LocalToolbox Proposal for XXXXXXXX

12/2/09
About LocalToolbox

1. Who is LocalToolbox? LocalToolbox is the leading provider of cost-effective,

uniquely branded web portals. Our Affiliates benefit from retained client loyalty
by offering them distinctive local content targeted to their market mixed with
wide-ranging national content, including news, classifieds, photos and video. At
the core of our product is an easy-to-use, web-based publishing system that allows
us to quickly recruit local content partners and edit user-generated content on your
behalf to publish on the portal.
2. Where did we come from? - The concept of LocalToolbox was first born out of
the online newspaper business in 1994 and was translated to a portal platform for
cable operators as part of the ISP Channel in 1998. ISP Channel, which provided
back-end provisioning to get cable operators into the Internet connectivity
business, ceased operations by the end of 2000, during the crash of the “dot-
coms.” At that time, the LocalToolbox portal software platform was spun out to
continue offering the portal service to telecommunications companies across the
U.S.
3. Who are we now? – LocalToolbox now operates more than 800 community
portals in nearly every state. We host portals for 55-plus telecommunications
companies in the U.S. and the Caribbean. Since we pride ourselves on customer
service, we are happy to let our prospective clients talk to our existing affiliates.
4. Where are we going? – In 2007, LocalToolbox officially launched its next
generation of portal software (LocalToolbox 3.0) and is presently (2009) rolling
out its latest version (LocalToolbox 4.1) to affiliates, adding such cutting-edge
technology as Ajax to facilitate “drag and drop” personalization, all-new RSS
reader technology, a new Fox News video player, a fully customized video Player
featuring Reuters news video and locally generated video, and completely
interactive user-generated local content. While historically, much of
LocalToolbox’s focus has been getting local content partners (schools, chambers
of commerce, non-profit groups, etc.) to publish through its web-based publishing
tools, we have begun to broaden that focus to include “user-generated” content.
Our mission of engaging the community with compelling national content and
features, wrapped around a core of true Local content, has never changed. But the
methods by which we achieve that goal are constantly being updated and revised
along with the software platform.
LocalToolbox Portal Features
1. Local Content – LocalToolbox specializes in finding and retaining local content
partners, such as schools, chambers of commerce, local clubs, media outlets and
community members that are featured in the local section of our Today’s News
Module (see image 1).
Image 1

2. Content Gathering – LocalToolbox gets local content through a combination of

online publishing and harvesting features:
a. Publishing – We use a set of web-based publishing tools (see Image 2)
that can easily be accessed from the first page on the portal. The tools
allow selected members of each community to have publishing rights on
the portal, as well as allowing anyone in the community the ability to post
stories, photos, articles, classified ads and videos to the community section
of the portal. The video tool allows users to imbed third-party (YouTube,
etc.) videos to be viewed by others in the community. Local content
partners (schools, chambers, etc.) are hand-picked by LocalToolbox
and/or its affiliates in each community and have access to publish live on
the portal. In addition to the approved local content partners, anyone in the
community can contribute stories, photos, classified ads and calendar
 events to the portal. Those submissions or “user generated content” are
then queued until approved by the site administrator (LocalToolbox editor
or affiliate) for publishing.

Image 2

b. The Method – Regular contributors of user generated content through the

publishing tool can be tracked and later recruited to become official local
content partners. Once approved as a local content partner, they are
allowed to bypass the editorial queue. We can also turn popular
contributions to the portal into a local RSS feed (see Harvesting) to which
other users can subscribe.
c. Harvesting – LocalToolbox uses a combination of RSS (Really Simple
Syndication) protocols to receive headlines from local news organizations
such as newspapers, radio and TV stations. We also have a “web
harvesting” script that allows us to pull headlines from any existing media
website even if they are too small or not yet advanced enough to provide
 RSS feeds. It is no simple task to retrieve data from hundreds of tiny news
sources that often change their formats. (see Image 3)

Image 3

3. Local Advertising – In addition to local content, LocalToolbox specializes in

selling and/or helping its affiliates sell local advertising on the portal (see Image
4). We can do it all for you and write you a check at the end of the month, manage
the process for your sales teams for a nominal fee, or let you do it all yourself
through our online ad tools at no charge. LocalToolbox is also soon releasing a
video ad player in which local TV commercials will be streamed over the portal.
Image 4
4. User Manager – Registered users on the LocalToolbox portal system can login to
their portal and customize their content through “drag and drop” movement of
modules and by adding their own RSS feeds (see Image 5). The user manager
allows users to choose from hundreds of RSS feeds available on the web and
quickly add them to their personalized page. Users can also add their own stock
quotes to the ticker and add as many weather zip codes as they’d like to have
displayed on their personalized portal.
Image 5

5. Video Player – LocalToolbox offers two primary video player systems: A fully-
customizable Reuters News Service/Local Origination video player and a
customized Fox News video player.
a. Fox News Player - Through our partnership with Fox News,
LocalToolbox can customize a Fox News video player (see image 6) on
the portal for each of its affiliates. Users can choose from thousands of
videos on dozens of subjects such as news, business, entertainment, music,
movies, TV, comedy, games, sports, family, science/technology, etc. The
Video Player appears both on the front page of the portal (see Image 6)
and in its full version on an inside Video Channel page (see Image 7).
Image 6 – Fox Portal Front Page Version

Image 7 – Fox Inside Video Channel Page Version

b. Reuters News Service – Through our partnership with Reuters News
Service, LocalToolbox can customize a Reuters/Local video player (see
image 8) on the portal for each of its affiliates. Users can choose from
thousands of videos on dozens of subjects such as news, business,
entertainment, music, movies, TV, comedy, games, sports, family,
science/technology, etc. The Video Player appears both on the front page
of the portal (see Image 8) and in its full version on an inside Video
Channel page (see Image 9).
Image 8 – Reuters Portal Front Page Version

Image 7 – Reuters Inside Video Channel Page Version

 c. Local Origination Video Player (available Q1 2010) – Integrated with
the Reuters video player is a content management tool that allows
Affiliates to upload their own locally generated content to the video
player. This local video is controlled by the Affiliate and can consist of
any video they deem appropriate for the portal, such as customer service
videos, product demos, local commercials, local sports, etc. This feature
will require the Affiliate to host a custom-built video server on their
network and may incur additional fees. LocalToolbox maintains this
server remotely for the Affiliate, although the Affiliate retains the rights to
controlling the actual video on the server.

6. Open Platform - The LocalToolbox platform is designed in such a way that we

can integrate just about any content you’d like to see on your portal. We have
numerous pre-negotiated deals with content companies such as Google, TV
Guide, Tribune Media Services, Associated Press (see Image 10), Fox News and
several more, but you are not obligated to use any of these partners. We believe
that choice is a good thing. If you can find a content partner you like better, we
will work with your partner to give your users the best experience possible on the
portal.
Image 10
7. Search – LocalToolbox uses Google for search (see Image 11). LocalToolbox
typically passes up to 80% of the revenue generated by search back to our
affiliates. We believe that our affiliates should be able to generate substantial
revenue from search, often as much as 25-35 cents per subscriber. Additionally,
LocalToolbox takes a direct feed of search results from Google. This allows
LocalToolbox to display search results directly on the portal (see Image 12),
instead of sending your customers away to Google. Displaying search results on
the portal allows us to keep visitors inside the portal and expose them other types
of local advertising and links to other features in the portal.
Image 11

Image 12

8. Mobile Platform – The newly released mobile platform (see image 13) connects
customers to the community portal even when they’re not at their computer.
Customers can now post and browse local news, classified ads, photos and events
right from their phone, PDA or other mobile device. The mobile platform also
allows them to search with Google.
 Image 12

9. Tip of the Iceberg – This is just a small sampling of what LocalToolbox can do
for its affiliates. We consider ourselves your “in-house, out-sourced solution.”
You get all the benefit of a low-cost, out-sourced solution with all of the control
and benefit of an in-house product. LocalToolbox also offers online gaming (see
Image 14), fully customized weather (see Image 15), TV listings grids (see Image
16), entertainment channels, sports news and more …
Image 14
Image 15

Image 16
Pricing and Product Descriptions

Attached here are the portions of the LocalToolbox contract below (Exhibits 1 & 2) that
specifically deal with pricing:
Exhibit 1
LocalToolbox Products and Services

Premium/Enterprise Portal:
Company shall provide Affiliate with a Portal and tool kit to enable Affiliate to provide and
enable localized content to Affiliate's customers in a particular location. The Portal shall include
at least the following:

Homepage Modules included in Premium Portal

- User Manager (optional) – Allows individual users to login and customize portal with
“drag and drop” and adding RSS feeds
- Email – Allows users to login to Affiliate’s email system
- Google Search – Web search and Top Searches
- Today’s News (Associated Press news) – Animated Flash module
- Services – Links into Services Channel page for company information
- Promo – Links to company promotional materials
- Health – Promotes content contained on Health Channel Page
- Entertainment News & Videos – Promotes content on Entertainment Channel Page, such
as Clever Media games, movie trailers and information, music news and video, TV news
and video
- My Weather – Individually customizable weather module
- Finance News & Videos – Promotes Finance Channel Page
- Sports News & Videos – Promotes Sports Channel Page
- Yahoo! Finance – Stock chart and Quotes
- Feature Movie – Movie promo and link to local show times (only available in areas with
Local License, as outlined below)
- National Advertising Module

Channel Pages included in Premium Portal

- News: Reuters or equivalent news, photos, video – Fox News or Reuters video player
- Weather: Localized for market (with or without Local License) and personalizable
- Sports: News, video, scores and scheduled games
- Finance: News, video, market index, quotes
- Entertainment: News, movies, music (player not included), games (Clever Media), TV
news, TV listings (see below)
- Video: Fox News or Reuters video player, includes more than 10 video channels
- Services: Customizable modules to present company products, services and help

Local License
- Local Tab in Today’s News module
- Local Papers/RSS feeds Tab in Today’s News module
- Local Channel Page – Includes web-based publishing system for Local Content Partner
and User Generated Content publishing to Portal.
- Local Calendar
- Local Photos
- Local Web Cameras
- Local Movie Listings within designated zip codes
 - Local Advertising Module
Exhibit 2
LocalToolbox Rates and Fees

Premium Business Portal Rates (includes 10 hours of custom development)

Data Subscribers Setup Fee Monthly Fee Local Licenses Included*
0-25,999 $750 $750 3

Premium Enterprise Portal Rates (includes 20 hours of custom development)

Data Subscribers Setup Fee Monthly Fee Local Licenses Included*
26,000-49,999 $1,500 $1,500 5
50,000-200,999 $3,000 $3,000 5
201,000-500,999 $5,000 $5,000 5
501,000-1,000,000 $8,500 $8,500 5
1,000,001+ $12,000 $12,000 5
*Add. Local License $225 $225 or 5 for $1,000

Search Revenue - Google

- Affiliate Portal or the combination of all Affiliate Portals must generate more than 50,000
page views per month to qualify to receive search revenue.
- Company will issue payment to Affiliate each month based on the total number of page
views on the Portal(s). Payments are calculated at $3.60 per 1,000 total page views each
month.
TV Listings
Affiliate may choose between three TV listings programs:
- TV Guide (Free) – I-framed TV Guide grid inside the Affiliate Portal. Grid contains links
to additional TV information that is hosted on TV Guide’s site.
- Tribune Media Services – TMS (Additional Charge) – TV listings grid is completely
contained within Affiliate Portal. Links to additional information are also completely
contained within Affiliate Portal.
TMS fees: Monthly Fee Channel Lineups/Grids
$600 1-10 headends
$850 11-25 headends
$1,100 26-50 headends
$1,350 51-75 headends
$1,800 76+ headends

Hit (Page view) Reporting

- Web-based Analytics Tool – No charge

Optional Products and Services

Product Integration
Affiliate reserves the right to negotiate relationships with third-party content providers and ask
that they be integrated on the portal. Such integration services may incur additional charges for
integration based on the complexity of the service. Such charges, if any, would be quoted by
Company and approved by Affiliate before any such integration work would commence.

Design
Upon mutual agreement, Company will provide Affiliate with additional custom portal design
work at a rate of $175 per hour.
Server
All portals are by default hosted by the Company on Company’s equipment in Company’s data
center at no additional charge. Should affiliate decide to host the portal itself on its own network
in its own facility, Company shall purchase, setup and install a server to host Affiliate's Portal on
Affiliate’s network. Upon installation in the Affiliate’s facility, title to the server will pass to
Affiliate. The fee for Server procurement and installation is $3200 ($1,500 for the server, $1,700
for software setup). There is an additional monthly maintenance charge of $250 for non-
enterprise affiliates. Should Affiliate provide its own server, Company will charge Affiliate
$1,700 for software setup only.

Domain Name Service

Company shall procure and host Affiliate’s preferred domain name (depending on availability of
preferred name) for a fee of $50 per year, due in advance of each year’s renewal.