e.               Template 7: Insured/Agency
Electronic Program Applications


 


f.                       Template 8:
Electronic Premium Application Form


 


i.  Select a Producer Code and Choose a Report


 


ii. Automatic Commission
Deposit Application Form


 


iii.
Agency Account Balance PayPhone Application Form


 

















 


iv.                 All Direct Sill
Electronic Programs Application Fenn


 


v.                    Billing Inquiry
Results page


 


vi.                 Billing Inquiry Search page


 


vii.            Pay Phone Application Form


 


3.               As part of
design, Small Army will include the following items:


 


a.               identify a
required form field from an optional form field (such as with an asterisk *)


 


b.              provide options
for highlighting or indicating a field level validation error. For example, if
the user does not fill out a required field, the offending field is highlighted
and displayed.


 


c. Create an “animating wait
icon” for instances when the application is working to return a result while a
search is running, for example.


 


4.               Upon approval
of all design templates, Small Army will provide HTML and CSS flies for
OneBeacon to apply across the entire system for complete Implementation. Flies
will match the output from the Java/JSF components. In addition, Small Army
will provide a separate stylesheet identifying all styles.


 


This project process and fee is based upon the following:


 


1.               The
layout/information architecture of the pages/screens provided to Small Army is
complete. Small Army will not be responsible for any modifications to layout or
IA. Such changes will impact the overall fee.


 


2.               Deliverables
will be provided in the following priority order


 


a.             Template designs


b.           Template HTML/CSS files
(deliver each upon completion)


c.             The first 8 buttons (if
modifications are required)


d.            The remaining 62 buttons (if
modifications are required)


 


	
  Total
  Fee:

  	
  $31,000 ($23,750 will be applied to the 2007 OneBeacon
  design retainer)

  
	
   

  	
   

  
	
  Timing:

  	
  6 weeks beginning January 4, 2008

  



 


Fees outlined in this memo are based on strategies, processes and
schedules that are agreed to by both Small Army and OneBeacon, Including
estimated timing provided in this document. Fee is based on project completion
no later than February 15, 2008. If the project extends beyond this date,
additional fees will be applied.


 


Small Army’s fees do not
include out-of-pocket expenses (i.e., Flash development, video conversions,
software purchases, printing, production, photography, illustration, copies, 


 

















 


phone and fax) or studio
costs (production management, photo re-touching and color balancing) associated
with this scope of work.


 


PROJECT APPROVAL


 


	
  Client Approval:

  	
  /s/ Arne Herenstein

  	
   

  	
  Date:

  	
  1-16-08

  



 

















 


ONEBEACON


PROJECT
FEE MEMO


 


To:  Carmen Duarte


From:  Sandy Chen


Date:  January 22, 2007


Cc:  Jeff Freedman, Allison Hamley


Re:  OneBeacon Portal Design-Updated Scope of Work


 


Overview:


 


With the launch of a new
website that represents the updated OneBeacon brand positioning, it is crucial
that the new brand be further carried through into other OneBeacon
communications materials, both internal and external.  One Key communications vehicle that much be
addressed is the OneBeacon portal.  Small
Army recommends developing a new graphic design for the portal that aligns with
the new brand look, feel and corporate website while also establishing a design
that differentiates the portal from other OneBeacon web properties.


 


Key Events Requiring Scope Modification


 


Upon approval of the previous
scope approval, Small Army immediately had a kick-off meeting with OneBeacon
for briefing on the design requirements. 
With an original desired completion date of January 15, Small Army
immediately proceeded with design development and presented three design
options in early January.  Shortly after
that presentation, several key events occurred which caused a new scope to be
developed.


 


1.                     Additional technical
requirements/considerations were identified by the technical team, including
the strong desire for a left navigation and a majority screen resolution usage
of 800x600.


2.                     Key content elements to be
included on al pages of the site were identified for inclusion in revised
designs.


3.                     The importance of the portal
as a branding opportunity among agents/employees was raised significant, versus
viewing it primarily as a practical content/application tool


4.                     The project completion date
was extended to early/mid-March (hand off of style sheets to the
development team)


5.                     The notion of unique “home
pages” among employees and agents (a total of approximately 12-14 branded
pages) needs to be considered.  (Earlier
designs assumed one home page for agents and one for employees.)


 

















 


Modified
Scope of Work


Graphic
Design


 


On January 18, Small
Army met with OneBeacon to review the portal design requirements in greater
detail to ensure that the next set of designs were in line with needs and
expectations.  At that meeting, many of
the aforementioned items were noted. 
Based on that feedback, Small Army will proceed as follows:


 


Within days after the
approval of this modified proposal, Small Army will provide a creative brief to
OneBeacon for review and approval.  This
brief will outline the general design direction for the portal, content elements
to be included on home and sub-level pages and other key design
factors.  Approximately 10 days after the
approval of the creative brief, Small Army will present three design options
for the portal.  Each option will include
a sample home page and sub-level page, and also show how the page designs
can be modified to work with each of the unique audiences (the 12-14 top
sections/home ages in the agent/employee portal).


 


Upon your selection of a
design direction, Small Army will make modifications as requested (we
plan/budget for no more than 2 rounds of revisions) and also provide additional
design direction on needs for each unique top-section/home page and
specific styles such as tables, bullets, numbered lists, etc. (a list of needs
elements must be provide by OneBeacon with the approved creative brief).


 


Upon approval of the design,
Small Army will prepare HTML templates with style sheets for hand-off to the
OneBeacon development team.


 


Portal
Planning/Consulting


 


In addition to the above,
Small Army is confident that our experience with portal content architecture,
graphic design and implementation can be of significant benefit to OneBeacon —
especially between now and the time of launch. 
Therefore, we recommend that Small Army be an active participant in
portal planning discussion to help advise on best practices and lessons learned
to help ensure your success.  We estimate
approximately 20 to 25 hours per month of such activity during the months of February and
March.


 


Fees:


 


Small Army’s fees for the
portal design work described above will be $24,000. Please note that this fee
includes time/resources that were allocated to the initial scope of work, while
also recognizing a slight increase in the total graphic design scope for the
portal.


 

















 


Aside from the graphic
design work, we propose a monthly fee of $3,750 in February and March 2007
to provide consulting to help drive successful planning and implementation of
the portal (as outlined above).


 


Small Army’s fees do not
include out-of-pocket expenses (i.e. printing, postage, photography,
illustration, copies, phones and fax) or studio costs (i.e. post-approval copy
editing, photo re-touching and color balancing) associated with the scope of
work, as they cannot be determined until additional needs and specifications
are identified.


 


All fee invoices are net
payable within 30 days.  A finance charge
of 1% per month will be invoiced for all payments that are not paid within that
timeframe.  We estimate that this scope
of work is scheduled to be completed (approved files delivered to OneBeacon)
within 6 weeks from project approval.  If
for any reason the work is not completed within 8 weeks, due to client delays,
all fees and out of pocket expenses will be immediately payable upon that date.  Fees for any subsequent efforts required to
complete the scope after that time must be agreed between Small Army and
OneBeacon at that point.


 


Unless work was terminated
due to gross negligence on the part of Small Army, a termination fee equal to
15% of all remaining fees, plus any expenses incurred by Small Army and accrued
but not yet invoiced or paid, will also be immediately due and payable to Small
Army.


 


Please note that, with the approval of this scope of work the
previously approved scope of work dated December 7, 2006 will no longer be
valid.  Fees associated with that scope
of work will not be due to Small Army.


 


PROJECT
APPROVAL


 


	
  Client Approval:

  	
  /s/ Carmen L. Duarte

  	
   

  	
  Date:

  	
  1.26.07

  



 

















 


January 30,
2007


 


Donna Deleo


Director, Creative Services OneBeacon


One Beacon Lane


Canton, MA 02021


 


Dear Donna:


 


I am writing as a follow up to your discussion with Mike about ongoing
creative needs at OneBeacon. It sounds as though there is quite a bit of
activity with design, copy and general studio work. And, as I’m sure Mike told
you - we can  help.


 


It sounds as though you often require anywhere from 15 to 25 hours of
creative assistance on any given week. And, of course, that fluctuates with the
regular ebbs and flows of business. Additionally, we can only imagine the time and resources that are required
of you to line-up freelance assistance, manage that external staff and
continually educate and train those individuals.


 


By leveraging Small Army resources, we are confident that we can:


 


1.          Consistently provide you the
level of quality designers, art directors, copy writers and project managers
required to effectively get work completed.


 


2.          Enable you to more
effectively allocate your time to more productive and creative activity


 


3.          Accomplish more work in less
time, thereby reducing the overall hours required and increasing overall speed
to completion. (This is accomplished with consistent resources staffed to your
account, a proprietary web-based tool to manage ongoing creative activity, and
quality staff that can gel work done efficiently.)


 


To accomplish the above, we propose establishing a retainer-based
relationship whereby Small Army can provide you with a base-line level of
resources to assist you with your ongoing needs. Based on our understanding of
your current activity we recommend a monthly
fee of $8,125 which will enable us to provide an average of 65 hours per month
of combined design, art direction, pre-press and project management activity.
Please note that this represents a discount of approximately 20% off of our
standard “blended rate fee”, as a retainer-based relationship enables us to
better plan resources.


 

















 


The attached addendum (Addendum I dated May 8, 2007) provides an
overview of the fees, terms and conditions of a proposed retainer relationship.
I hope that you find this proposal to he In line with your needs and
expectations. I will follow up with you early next week to discuss this in more
detail. In the meantime, please feel free to call or email me with any
questions.


 


 


Warm Regards,


 


 


	
  /s/Jeff Freedman

  	
   

  
	
  Jeff Freedman

  
	
  Marketing Principal, Small Army

  



 


 


cc:  Carmen Duarte, OneBeacon;
Mike Connell, Creative Principal


 


SIGNATURES


 


	
  Agreed by:

  	
  /s/ Carmen L. Duarte

  	
   

  	
  Date:

  	
  5.09.07

  
	
   

  	
  Carmen Duarte, OneBeacon

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Agreed by:

  	
  /s/ Jeff Freedman

  	
   

  	
  Date:

  	
  5/9/07

  
	
   

  	
  Jeff Freedman, Marketing Principal, Small Army

  	
   

  	
   

  	
   

  



 

















 


Addendum I


 


May 8, 2007


 


Fee Overview


 


The fees outlined in this proposal are based on resources associated
with the anticipated base level of activity during the contract period (May 15,
2007 through May 14, 2008), Since Small Army is staffing toward a
commitment from OneBeacon, and providing a 20% discount (approximately $20,000
over a 12-month period) based on this commitment, it  will be the mutual responsibility of OneBeacon and Small Army
to make sure that resources are appropriately leveraged over the duration of
this agreement.


 


The monthly retainer of $8,125 will be
billed in arrears at the end of each one-month period (first invoice
on June 15) and paid within thirty (30) days of receipt of invoice, At the
end of each three-month period, Small Army will meet with OneBeacon to review
project activity for the previous three months to ensure that project activity
is in line with the retainer agreement. if the total activity in the review
period exceeds an average of $8,125 per month ($24,375) for a three-month
period) in total fees (based on the discounted rate of $125/hour). Small Army
will invoice OneBeacon for any preapproved additional hours at the rate of $150
per hour.


 


Small Army’s fees do not include out-of-pocket expenses (i.e.,
printing, production, photography, illustration, translation, copies, phone and
tax) associated with this scope of work, as they cannot be determined until
additional needs and specifications are identified. These costs will be
included in the production estimates as additional line Items.


 


Out-of-pocket expenses estimated at less than $500 will be passed along
to OneBeacon at cost as they are incurred. Costs associated with out-of-pocket
expenses over $500 will be invoiced to OneBeacon based on approved detailed
estimates, and are due to Small Army within thirty (30) days of receipt of
invoice. Small Army will manage all vendor payments. Additional out-of-pocket
will be billed in these cases only if the scope of the estimated assignment is
modified. In those instances a subsequent estimate will be provided for review,
approval and payment.


 


All fee invoices are net payable within 30 days. A finance charge of 1%
per  month will be invoiced for all
payments that are not paid within that timeframe.


 

















 


Adjustments, Continuations and
Termination


 


As previously mentioned, Small Army will meet with OneBeacon on a  quarterly basis to review activity and
determine how planned activity is aligning with actual activity. It will be the
mutual responsibility of Small Army and OneBeacon to maintain a level of
activity that is in line with the planned retainer. If current/planned activity
is above that which has been originally planned in this agreement, Small Army
and OneBeacon will work to identity any fee increase adjustments to accommodate
for such activity. If current/planned activity is below that which was
originally planned, OneBeacon and Small Army must either adjust project
activity to align with this retainer, or terminate this agreement (see
termination terms below) and establish a new agreement that is in line with the
modified scope of work.


 


This retainer agreement can be terminated at any time by OneBeacon in
accordance with Section 8 of the Services Agreement dated September 6,
2006 by and between Small Army and OneBeacon. All fees accrued to date will be
due to Small Army at that time. Additionally, any expenses incurred by Small
Army and accrued but not yet invoiced or paid, will be immediately due and
payable to Small Army.


 


Upon expiration of this initial 12-month term, the retainer agreement
shall automatically be renewed for successive one (1) year terms with a
standard 5% increase, unless OneBeacon terminates the Agreement in accordance
with Section 8 of the Services Agreement. In the undesired case of early
termination, OneBeacon will be subject to paying full rate ($150/hour) for all
accrued resources during the previous three months of the contract, and
subsequent projects for the remainder of the term of the agreement.


 


Deliverables requested above and beyond the outlined scope of work will
be subject to additional fees, discussed with you prior to commencement.


 
















 


SCHEDULE A, Statement of Work


March 28, 2007 revised


 


Process for Phase I (planning, design and content
organization enhancement):


 


I.                 Planning (Small Army’s “On Point” Approach)


 


Timing:
approximately 6 to 10 business days per site


 


While we have already conducted an initial briefing session for the
project, Small Army would recommend that at least one additional meeting is set
up prior to the creation of planning materials to ensure that all of the
objectives and requirements for the project are clearly understood by both
OneBeacon and Small Army. Also, as part of the next session, Small Army would
ask to be briefed on the work being conducted by your agency partner, Gearon
Hoffman, to ensure that the work we conduct aligns with those efforts.


 


Aside from the meeting noted above, Small Army will review the
information architecture and Web traffic logs from the last few months (if
available) of the existing sites to determine where modifications can/should be
made for a more intuitive user experience.


 


With the brand positioning briefing, your input and the IA/web traffic
review, Small Army can then proceed with a site map and creative strategy (The
Point of Persuasion, as we call  it)
for the web site design. The site map will provide you with a clear overview of
how content is connected and organized throughout the site. The creative
strategy will serve to ensure that we are all in agreement as to the style,
tone and other creative considerations for the site.


 


II. Creative Development: Design and Copy


 


Graphic Design/Layout


 


Timing: approximately 16 to 18  business days per site


 


Upon approval of the planning documents/recommendations, Small Army
will develop design and layout options for the site. The initial presentation
(approximately 10 business days after approval of planning documents) would
include a minimum of 3 design/layout options for the site, all aligning
directly with the brand direction. Please note that Small Army would look to
leverage existing photography, illustrations and marketing materials to ensure
the most effective integration with those efforts.


 


Each design option will be demonstrated with a home page and
sub-page. After selecting one design direction, Small Army would then extend
the design throughout the site in order to establish design standards and
general styles for elements such as headers, sub-headers, bullets, form
elements, numbered lists, sidebars, etc.


 


As part of the design process, we will also discuss how Flash or other  rich media could be integrated throughout
the site to make it more dynamic from a design and usability perspective. We
generally anticipate (and budget) for no more than two rounds of revisions
after the initial creative design presentation.


 

















 


Copy Editing/Enhancement


 


Beginning in parallel with graphic design, Small Army will conduct a
thorough review of the current sites and collateral copy to determine where
copy needs to be updated for effective web communication. While we do not
anticipate considerable re-writing of copy, we do anticipate that some editing
will be required for each page of the sites.


 


III.                     Template Development


 


Timing: approximately 6 to 8 business days
per site


 


Upon approval of the site design, Small Army will
immediately develop a series of HTML templates that will serve as the foundation
for the entire site. Small Army will conduct this development internally on  Small Army development servers, and
provide access to OneBeacon (and the reciprocal companies) for regular review
and approval. All templates will also be tested across Web browsers and
operating systems to ensure 100% compatibility with the required browsers. 
Recognizing that the majority of content on the site will be static, we
are not recommending that a content management tool be implemented at this time
for the entire site. However, once the site maps are established, we may
identify some areas where a content management tool could be useful for more
frequent updating. In this proposal, we have not included costs for a content
management feature, but we can provide a subsequent proposal for such
implementation if it is determined to be necessary,


 


IV.                    a.         Technical Site Implementation


 


Timing: Estimated 3 to 6 weeks per site


 


Upon approval of the templates, Small Army will immediately begin site
implementation, taking the approved templates, populating them with approved
content, incorporating images, etc. At this point in the process, we anticipate
that all copy for the site will be approved and ready for Integration. However,
we anticipate a final round of review, editing and approval of all content,
Images, links, etc. on the site prior to final launch. Please note that this
estimate assumes that the new site will include approximately 15 to 20 pages of
copy, including the secured member-benefit section.


 


IV.              b. Member Registration and Login Implementation


 


In addition to the general implementation of the
site, Small Army will also develop an online member registration tool to enable
members to access specific areas of the site. Understanding that a parallel
project is underway to identify how core tools such as online billing/payment
are being considered by OneBeacon, we would look to make this registration as
streamlined/simple as possible, recognizing that it would likely be replaced at
some point by a more secure authentication method.


 


Based upon our February 28 meeting, we recommend (and have
budgeted for) an approach which can be used (re-use of code) for all  the sites.


 

















 


See Addendum A for how members can:


 


1. Register for members only
information and sites


 


2. Change email/password and
receive forgotten passwords


 


Please note that this system should prevent non-authorized members from
accessing member benefits, including links and phone numbers to those services.
This method may not prevent a registered member from accessing a service more
than one time. While such prevention mechanisms may be able to be put in place,
each will need to be reviewed further to determine specific requirements (and
associated time/costs).


 


V.                                    Testing and launch


 


Timing: Estimated 1 to 2  weeks


 


Prior to going live, Small Army will conduct thorough testing of the
site to ensure that all content, images, Flash,
links and other functionality work as planned in all identified browsers and
platforms. Upon final review and approval, Small Army will work with your
hosting provider, Hosting.com to upload the site from our development server to
the live, production server. As part of this process, Small Army will also make
a complete back-up of your existing site and provide that to you for your
records.


 


Scheduling Notes


 


While timing estimates are provided for each of the items above, it
should be noted that some of the sites could be developed in parallel. Upon
approval of this proposal, Small Army will develop a schedule for the launch of
the sites.


 


FEES


 


Small Army’s fees for the work outlined in this proposal would be
$117,500 for all three sites (Houston General, Adirondack and New Jersey
Skylands). This fee includes all planning, design, template development,
creation of basic Flash components for the site and Implementation, through
site launch. It also includes the development of a registration/login for
members-only content as described earlier in this document, We do not
anticipate that the sites will require significant Flash development and have
budgeted accordingly. However, if a selected design does require such Flash
work it could potentially impact the cost (of course, we would share that with
you if/when we presented such a design).


 


The fees below are based on the following project tasks. Note that the
fee includes conducting each task for ALL THREE sites, recognizing that
efficiencies are gained when we can plan and implement all three sites in  parallel tracks, and leverage efforts from
one to the others:


 

















 


	
  Task (fee is all three
  sites)

  	
   

  	
  Fee

  	
   

  
	
  Planning and overall
  project management

  	
   

  	
  $

  	
  16,000

  	
   

  
	
  Design Graphic

  	
   

  	
  $

  	
  35,000

  	
   

  
	
  Copy review,
  writing/editing

  	
   

  	
  $

  	
  7,500

  	
   

  
	
  Template development

  	
   

  	
  $

  	
  12,500

  	
   

  
	
  Technical implementation

  	
   

  	
  $

  	
  22,000

  	
   

  
	
  Final testing and launch

  	
   

  	
  $

  	
  7,000

  	
   

  
	
  Member — Only
  login/registration

  	
   

  	
  $

  	
  17,500

  	
   

  
	
  Total

  	
   

  	
  $

  	
  117,500

  	
   

  
	
  Average cost per site

  	
   

  	
  $

  	
  39,167

  	
   

  



 


Given the scope of work and estimated timing, we
propose the following billing schedule


 


	
  Date

  	
   

  	
  Fee
  Invoiced*

  	
   

  
	
  Professional approval
  (25%)

  	
   

  	
  $

  	
  29,376.00

  	
   

  
	
  April 1, 2007

  	
   

  	
  $

  	
  22.031.50

  	
   

  
	
  May 1, 2007

  	
   

  	
  $

  	
  22,031.50

  	
   

  
	
  June 1, 2007

  	
   

  	
  $

  	
  22,031.50

  	
   

  
	
  Upon completion (or 7/1/07
  whichever Is earlier)

  	
   

  	
  $

  	
  22,031.50

  	
   

  
	
  Total

  	
   

  	
  $

  	
  117,500.50

  	
   

  



 






* Does not include out of pocket
expenses


 


Please note that Small Army’s fees do not include out-of-pocket
expenses (i.e., printing, postage, photography, illustration, copies, phone and
fax) or studio costs (i.e., post-approval copy editing, photo re-touching and
color balancing) associated with this scope of work, as they cannot be
determined until additional needs and specifications are Identified.


 


Small Army’s flat rate for all studio work is $105 per hour.
Out-of-pocket expenses and studio work estimated at less than $500 will be
passed along to OneBeacon at cost as they are incurred. Costs associated with
out-of-pocket expenses and studio work over $500 will be invoiced to OneBeacon
based on approved detailed estimates, and are due to Small Army upon receipt.
Small Army will manage all  vendor
payments. Additional out-of-pocket and studio costs/fees will be billed in
these cases only if the scope of the estimated assignment is modified. In those
instances a subsequent estimate will be provided for review, approval and
payment.


 


All fee invoices are net payable within 30 days of
receipt. A finance charge of 1% per month will be 


 

















 


invoiced for all payments that are not paid within
that timeframe. We estimate that this scope of work is scheduled to be
completed (site launched) within 14 weeks from project approval. If for any
reason the work is not completed within 16 weeks, due to client delays, all
fees and out of pocket expenses will be immediately payable upon that date.
Fees for any subsequent efforts required to complete the scope after that time
must be agreed upon between Small Army and OneBeacon at that point.


 


Unless work was terminated due to gross negligence on the part of Small
Army, a termination fee equal to 15% of all remaining fees, plus any expenses
incurred by Small Army and accrued but not yet invoiced or paid, will also be
immediately due and payable to Small Army.


 


	
  SIGNATURES:

  	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Approved by: 

  	
  /s/ Carmen L. Duarte

  	
   

  	
  Date:

  	
  3.29.07

  
	
   

  	
  Carmen Duarte, OneBeacon

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Approved by: 

  	
  /s/ Jeff Freedman

  	
   

  	
  Date:

  	
  3/29/07

  
	
   

  	
  Jeff Freedman, Small Army

  	
   

  	
   

  	
   

  



 

















 


August 15, 2007


 


Donna Deleo


Director, Creative Services OneBeacon


One Beacon Lane


Canton, MA 02021


 


Dear Donna:


 


1 am writing as a follow up to our recent  discussion regarding our existing retainer for design work.
As we’ve discussed, the hourly approach to the retainer is not working as
effectively as either of us would like it to be. Therefore, while we recommend
maintaining the same retainer fee level, we recommend shifting to a primarily “project-based”
resource allocation approach versus an hourly one. The attached modified proposal
(addendum 1) provides an overview of how this will work, along with appropriate
modifications to terms and conditions, as we discussed.


 


I will follow up with you next week to discuss this in detail. In the
meantime, please feel free to call or email with any questions.


 


	
  All the best,

  	
   

  
	
  /s/ Jeff Freedman

  	
   

  
	
  Jeff Freedman Marketing
  Principal

  	
   

  



 


Cc: Carmen Duarte, OneBeacon; Mike Connell, Creative Principal


 


 


SIGNATURES for approval of Addendum I, dated August 10, 2007


 


	
  Agreed by:

  	
  /s/ Carmen L. Duarte

  	
   

  	
  Date: 8.17.07

  	
   

  
	
   

  	
  Carmen Duarte, OneBeacon

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Agreed by:

  	
  /s/ Jeff Freedman

  	
   

  	
  Date:  8/23/07

  	
   

  
	
   

  	
  Jeff Freedman, Marketing Principal, Small Army

  	
   

  



 

















 


ADDENDUM I:  Design Retainer - Modified August 10,
2007


 


This modified scope of work
over-rides the previously agreed-upon scope of work addendum dated May 8,
2007


 


How it
works:


 


Beginning immediately, Small Army will work with
OneBeacon to determine a specific fee for any project put under the retainer
agreement of $8,125 per month. These project fees will be based on hourly
projections and a discounted blended rate of $125 per hour for the project
scope. Once the fee is agreed upon, it will not change unless the scope of work
changes. If the scope of work does change, a modified fee estimate will be
established for review and subsequent approval.


 


In order to allow for small studio/design needs
(non-project based work requests that are estimated at no more than 5 hours),
Small Army will track hours for those “non-project” needs and bill those
accordingly at the $125/hr rate. Such hourly activity will not be done (or
therefore, billed) without approval from the client, and will never total more
than five hours for any given activity (anything requiring more than 5 hours
will be considered a project and a flat fee will be established accordingly).


 


Small Army will keep a running tally of all projects
and “non-project hours” and apply those to the retainer allocation. As outlined
later in this document, we can  review
the tally on a quarterly basis to identify how we may need to increase or
decrease project activity to  align
with scope; or adjust the retainer to align with activity levels.


 


Past/Current
Projects


 


With approval of this revised agreement, Small Army
will apply this approach to all past/current projects, using the project fees noted below:


 


	
  Word templates:

  	
  $4,000

  
	
   

  	
   

  
	
  Claims Kit:

  	
  $6,250

  
	
   

  	
   

  
	
  Accident/Health Kit:

  	
  $9,375

  
	
   

  	
   

  
	
  Design/studio hours:

  	
  none to date

  



 

















 


Billing


 


The monthly retainer of $8,125 will be billed in arrears at the end of
each one-month period (first invoice on June 15) and paid within thirty
(30) days of receipt of invoice. Each invoice will be accompanied by a summary
of approved projects, and how they have been applied to the total retainer
amount.


 


Small Army’s fees do not include out-of-pocket expenses (i.e.,
printing, production, photography, illustration, translation, copies, phone and
fax) associated with this scope of work, as they cannot be determined until
additional needs end specifications are identified. These costs will be included
in the production estimates as additional line items.


 


Out-of-pocket expenses estimated at less than $500 will be passed along
to OneBeacon at cost as they are incurred, and detailed accordingly on
invoices. Costs associated with out-of-pocket expenses over $500 will be
invoiced, with corresponding original receipts, to OneBeacon based on approved
detailed estimates, and are due to Small Army within thirty (30) days of
receipt of invoice. Small Army will manage all vendor payments. Additional out-of-pocket
will be billed in these cases only if the scope of the estimated assignment is
modified. In those instances a subsequent estimate will be provided for review,
approval and payment.


 


All fee invoices are net payable within 30 days. A finance charge of 1%
per month will be invoiced for all payments that are not paid within that
timeframe.


 


Adjustments, Continuations and
Termination


 


As previously mentioned, Small Army will meet with OneBeacon on a
quarterly basis to review activity and determine how planned activity is
aligning with actual activity. It will be the mutual responsibility of Small
Army and OneBeacon to maintain a level of activity that is in line with the
planned retainer. If current/planned activity is above that which has been
originally planned in this agreement, Small Army and OneBeacon will work to
identify any fee increase adjustments to accommodate for such activity. If
current/ planned activity is below that which was originally planned, OneBeacon
and Small Army must either adjust project activity to align with this retainer,
or terminate this agreement (see termination terms below) and establish a new
agreement that is in line with the modified scope of work.


 

















 


Upon expiration of this initial 6-month term (May 15, 2007 through
November 14, 2007), the retainer agreement shall automatically be renewed
for successive three (3) month terms with a standard 5% increase after
each twelve month period, unless OneBeacon terminates the Agreement in
accordance with Section 8 of the Services Agreement.


 


This retainer agreement can be terminated at any time by OneBeacon in
accordance with Section 8 of the Services Agreement dated September 6,
2006 by and between Small Army and OneBeacon. All fees accrued to date will be
due to Small Army at that time. Additionally, any expenses incurred by Small
Army and accrued but not yet invoiced or paid will be immediately due and
payable to Small Army. If this contract is terminated within one year of
commencement, OneBeacon will be subject to paying full rate (project fees will
be recalculated based on $150/hour rather than $125/hr but there will be no
termination fee) for all accrued resources during the previous three months of
the contract, and subsequent projects under this Agreement for the remainder of
the term of the agreement. Upon termination, OneBeacon will be responsible for
any project fees that may be above that which was allocated for in the
retainer. If, upon termination, the total project/hourly fees (after
retro-active three-month fee adjustment) are less than what has been accrued in
retainer payments, OneBeacon will be given 30 days to apply that calculated
difference to subsequent work requests that can be completed, based on
reasonable schedules. As long as OneBeacon requests and provides Small Army
with sufficient direction to begin such work within the 30-day period, such
work can be completed at any time within 3-months from the date of termination.
Deliverables requested above and beyond the outlined scope of work will be
subject to additional fees, discussed with you prior to commencement.


 

















 


ONEBEACON


PROJECT FEE MEMO


January 24, 2007 rev 1


 


This Statement of Work is a part
of and Is hereby incorporated into the Services Agreement dated September 12,
2006 between Small Army, 20 Newbury Street, Boston, MA, 02116, and OneBeacon
insurance Group  LLC, One Beacon
Lane, Canton, MA, 02021.


 


Project:                                               tuitionrefundplan.com
Migration


 


Overview:


 


With the successful migration of collegefund.com,
Small Army will work with OneBeacon to migrate the tuitionrefundplan.com site
to the OneBeacon server.


 


Based on input provided by OneBeacon and A.W.G.
Dewar, Inc., existing components and functionality of the current
tuitionrefundplan.com site will need to be migrated. Our fee is based on the
following assumptions:


 


1.                                       Migration
includes approximately ten HTML pages, eight Student forms, two Claims forms,
and one Request for information form.


 


2.                                       Does not
include a CMS, however an existing database will need to migrate and be
accessible to Dewar (www.tuitionrefundplan.com/management).  Data is sent to Dewar at trp@dewarinsurance
com.


 


3.                                       Page one
form, late entrant forms, requests for information all can be submitted online.


 


4.                                       For the Request
for Information form, the investigation of issues which Dewar has encountered
intermittently around “receiving of data” will not be handled as part of the
initial transfer. The migration to a new server may resolve the issues, but if
they persist, we will need to look at the issues and assess additional costs
which can fall under a website maintenance or be provided in a separate fee
memo depending on the complexity of the issue.


 


5.                                       Claims forms
can be filled out online but cannot be submitted to Dewar as they do not accept
electronic signature.


 


6.                                       Fee does not
include intrusion detection testing, which will be conducted by Dewar or
OneBeacon, prior to migration.


 


7.                                       Fee does not
include website maintenance of site, Maintenance will need to be discussed and
scoped separately.


 


	
  Total Fee:

  	
  $3,750

  
	
   

  	
   

  
	
  Timing:

  	
  2 - 3 weeks

  



 

















 


Fees outlined in this memo are based on strategies, processes and
schedules that are agreed to by both Small Army and OneBeacon, including
estimated timing provided in this document. The timing above is based on when
Small Army receives all assets/access/info from Dewar.


 


Small Army’s fees do not include out-of-pocket
expenses (i.e., Flash development, video conversions, software purchases,
printing, production, photography, illustration, copies, phone anti fax) or
studio costs (production management, photo re-touching and color balancing)
associated with this scope of work.


 


PROJECT APPROVAL


 


	
  Client Approval: 

  	
  /s/ Carmen L. Duarte

  	
   

  	
  Date: 1.29.08