Scott Van Velsor and Kristin Luna, who wrote the blog post and own Odinn Media, claim the MTCDC refuses to pay them adequately for the work they did on the Manchester tourism website after their contract expired. A new contract was sought, however an agreement was never reached. The original agreement, according to a statement made by the MTCDC, was from February 2017 through February 2018.
In a letter sent by city attorney Gerald Ewell on Dec. 31, 2018, the city offered $4,500 in compensation for Odinn media’s work during the lapse of a contract and a nondisclosure agreement.
“The City of Manchester is in receipt of your communications and bills concerning work you claimed to have performed which you claim benefitted the City of Manchester,” Ewell said in the letter to Odinn Media. “As your communication of August 26, 2018 indicated; these claimed activates occurred when Odinn Media was aware its contract had expired; had not been renewed and there was no contract between Odinn and the City of Manchester.”
The amount was agreed upon unanimously during the MTCDC meeting on Nov. 26, 2018, according to the minutes. MTCDC chair Ryan French claims he invited Odinn Media to the meeting, but they did not attend. Van Velsor disputed the invite and claims he received “a picture from a place they were meeting with no context…but we didn’t have a clue until afterward that they were discussing our unpaid invoices.”
Odinn Media claims they have a right to be paid reasonably for their work, as the scope of the work they did was done knowingly and in communication with the MTCDC, despite not having a contract.
Odinn Media claims the city owes them $20,000 for the work done after the contract expired. The original contract paid $12,000 for contract-related work and an additional $175/hour for consulting work. The amount invoiced by Odinn Media was based on the consulting fees.
“At the December 2017 MTCDC meeting, Odinn Media presented on the content being developed for the website,” according to a letter sent from attorney Rick Sanders, who is representing Odinn Media, to Ewell on March 8, 2019. “With the Contract set to expire in February 2018 and the MTCDC having expressed a desire to have the Website live in Spring 2018, Odinn Media offered to manage the Website buildout for <redacted> a month as a renewal of the Contract. There was no quorum present, so Odinn Media’s offer could not be taken up…The MTCDC, however, just tabled the issue at its March and April 2019 meetings.
“Odinn Media was surprised to learn, therefore, that there would be no renewal and there would be no payment of the invoices,” according to the letter.
Both parties claimed they tried to settle the matter without getting attorneys involved. It is unclear if legal action will be taken against the city at this time.
Odinn Media’s claims
Van Velsor explained he and Luna worked under the expired contract with the assumption MTCDC would agree on a new contract and would offer them payment for their services. After the MTCDC tabled the matter during several meetings, they decided to send an invoice to the city to receive payment.
Odinn Media invoiced the following tasks completed between March 1, 2018 to June 30, 2018, which includes, but is not limited to: writing calendar guidelines for Manchester business and tourism partners and create/manage calendar to populate the website (4 hours); cleaning up Twitter and Facebook accounts (6 hours); website build management, copy writing, integration of content, developer cultivation and guidance, liaison and consultation with Tourism Commission (45 hours); daily communications with website developer on design decisions, structural layouts, linkages, pages and photo spreads (40 hours); and website assembly using Odinn Media’s content, stories and photos, laying out and formatting (25 hours).
At the time of the invoice, 33 content topics and web page tabs were still being used by tourism.
“I will point out that we had an hourly rate agreed upon in the first contract that rolled over into work that went beyond contract renewal. This is how we eventually billed them for work completed when the contract didn’t get renewed,” Van Velsor said. “There’s nothing extra or surprising about this to them, or at least it shouldn’t have been if they took the job of managing contractors like us seriously.”
During this time, Odinn Media was presenting work to the MTCDC as well. According to dated screenshots taken of VisitManchesterTN.com before it was taken down, new content (photos and articles) was completed between the months of February 2018 and May 2018.
In the month of May 2018, there were numerous communications between French, Odinn Media and MTCDC member Tim McFall about the work Odinn Media was doing. One of the messages between Odinn and McFall showed McFall checking up on progress.
McFall asked, “How did the session go with the golf course?”
Odinn Media responded, “I guess Barry was out of town and forgot to pass along the message that we were coming, but Phillip (contracted photographer) managed to snag some guy from the pro show who modeled for him and all was well. To be honest, we haven’t had trouble anywhere we’re just popped in on to take photos…We even shot at Mercados Patty yesterday for two hours and they totally loved it.”
Odinn Media is fighting they are owed reasonable payment for their services under quantum meruit. Quantum meruit means a reasonable sum of money can be expected to be paid for services when the amount due is not stipulated in a legally enforceable contract.
Odinn Media also claimed copyright to the content that was created after the contract expired. Due to this, VisitManchesterTN.com was taken down in May, as well as all of Odinn Media’s photos and posts on social media.
The MTCDC issued the following statement in response to Odinn Media’s initial blog post: “During the contracted period of time, Odinn Media was tasked with setting a digital strategy among other marketing related activities. This resulted in the Manchester Tourism and Community Development Commission contracting with professional photographers, and a website design company. All of these contracted obligations were paid in full and in good faith.
“Upon expiration of the contracted period of time, Odinn Media forwarded charges to the Manchester Tourism and Community Development Commission that were not authorized, not contracted, and not requested. While negotiations about these claimed charges have continued, the Manchester Tourism and Community Development Commission have worked to resolve the disputed claims in a practical way, however, paying for a service with government funds without benefit of a bid, contract, or even a basic request is something against not only our policy but also state law,” according to the statement.
In an interview with the Times, French elaborated further.
“The goal was to re-contract them, we just wanted it to be done in the next fiscal year,” French said.
He added the MTCDC cannot legally agree to a raise in contracted prices without a request for proposal, contract and a vote from the MTCDC.
“The hours that we’ve been billed are astronomical in my opinion,” he said, adding he can’t imagine the work Odinn Media invoiced was done in the amount of time they specified, nor was a majority of the work in relation to the website.
“Without a vote and a RFP, we cannot justify giving them…a 66 percent raise,” French said.
As for the scope of the work done during the lapse of contract, French said he believed most of the content was built prior to February 2018. The work that was agreed upon, to French’s understanding, was that Odinn Media would continue to mediate communication between the contracted photographer and 22 Pines, the website designer MTCDC hired.
On March 8, 2018, Ewell sent a letter to Sanders.
The letter states, “As to actions performed after February 2017; I enclose a copy of a communication from the Odinn Media CFO, in which Odinn acknowledges ‘There was very little communication from the Commissioners, and, for whatever reasons, the decision on the contract kept getting pushed back to later meetings’ (emphasis supplied). The CFO acknowledges ‘We could have simply stopped work on the project because we didn’t have a new contract, but due to out working relationship prior, trusted this would be handled within a few months of expiration…’ (emphasis supplied).”
“The CFO further notes ‘…we were told in May that we needed to wait until the new fiscal year for a renewed contract…,’” according to the letter.
The letter later stated the city would “be willing to consider reasonable compensation” for Odinn Media’s services, hence the $4,500 offer.
22 Pines contract
Another vendor was brought in to do the design work for the website. 22 Pines was contracted to create a fully customized web design, graphic and brand design, web development, integration of all email/accounts/social configuration, project management and QA/testing, according to the contract. The company was recommended to the MTCDC by Odinn Media.
The estimated final cost of the contract was $9,200, or $100/hour.
French believed 22 Pines would be in charge of design and development, as per their contract.
Van Velsor agreed that it was 22 Pines who designed and developed a majority of the site, but pointed out that generating and uploading content is not the same as designing the site’s banners, tabs and navigation panels and integrating social media and email.
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