HomeMy WebLinkAbout2017-749-Visitor Bureau-DATA Agreement 1
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DATA AGREEMENT 'S
This Data Agreement (the "Agreement" or "Data Agreement") states the terms and conditions that govern
the contractual agreement between Airdna LLC having its principal place of business at 1644 Platte St . 41^
Floor , Denver CO 80202 (the "Data Provider") , and Chapel Hill/Orange County Visitors Bureau (the
" Client" ) who agrees to be bound by this Agreement .
WHEREAS , the Data Provider offers data services in the field of vacation rental analytics ; and
WHEREAS , the Client desires to retain the services of the Data Provider to render data services laid out
below according to the terms and conditions herein .
NOW , THEREFORE , In consideration of the mutual covenants and promises made by the parties hereto ,
the Data Provider and the Client (individually , each a "Party " and collectively , the "Parties ") covenant and
agree as follows :
1 . TERM . This Agreement shall begin immediately and continue until canceled by the Client . The
minimum term of this agreement is 12 months .
2 . DATA SERVICES . The Data Provider agrees that it shall provide its data to the Client for data
analytics (the "Data Services ") , specifically :
o Monthly Market Summary Reports for the following regions :
■ Orange County
■ Chapel Hill
■ Hillsborough
■ Carrboro
o Market Minder access to Orange County (Chapel Hill , Hillsborough , Carrboro)
3 . COMPENSATION . The Client agrees to pay $210/month .
4 . INTELLECTUAL PROPERTY RIGHTS IN WORK PRODUCT . The Parties acknowledge
and agree that the Data Provider retains intellectual property rights over the raw data transferred .
5 . USES . The Client agrees that the data provided cannot be published in its raw form in a public
setting , nor in its raw form for commercial remuneration , nor transferred to those not involved in
the research work of the Client .
6 . CONFIDENTIALITY . The Data Provider shall not disclose to any third party any details
regarding the Client ' s business , including , without limitation any information regarding any of the
Client ' s customer information , business plans , or price points (the " Confidential Information") ,
(ii) make copies of any Confidential Information or any content based on the concepts contained
within the Confidential Information for personal use or for distribution unless requested to do so
by the Client , or (iii) use Confidential Information other than solely for the benefit of the Client .
The Client may publish any insights gained from the data , but may not share the raw data files
with any outside organization .
7 . DISCLAIMER . The Client undertakes to understand the methodology behind the data gathering
and as such , the Data Provider holds no liability as to the accuracy of the information . The Client
understands that the information is gathered based on reasonable assumptions and the Client holds
that the information is a directional estimation .
8 . NO MODIFICATION UNLESS IN WRITING . No modification of this Agreement shall be
valid unless in writing and agreed upon by both Parties .
9 . APPLICABLE LAW . This Data Agreement and the interpretation of its terms shall be governed
by and construed in accordance with the laws of the State of California and subject to the
exclusive jurisdiction of the federal and state courts located in Los Angeles County , California .
IN WITNESS WHEREOF , each of the Parties has executed this Data Agreement , both Parties by its duly
authorized officer , as of the day and year set forth below .
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Airdna LLC Chapel H ' /O ge ounty to 's ureau
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Kellen Kruse Laurie PjDirec
Business Development Director Executivor
DATE : 10/ 17/2017 DATE : 10/ 17 /2017
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