HomeMy WebLinkAbout23S307 - AIRPORT ONE LLC�;�SECURA
INSURANCE COMPANIES
OTHER INTEREST COPY
483779
5025235
PO Box 819
Appleton, WI 54912-0619
secura.net
rRl
CITY OF PALM SPRINGS
3200 E TAHQUITZ CANYON WAY
PALM SPRINGS CA 92262
Thursday Sep 26 01:00:07 M24
RECEIVED
SEP 3 0 2024
OFFICE OF THE CITY CLERK
49
OTHER INTEREST COPY
Aft 0SECURA
INSURANCE COMPANIES
PO Box 819
Appleton, WI 54912-0819
secura.net
483779
INSURANCE CANCELLATION NOTICE
DATE: 09/25/2024
NAMED INSURED AND MAILING ADDRESS: AGENCY NAME AND ADDRESS: AGENCY NUMBER:
AIRPORT ONE, LLC ANSAY & ASSOCIATES LLC 483779
116 S COMMERCIAL ST STE 200 AVE STE 310
NEENAH WI 54956 4351 W COLLEGE
APPLETON WI 54914
TELEPHONE: 920-560-7000
INSURANCE
COMPANY
POLICY
TYPE
POLICY
NUMBER
EFFECTIVE TIME & DATE
OF CANCELLATION
Mutual
Bus Prot
BP 3381292
12:01 A.M. 07/15/2024
Mutual
Umbrella
CU 3381293
12:01 A.M. 07/15/2024
SECURA is no longer providing coverage for the named insured's policy(ies) as of the --
effective date(s) shown in the policy schedule above.
This notification is for informational purposes only. No coverage for the recipient of this notice
is granted or implied by the issuance of this notice of cancellation or nonrenewal.
SECURA INSURANCE COMPANIES
Underwriting Division
FORM PLI 0552 1101
09/25/2024
50
��S E C U R A OTHER INTEREST COPY 483779
INSURANCE COMPANIES 5025235
PO BOX 819 Thursday Sep 5 0036:13 M24
Appleton, WI 54912-0819
secura.net
RECEIVED
SEP 11 2024
OFFICE OF THE CITY CLERK
CITY OF PALM SPRINGS
3200 E TAHQUITZ CANYON WAY
PALM SPRINGS CA 92262
9
�11 S E C U R A OTHER INTEREST COPY
INSURANCE COMPANIES
PO Box 819
Appleton. WI 54912-0819
secura.net
483779
INSURANCE CANCELLATION NOTICE
DATE: 09/04/2024
W-
NAMED INSURED AND MAILING ADDRESS: AGENCY NAME AND ADDRESS: AGENCY NUMBER:
AIRPORT ONE, LLC ANSAY & ASSOCIATES LLC 483779
116 S COMMERCIAL ST STE 200 AVE STE 310
NEENAH WI 54956 4351 W COLLEGE
APPLETON WI 54914
TELEPHONE: 920-560-7000
INSURANCE
COMPANY
POLICY
TYPE
POLICY
NUMBER
EFFECTIVE TIME & DATE
OF CANCELLATION
Mutual
Bus Prot
BP 3381292
12:01 A.M. 07/15/2024
Mutual
Umbrella
CU 3381293
1 12:01 A.M. 07/15/2024
SECURA is no longer providing coverage for the named insured's policy(ies) as of the
effective date(s) shown in the policy schedule above.
This notification is for informational purposes only. No coverage for the recipient of this notice
is granted or implied by the issuance of this notice of cancellation or nonrenewal.
SECURA INSURANCE COMPANIES
Underwriting Division
RECEIVED
SEP 11 2024
OFFICE OF THE CITY CLERK
FORM PLI 0552 1101
09/04/2024
10
Po Box 819
O S E C U R A I Appleton, WI 54912-0819
INSURANCE COMPANIES (920)739-3161
SECURA Insurance Company
BUSINESS PROTECTOR POLICY
CANCELLATION
ACCOUNT NUMBER: 5025235
NAMED INSURED AND MAILING ADDRESS
AIRPORT ONE, LLC
116 S COMMERCIAL ST STE 200
NEENAH, WI 54956
POLICY NO. 20-BP-003381292-1 END: 001
AGENCY AND MAILING ADDRESS 483779
ANSAY S ASSOCIATES LLC
AVE STE 310
4351 W COLLEGE
APPLETON, WI 54914
(920) 560-7000
POLICY PERIOD: FROM 01/26/2024 TO 01/26/2025 AT 12:01 AM STANDARD TIME AT YOUR MAILING
ADDRESS SHOWN ABOVE.
Effective 07/15/2024 this policy is cancelled Pro Rate.
Reason For Cancellation:
Insured Request
Return premium, if any, will be credited to your account.
not a bill - Invoice to follow.
RETURN PREMIUM 1 $ $574
TOTAL RETURN PREMIUM FOR 195 DAYS I $ $574.00
RECEIVED
AUG 19 2024
OFFICE OF THE CITY CLERK
111 . 0� 4 .
08-06-24 ja03648 1500DO DE
Page 1 of 1
N
CONTRACT ABSTRACT
Contract/Amendment
Name of Contract:
Company Name:
Company Contact:
Email:
Summary of Services:
Contract Price:
Contract Term:
Public Integrity/ Business
Disclosure Forms:
Contract Administration
Lead Department:
Contract Administrator/ Ext:
Contract Approvals
Council/City Manager Approval Date:
Agreement Number:
Amendment Number:
Contract Compliance
Exhibits:
Insurance:
Routed By:
Bonds:
Business License:
Sole Source Co-Op
CoOp Agmt #: Sole Source
Documents: CoOp Name:
CoOp Pricing:
By: Submitted on:
Contract Abstract Form Rev 8.16.23
Authorized Signers:
Name, Email
(Corporations require 2 signatures)
Fly My Airport
Airport One LLC
Steve Romme
sromme@airportonellc.com
A program that provides real time airline pricing to our website
and collects attribution data that can be used for marketing
purposes.$10,000
5 months
N/A
Steve Romme: sromme@airportonellc.com
Patrick Tracey: ptracey@airportonellc.com
Information Technology
Larry Klingaman
N/A
23S307
N/A
Yes
No
No
Department
N/A
Yes
Sole Source attached.
N/A
N/A
N/A
9/25/23 Kendall Bradley
DocuSign Envelope ID: 0D5BF88B-B03D-4E63-AC34-F0AA6DBBBE57
X
1
AIRPORT ONE MASTER SUBSCRIPTION AGREEMENT NO. 23S307
This Master Subscription Agreement ("Agreement") is a binding legal contract between
_______________________ ____ (“Subscriber”) and Airport One, LLC ("Airport One").
RECITALS
A.Airport One has developed the Airport One Solution, a cloud-based software solution, website
pages and templates, and search widget that is installed on a website, to enable travelers to search for flights,
vacation packages, rental cars, and accommodations; and
B.Subscriber desires to purchase a subscription to the Airport One Solution, and Airport One desires
to grant a license to Subscriber to use the Airport One Solution, on the terms and conditions of this
Agreement.
AGREEMENT
1.Definitions.
“Airport One Affiliate” means a third party that provides services or licenses software, API’s, information,
or data to Airport One for use by Subscriber with the Airport One Solution.
“Airport One Data” means data collected by Airport One or an Airport One Affiliate, as well as data
generated by the Airport One Solution, Airport One, an Airport One Affiliate or a third party such as Google
Analytics or other third party, through a Subscriber’s and User’s access and use of the Airport One Solution.
"Airport One Solution" means collectively the hosted FlyMyAirport Software, the FlyMyAirport Portal,
the Flight Search Widget and corresponding Documentation.
“Documentation” means written information and specifications pertaining to the use and operation of the
Airport One Solution as may be amended from time to time by Airport One.
“FlyMyAirport Software” means the hosted templated search pages and software application.
“FlyMyAirport Portal” means the online support portal made available to Subscribers for onboarding,
contact and billing information, administration and support ticketing system.
“Flight Search Widget” means the widget made available to Subscriber for placement on Subscriber’s
website and third-party websites approved by Airport One.
“FlyMyAirport Domain” means the custom subdomain located at fma.[subscriber airport].com, and/or
flymyairport.[subscriber airport].com developed and owned by Airport One.
“Set-up Fee” means the set-up fee charged by Airport One to develop a templated solution and a search
widget for use by Subscriber.
“Subscriber Content” means trademarks, logos, and other content uploaded into the FlyMyAirport Portal
for use by Airport One and Airport One Affiliates in connection with the Airport One Solution.
“Subscriber Data” means Subscriber’s identifiable business information, including, but not limited to
City of Palm Springs
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contact information, address, billing information, brand assets, social profile links, CName access, and W9
information entered into the Airport One Solution by a Subscriber.
“Subscription Fee” means the monthly fee charged by Airport One to access and use the Airport One
Solution.
“Term” means the period of time set forth in Section 4 below.
“Updates” means modified versions, updates, additions, bug fixes, patches and modifications made to the
Airport One Solution by Airport One or an Airport One Affiliate.
"Use" or "Using" means to access, input, download, copy, install or otherwise benefit from using the
functionality of the Airport One Solution and/or Airport One Data.
“User” means a consumer (leisure or business traveler who is looking for a flight, package, hotel, or car)
who visits Subscriber’s website and uses FlyMyAirport features and/or Flight Search Widget.
2. Licenses.
(a) License to Airport One Solution. Upon payment of the Subscription Fee and Set-up Fee,
Airport One grants to Subscriber a limited, non-exclusive license to Use the Airport One Solution and
Airport One Data during the Term for Subscriber's own internal business purposes in accordance with this
Agreement and the Documentation. During the Term, a Subscriber may place the Flight Search Widget on
Subscriber’s main website and on approved third-party websites. To obtain approval, Subscriber shall
submit each third party that Subscriber desires to use the Flight Search Widget in the FlyMyAirport Portal.
Airport One may revoke such approval to any such third party in accordance with the Documentation.
(b) License to Subscriber Content and Subscriber Data. During the Term, Subscriber hereby
grants to Airport One a non-exclusive, royalty-free license, with the right to sublicense to Airport One
Affiliates, any and all Subscriber Content and Subscriber Data s olely for the purpose of providing the
features and services of the Airport One Solution. Subscriber may manage the Subscriber Content and
Subscriber Data in the FlyMyAirport Portal. Subscriber shall retain ownership of all rights, title and interest
in and to Subscriber Content subject to the license granted herein.
3. Restrictions on Use. Subscriber shall use the Airport One Solution and Airport One Data for your
own internal business purposes. Subscriber shall not attempt to circumvent the Airport One Solution by
obtaining competing services from an Airport One Affiliate. Except as otherwise expressly set forth herein,
Subscriber shall not: (a) process or permit to be processed in any manner the data or files of any third party
through the Airport One Solution; (b) use the Airport One Solution in any manner as part of the operation
of a service bureau; or (c) allow access to the Airport One Solution through any terminals or computers
located outside of your location or using your login credentials which have been assigned to you. Except
to the extent necessary to use the Airport One Solution in accordance with this Agreement, Subscriber shall
not copy, store in any medium (including in the cloud), distribute, transmit, re-transmit, broadcast, modify,
show in public, systematically extract, or commercially exploit all or any part of the Airport One S olution
or Airport One Data without Airport One’s prior written consent. Subscriber shall not use, copy, alter,
merge, adapt, modify, enhance, maintain, rent, lease or sublicense any Airport One Solution licensed
hereunder, or any copy thereof, in whole or in part, except as expressly provided in this Agreement.
Subscriber shall not: (x) reverse-engineer, decompile, disassemble or otherwise make any attempt to access
the source code of the Airport One Solution licensed hereunder, in whole or in part - the license granted by
this Agreement includes no rights in or to the source code version of the Airport One Solution; (y) modify,
or create derivative works based upon any Airport One Solution licensed hereunder, in whole or in part; (z)
DocuSign Envelope ID: 0D5BF88B-B03D-4E63-AC34-F0AA6DBBBE57
3
except as expressly permitted by the terms of this Agreement, copy all or any part of the Airport One
Solution.
4. Term. The Term of this Agreement shall commence upon payment of the Subscription Fee and
continue for a period of five (5) months unless terminated or renewed in accordance with this Agreement.
The Subscriber can request a renewal for an additional twelve (12) month period by submitting a request
through the FlyMyAirport Portal not less than 30-days prior to the expiration of the then current Term.
5. Termination, Suspension and Effect of Termination. Airport One may cancel this Agreement upon
written notice if a Subscriber becomes insolvent or breaches this Agreement and fails to cure such breach
within fifteen (15) days of receipt of notification from Airport One. Airport One may immediately suspend
access to, or terminate a Subscriber’s subscription, if Airport One determines that the Subscriber is violating
any law or attempting to bypass security features employed by Airport One or an Airport One Affiliate.
Upon termination, expiration, or cancellation of this Agreement, Subscriber right to access and use the
Airport One Solution, Airport One Data and Documentation shall cease.
6. Ownership of Data. Apart from Subscriber Data, Airport One shall own all data collected and
processed through the FlyMyAirport Software and Flight Search Widget, including, but not limited to
analytics, anonymized and aggregated Subscriber data, anonymized and aggregated User data. Subscriber
shall retain ownership of all Subscriber Data.
7. Modifications to Airport One Solution, Services and Data. Airport One reserves the right to modify
in part or in whole, or temporarily or permanently discontinue the Airport One Solution, or any features,
modules, content, data and/or services made available through the Airport One Solution for any reason and
at any time upon reasonable prior notice through the FlyMyAirport Portal. Airport One reserves the right
to delete, modify or supplement the data and content of the Airport One Solution at any time for any reason
upon reasonable prior notice through the FlyMyAirport Portal. Airport One is not liable to Subscriber or
any third party, including any User, for modifications, suspension or discontinuance of the Airport One
Solution or any features, modules, content, data and/or services made available through the Airport One
Solution. Continued use of the Airport One Solution constitutes acceptance of any modified terms and
conditions.
8. Maintenance and Availability of the Airport One Solution. If third party software is required for
Subscriber to access or use the Airport One Solution (such as a web browser), Subscriber must obtain a
license of such software at its own expense. Airport One will use reasonable efforts to provide 24 -hour
daily availability of the Airport One Solution to Subscribers. However, Airport One makes no
representations or warranty that the Airport One Solution, or any portion of the Airport One Solution will
be available all the time or that it will be error-free. Subscriber acknowledges and agrees that the Airport
One Solution may, at times, be unavailable due to scheduled or unscheduled maintenance, service upgrades,
or other mechanical or electronic failures. Airport One shall not be responsible for any error, omission,
interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or
destruction or unauthorized access to the Airport One Solution. Airport One is not responsible for any
problems or technical malfunctions of any telephone or fiber network or lines, computer on-line systems,
servers or providers, computer equipment, software, failure of any e-mail to be received by Airport One on
account of technical problems or traffic congestion on the Internet or at any cloud-based system, or any
combination thereof, including any injury or damage to your computer or peripherals related to
downloading any materials in from the Airport One Solution.
9. Billing. Subscriber agrees to pay the initial Set-up Fee and each Subscription Fee as set forth in
Schedule A. All payments shall be made in accordance with the billing and payment terms set forth in
Schedule A. The Set-up Fee and Subscription Fees for the initial term of the Subscription shall be due upon
DocuSign Envelope ID: 0D5BF88B-B03D-4E63-AC34-F0AA6DBBBE57
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execution of this Agreement. Thereafter, Subscriber will be billed the Subscription Fees in accordance with
the terms particular subscription plan selected by Subscriber – monthly, quarterly or annual. Should
Subscriber desire to change its Subscription, Subscriber may do so through the FlyMyAirport Portal.
10. Login Credentials and Security.
(a) Accessing and using the FlyMyAirport Portal requires the use of a username and password
("Login Credentials"). Subscriber is solely responsible for maintaining the confidentiality of its Login
Credentials; and Subscriber is responsible for any activities that occur using Subscriber's Login
Credentials. Subscriber must treat the Login Credentials as confidential and must not disclose Login
Credentials to any third party.
(b) Airport One is not liable for any harm related to the misuse or theft of Login Credentials,
disclosure of Login Credentials, or Subscriber’s authorization to allow another person or entity to acc ess
and use the Airport One Solution using Subscriber’s Login Credentials. Subscriber shall immediately notify
Airport One of any unauthorized use of its Login Credentials or any unauthorized access to Subscriber’s
account page in the FlyMyAirport Portal.
(c) Subject to Subscriber’s duties and responsibilities set forth in this Section 10, Airport One
will use commercially reasonable efforts to make the Airport One Solution secure from unauthorized
access. The Airport One Solution will require industry standard 128bit encryption on all communications
between Subscriber’s network and the Airport One Solution server. The Airport One Solution server
operating system and applications software will be updated and virus-scanned regularly. However,
Subscriber recognizes that no network is completely secure. AIRPORT ONE MAKES NO WARRANTY,
EXPRESS OR IMPLIED, REGARDING THE EFFECTIVENESS OF THE SECURITY OF THE
AIRPORT ONE SOLUTION AND SHALL NEVER BE LIABLE FOR ANY CLAIMED, ACTUAL, OR
CONSEQUENTIAL DAMAGES ARISING FROM ANY BREACH OR ALLEGED BREACH OF
SECURITY OF THE AIRPORT ONE SOLUTION.
(d) Airport One shall have the right to disable any login and/or password at any time, if in
Airport One’s opinion Subscriber has failed to comply with any of the provisions of this Agreement or if
Airport One believes that an unauthorized third party is attempting to access the Airport One Solution using
Subscriber’s Login Credentials.
(e) If Subscriber becomes aware of a breach of confidentiality or any unauthorized use of the
Airport One Solution, Subscriber must promptly notify Airport One by email at support@flymyairport.com.
Airport One’s right to suspend or disable access to the Airport One Solution does not create an affirmative
duty on the part of Airport One to monitor who is accessing or attempting to access the Airport One Solution
and Airport One shall not be liable for any unauthorized access of the Airport One Solution using
Subscriber's Login Credentials unless such authorized access is based solely on Airport One’s own
negligence or willful action.
11. Third Party Content and Links. The Airport One Solution may contain hyperlinks, widgets, cookies
or other third-party code, and/or data controlled by parties other than Airport One. Airport One is not
responsible for and does not endorse or accept responsibility over the contents, opini ons expressed or use
of any of these third parties. Airport One makes no representations or warranties with regard to the products,
services or content of any such third parties.
12. Intellectual Property Rights. Subscriber acknowledges and agrees that Airport One, and/or an
Airport One Affiliate, owns all rights, title and interest in and to the Airport One Solution and Airport One
Data. The Airport One Solution, including, without limitation, the information included in its modules,
DocuSign Envelope ID: 0D5BF88B-B03D-4E63-AC34-F0AA6DBBBE57
5
procedures, and functions, their arrangement, organization, program logic, and methods of interaction, and
all related documentation (including, without limitation, the Documentation), data formats, output formats,
and other aspects thereof and their modifications and enhancements, if any, and the know-how embodied
in the Airport One Solution, is confidential and trade secret information owned by Airport One and/or
Airport One Affiliates, together with all related copyrights and trademarks. Subscriber shall not sell,
license, publish, display, distribute, disclose, or otherwise make available Airport One Data to any third
party or use the Airport One Solution or Airport One Data except as authorized by this Agreement.
Subscriber shall not disclose or permit the disclosure of any Airport One Data, or any flow charts, logic
diagrams, user manuals, screenshots, or screens embodying, referencing or summarizing all or any part of
such Proprietary Information, to any third party without the prior written consent of Airport One.
13. Confidentiality.
(a) If the parties have executed a separate NDA or confidentiality agreement, the terms of such
agreement are hereby expressly incorporated into and made part of this Agreement.
(b) If the parties have not executed a separate NDA or confidentiality agreement, the following
terms and conditions shall apply: "Confidential Information" means any data or information regarding a
party's business or affairs, including customer information, marketing information, financial information,
data, software code, business concepts, business strategy, processes, methods, systems, know-how, devices,
formulas, product specifications, marketing methods, prices, and customer lists, and any other data or
information received or otherwise obtained under this Agreement, whether in ora l, written, or electronic
form, that is designated as confidential of a nature such that a reasonable person would recognize it as
confidential. For the avoidance of doubt, all code, processes, methods, and Airport One Data, login
credentials or other information provided to Subscriber to enable Subscriber to access and use the Airport
One Solution, shall be the Confidential Information of Airport One. Confidential Information shall not
include: (i) information which becomes public or available to the general public through no act or omission
by the Receiving Party; (ii) information which becomes known by the Receiving Party through a third-
party with no obligation to maintain its confidentiality; (iii) information which was lawfully in the
possession of the Receiving Party prior to any disclosure by the Disclosing Party; or (iv) information which
is independently developed by the Receiving Party. The Receiving Party shall hold the Disclosing Party’s
Confidential Information in confidence and will not disclose it to any third-party. If a Receiving Party is
compelled to disclose the Disclosing Party’s Confidential Information, the Receiving Party shall provide
prompt notice to the Disclosing Party so that the Disclosing Party can seek a protective order or oth er
appropriate relief. Upon the termination of this Agreement for any reason, the Receiving Party shall return
(or destroy) all Confidential Information to the Disclosing Party.
14. NO WARRANTY.
(A) THE AIRPORT ONE SOLUTION IS BEING DELIVERED TO SUBSCRIBER "AS
IS" AND AIRPORT ONE MAKES NO WARRANTY AS TO ITS USE, AVAILABILITY, OR
PERFORMANCE, ALONE OR IN COMBINATION WITH ANY SYSTEM, OPERATING
SYSTEM, OR THIRD-PARTY SOFTWARE.
(B) AIRPORT ONE DOES NOT AND CANNOT WARRANT THE PERFORMANCE,
ACCURACY, OR RESULTS SUBSCRIBER OR ANY USER MAY OBTAIN BY USING THE
AIRPORT ONE SOLUTION INCLUDING SEARCH AND FLIGHT ROUTING INFORMATION
OR SERVICES, DATA OR INFORMATION PROVIDED BY AN AIRPORT ONE AFFILIATE.
(C) EXCEPT FOR ANY WARRANTY, CONDITION, REPRESENTATION OR TERM
TO THE EXTENT TO WHICH THE SAME CANNOT OR MAY NOT BE EXCLUDED OR
DocuSign Envelope ID: 0D5BF88B-B03D-4E63-AC34-F0AA6DBBBE57
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LIMITED BY LAW APPLICABLE TO SUBSCRIBER OR A USER IN THEIR RESPECTIVE
JURISDICTION, AIRPORT ONE MAKES NO WARRANTIES CONDITIONS,
REPRESENTATIONS, OR TERMS (EXPRESS OR IMPLIED WHETHER BY STATUTE,
COMMON LAW, CUSTOM, USAGE OR OTHERWISE) AS TO ANY MATTER INCLUDING
WITHOUT LIMITATION NON-INFRINGEMENT OF THIRD PARTY RIGHTS,
MERCHANTABILITY, INTEGRATION, SATISFACTORY QUALITY, OR FITNESS FOR ANY
PARTICULAR PURPOSE. AIRPORT ONE DOES NOT WARRANT THAT THE AIRPORT ONE
SOLUTION WILL BE FREE OF BUGS OR PROGRAM ERRORS. AIRPORT ONE DOES NOT
WARRANT THAT THE AIRPORT ONE SOLUTION WILL BE FREE FROM VIRUSES.
15. LIMITATION OF LIABILITY. UNDER NO CIRCUMSTANCES SHALL AIRPORT ONE
OR ANY AIRPORT ONE AFFILIATE BE LIABLE TO SUBSCRIBER, A USER OR ANY THIRD
PARTY FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY,
OR PUNITIVE DAMAGES, OR ANY OTHER PECUNIARY LOSS ARISING OUT OF THE USE
OF, OR INABILITY TO USE, THE AIRPORT ONE SOLUTION (INCLUDING, WITHOUT
LIMITATION, ANY LOSS OF DATA, COST OF PROCUREMENT OF SUBSTITUTE GOODS,
DISRUPTION OF BUSINESS, LOSS OF PROFITS, OR ANY OTHER MATTER RELATING TO
YOUR USE OR INABILITY TO USE THE AIRPORT ONE SOLUTION) OR RELATED IN ANY
WAY TO THIS AGREEMENT OR THE SUBJECT THEREOF, INCLUDING, WITHOUT
LIMITATION, ANY CLAIM RELATED TO ALLEGATIONS THAT THE AIRPORT ONE
SOLUTION INFRINGES ANOTHER PARTY'S INTELLECTUAL PROPERTY OR OTHER
PROPRIETARY RIGHTS, WHETHER ARISING UNDER THEORIES OF CONTRACT,
NEGLIGENCE, STRICT LIABILITY, TORT, OR OTHER THEORY, REGARDLESS OF
WHETHER LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
UNDER NO CIRCUMSTANCES SHALL AIRPORT ONE'S TOTAL LIABILITY TO
SUBSCRIBER, A USER OR ANY THIRD PARTY EXCEED THE LICENSE FEES, IF ANY,
ACTUALLY RECEIVED BY AIRPORT ONE FROM SUBSCRIBER HEREUNDER DURING
THE CURRENT MONTH OF ANY CLAIM OF LIABILITY LIMITED HEREUNDER. THE
LIMITATIONS, EXCLUSIONS AND DISCLAIMERS SET FORTH IN THIS SECTION SHALL
APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EVEN IF ANY
REMEDY FAILS ITS ESSENTIAL PURPOSE. NO OBLIGATION OR LIABILITY SHALL
ARISE FROM AIRPORT ONE'S RENDERING OF TECHNICAL OR OTHER ADVICE OR
SERVICE IN CONNECTION WITH THIS AGREEMENT, INCLUDING, WITHOUT
LIMITATION, ADVICE OR SERVICE RELATED TO THE INSTALLATION OR
CONFIGURATION OF THE AIRPORT ONE SOLUTION. SOME STATES AND
JURISDICTIONS DO NOT ALLOW EXCLUSION OR LIMITATION OF LIABILITY FOR
CONSEQUENTIAL OR INCIDENTAL DAMAGES AND SO THE ABOVE LIMITS AND
EXCLUSIONS MAY NOT APPLY TO SUBSCRIBER OR MAY BE LIMITED BY LAW.
16. EXCLUSIVE REMEDY. SUBSCRIBER'S SOLE AND EXCLUSIVE REMEDY IF A
SUBSCRIBER IS UNSATISFIED WITH THE PERFORMANCE, AVAILABILITY OR
FUNCTIONALITY OF THE AIRPORT ONE SOLUTION SHALL BE TO CANCEL
SUBSCRIBER'S SUBSCRIPTION TO THE AIRPORT ONE SOLUTION.
17. Marketing. During the Term and for a period of six (6) months after expiration of the Term, Airport
One shall have the right to list Subscriber on Airport One’s list of customers on Airport One’s website,
social media and marketing materials to promote Airport One’s business and services.
18. Governing Law. This Agreement will be governed by and construed in accordance with the
substantive laws in force in the State of Wisconsin. The respective courts of Winnebago County, Wisconsin
shall have exclusive jurisdiction over all disputes relating to this Agreement. This Agreement will not be
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7
governed by the conflict of law rules of any jurisdiction or the United Nations Convention on Contracts for
the International Sale of Goods, the application of which is expressly excluded.
19.Transfer and Assignment. Subscriber may not sell, assign, or otherwise transfer this Agreement to
any third party without the prior written consent of Airport One. Airport One may transfer, assign, or
sublicense this Agreement or any of the services provided through the Airport One Solution to a third party.
20.Severability. The provisions of this Agreement (and any other terms or conditions of any other
schedule, addendum, amendment, or agreement referenced or incorporated into this Agreement) are
severable. If any provision of this Agreement (or any other terms or conditions of any other schedule,
addendum, amendment, or agreement referenced or incorporated into this Agreement) is held to be invalid,
illegal, or unenforceable, such provision is to that extent to be deemed omitted and not part of this
Agreement. The validity, legality, or enforceability of the remaining provisions shall in no way be affected
or impaired thereby and shall be valid and enforceable to the maximum extent permitted by law.
21.Injunctive Relief. Subscriber acknowledges and agrees that monetary damages alone would not be
an adequate remedy in the event of a material breach by Subscriber of its obligations under this Agreement
and that, in such event, Airport One shall be entitled to injunctive relief to require Subscriber to comply
with its obligations hereunder. Any remedy of Airport One under this Agreement shall be cumulative and
not exclusive of any other remedy available to Airport One under this Agreement, at law or in equity.
22.Entire Agreement. This Agreement and the attached schedules constitute the exclusive and entire
agreement between the parties with respect to the subject matter hereof, and supersedes all prior agreements,
negotiations, representations and proposals, written or oral, relating to the subject matter hereof.
23.Modification and Wavier. No modification of this Agreement and no waiver of any breach of this
Agreement shall be effective unless in writing and signed by an authorized representative of the party
against whom enforcement is sought. No waiver of any breach of this Agreement and no course of dealing
between the parties shall be construed as a waiver of any subsequent breach of this Agreement.
24.Authority. Each party represents and warrants that (a) it has the authority to enter into this
Agreement and be bound by its terms and conditions and (b) it has not entered into any other agreement
that would conflict with the terms and conditions of this Agreement.
Accepted and agreed by:
Airport One, LLC
Name _______________________
Title _______________________
Date: _____________________
Signature ____________________
Subscriber
Name _______________________
Title _______________________
Date: _____________________
Signature ____________________
(Please see signatures on next page.)
DocuSign Envelope ID: 0D5BF88B-B03D-4E63-AC34-F0AA6DBBBE57
Revised 4.13.23 Page 11 of 17
IN WITNESS WHEREOF, the Parties have executed this Agreement as of the dates stated
below.
CONTRACTOR:
By: _______________________________________By: _________________________________________
Signature Signature
(2nd signature required for Corporations)
Date:Date:
CITY OF PALM SPRINGS:
APPROVED BY CITY COUNCIL:
Date: ___N/A____ Item No.
APPROVED AS TO FORM: ATTEST:
By: ___________________________ By: _______________________________
City Attorney City Clerk
APPROVED:
By: _______________________________ Date:
City Manager – over $50,000
Deputy/Assistant City Manager – up to $50,000
Director – up to $25,000
Manager – up to $5,000
N/A
DocuSign Envelope ID: 0D5BF88B-B03D-4E63-AC34-F0AA6DBBBE57
10/10/2023 10/11/2023
10/11/2023
8
Schedule A
Pricing is subject to change upon not less than 30-days prior notice before the end of the existing Term. Any pricing
changes will become effective upon the start of the next 12-month subscription Term.
Set-up Fee:
The standard set-up fee of $2,500.00 is being waived, so the set-up fee for this agreement is $0.00.
Subscription Fees
The subscription fee of $10,000.00 for five (5) months of subscription is due in full upon execution of this
agreement.
If the agreement is mutually extended beyond the initial term, Subscriber may elect billing cycles on either a
monthly, quarterly, or annual basis. All selections are made within the FlyMyAirport Portal.
Acceptable payment methods are ACH, checks, and credit cards. A 3% convenience fee will be added to credit card
payments.
Billing Procedure:
A single invoice will be sent upon execution of this agreement, with a net due term.
If the agreement is extended, invoices will be sent about 30 days prior to the beginning of the billing cycle, with a
net 30-day term. As an example, the June subscription invoice will be sent around May 1, with a due date of about
June 1.
Airport One may suspend or cancel a subscription due to non -payment. If a subscription is canceled [or suspended]
due to non-payment and Subscriber desires to renew a canceled subscription, Subscriber may incur new or
additional set-up fees.
DocuSign Envelope ID: 0D5BF88B-B03D-4E63-AC34-F0AA6DBBBE57
Airport One, LLC 116 S. Commercial St. Suite 200 Neenah, WI 54956 AirportOneLLC.com
August 3, 2023
Daniel Meier, C.M.
Deputy Director of Aviation, Marketing & Air Service
Palm Springs International Airport
3400 E. Tahquitz Canyon Way, Suite 1
Palm Springs, CA 92262
Daniel or Whomever It May Concern:
The initial page of this letter offers a summary of both Airport One, LLC and FlyMyAirport™. In the subsequent two
pages, the letter delves into a more detailed explanation of FlyMyAirport™, highlighting its uniqueness, as there is no
comparable product available on the market. This letter is based on our knowledge of the current marketplace as of
8/3/2023.
COMPANY OVERVIEW
Airport One, LLC operates at the intersection of Marketing & Technology, specializing in helping airports grow and
their communities thrive. Our team consists of consumer-driven marketers, human-centric UX designers, skilled
software engineers, and airport industry experts. We are on a mission to get more people to fly locally, reshaping how
consumers think about airports and how airports engage consumers.
PRODUCT OVERVIEW:
FlyMyAirport™ is a product offered by Airport One, LLC. It is a new “Search-to-Book” platform that integrates with
airport websites to create a more localized shopping experience. The platform tackles three critical challenges faced
by airport marketers. It helps marketers dispel misconceptions about their local airport's cost and convenience
compared to rivals. It’s an online location to send customers that won’t restrict the airport's choices or promote other
airports. In addition, it offers marketers the ability to measure their return on investment (ROI) through click, search,
and purchase attribution reporting.
FlyMyAirport™ is a meta-search solution that prioritizes convenience and community. It curates the best deals and
destinations available from the local airport, setting it as the default departure point. Once a consumer selects a
preferred flight or vacation package, FlyMyAirport™ facilitates a direct purchase with the provider. FlyMyAirport™ also
equips marketers with pre-designed destination landing pages to advertise and direct consumers along their Path to
Purchase. The alternative would be to send consumers to a specific airline, limiting their local flight options, or to
Online Travel Agencies (OTAs), which introduce competing airports. FlyMyAirport™ is powered by KAYAK's industry-
leading travel search engine, but with a local twist for airports to connect with their community.
DocuSign Envelope ID: 0D5BF88B-B03D-4E63-AC34-F0AA6DBBBE57
Airport One, LLC 116 S. Commercial St. Suite 200 Neenah, WI 54956 AirportOneLLC.com
PRODUCT DIFFERENTIATION
While there are a handful of alternative "Search-to-Book" methods available for airports, none provide the
comprehensive set of essential features found in FlyMyAirport™. With its diverse and extensive range of features,
including some unique ones, FlyMyAirport™ extends beyond being just a product. It introduces a novel ability for
airports to pursue continually expanding returns on investment.
Below is a list of FlyMyAirport™’s key features:
The order of this list has no significance, and all these features are essential to the product’s value equation for both
airports and the consumers they serve in their community.
A. Easy Integration and Outsourced Central Maintenance: FlyMyAirport™ will seamlessly integrate with an
airport’s website and will be centrally managed by Airport One, LLC. This ensures a smooth user experience
without burdening an airport’s internal resources. FlyMyAirport™ appears to consumers as if its on the
airport’s website but its hosted and maintained (including quality assurance & security) by Aiport One, LLC.
B. Speed of Implementation: An airport’s FlyMyAirport™ is typically live in 2-4 weeks with minimal resources
from the airport. All our team needs is the airport’s brand logo and colors from its marketing team and its
website’s CNAME from its IT department in order to implement quickly. We also shares best practices to help
the airport make the most of FlyMyAirport™ placement and positioning with its existing website.
C. Local Airport Branding – FlyMyAirport™ integrates your airport’s logos and brand colors into its pages.
D. Destination Landing Pages For All Destinations: Customized pages for all nonstop and one-stop destinations
to support digital advertising, driving more consumers to purchase.
E. Relevant “Fly Local” Curreated Information: Even prior to a search, consumers can see and explore Featured
Flights and Destinations from relevant to the local airport.
F. Local Airport Is Mandatory Default: Importantly, the local airport is set as the default starting point for
departure searches. Although travelers have the option to change the local airport to the destination airport,
the local airport will consistently be included as either the origin or destination in the initial search.
G. Portable Search Widget: A portable search widget, with the local airport locked into either the departure or
arrival field, which can be implemented nearly anywhere on your website, or added to marketing partners'
webpages, like Convention and Visitor Bureaus, enhancing inbound customer marketing.
H. Uninterrupted Path to Purchase – Whether it's a broad advertisement for your airport or a targeted ad for a
specific destination, customers will enjoy a seamless experience on their way to making a purchase. They can
choose to interact with your advertising, start a pertinent search, examine the search results, and promptly
click to book directly with the airlines or a trusted provider. Uninterrupted also means they don’t have to
resubmit their choice again, such as re-submitting the local airport as the preferred departing airport.
I. Attribution Analytics & Reporting: Detailed click, search, and purchase reports are provided for every
transaction initiated from FlyMyAirport™. This data provides insights to optimize creative and creative
placements which help airports improve their return on investment (ROI) from marketing dollars spent.
DocuSign Envelope ID: 0D5BF88B-B03D-4E63-AC34-F0AA6DBBBE57
Airport One, LLC 116 S. Commercial St. Suite 200 Neenah, WI 54956 AirportOneLLC.com
J.Presence on Airport Homepage: This ability to seamlessly integrate with the airport’s website creates the
evergreen capability to convert a portion of the airport's existing monthly organic traffic into purchases.
K.Ability to Search All Flights (not just non-stops). Consumers can search all the flights they can conveniently
get to from the airport, not just non-stops, which increases the relevance of the airport to its community.
L.Comprehensive Search Results: Powered by KAYAK, the worlds leading travel search engine, FlyMyAirport™’s
meta-search capability is like no other. It pulls information directly from airlines, online travel agents (OTAs)
and many other providers to give consumers a vast amount of search results.
M.Ability to Purchase directly from Airlines. Many consumers choose to buy flights directly from the airlines
rather than using online travel agents. This preference stems from a desire to steer clear of the potential
uncertainties and problems that may arise with online agents, particularly during the travel process if any
issues emerge.
N.Broad Range of Search Options: Visitors can browse and book custom flights, featured flights, packages,
hotels, or cars.
Alternative “Search-to-Book” Solutions
There is no commecially available alternative or true competition to FlyMyAirport™. Its wider array of essential
features, including some exclusive features like Destination Landing Pages and Purchase Attribution which together are
designed to help airports continuously improve their return on investment (ROI) of each dollar spent on marketing.
Less effective methods of providing consumers with Search-To-Book capability from an airport website are possible,
but the results are lmited at best. Airports could ask consumers to directly visit airline websites (many airports do this
now) but the consequence of that approach is that a single airline does not feature all the flight options departing
from the airport. This approach forces the consumers to compare options across multiple airline websites and risks
the consumer picking an alternative airport.
Beyond sending a consumer directly to each airline's webpage, the following are alternatives that provide some
Search-to-Book” capabiitiess.
Search To Book Solutions Examples
Expedia https://www.expedia.com/
Kiwi https://flyri.com/passengers/book-a-trip/
Where We Fly https://flymemphis.com/where-we-fly/
Kayak https://www.flyfay.com/flights-airlines/book-a-trip
Google Travel https://www.google.com/travel/
OAG https://www.ind.com/flights
Send to the airline directly via Deep Links https://www.flyewn.com/flights/
DocuSign Envelope ID: 0D5BF88B-B03D-4E63-AC34-F0AA6DBBBE57
Airport One, LLC 116 S. Commercial St. Suite 200 Neenah, WI 54956 AirportOneLLC.com
Key Features FlyMyAirport™ Expedia Kiwi Where We
Fly Kayak Google
Travel OAG
Send to
the
airline
directly
via Deep
Links
A.Easy Integration
and Outsourced
Central
Maintenance:
Yes N/A N/A Unknown N/A N/A Unknown No
B.Speed of
Implementation 2-4 Weeks Unknown Unknown Unknown Unknown Unknown Unknown Unknown
C.Local Airport
Branding Yes No No No No No No No
D.Destination Landing
Pages For All
Destinations:
Yes No No
No
(non-stop
destinations
only)
No No No No
E.Relevant “Fly Local”
Curreated
Information (e.g.
Featured Flights)
Yes No No No No No No No
F.Portable Search
Widget Yes No No No No No No No
G.Uninterrupted Path
to Purchase Yes No No No No No No No
H.Attribution
Analytics &
Reporting
Yes No No No No No No No
I.Presence on Airport
Homepage Yes No No Yes No No Yes Yes
J.Local Airport Is
Mandatory Default Yes No No Yes No No Yes Yes
K.Ability to Purchase
directly from
Airlines Yes Sometimes Sometimes Yes Yes Yes
No,
(consumers
can only
print
itinerary)
Yes
L.Comprehensive
Search Results Yes No No No Yes Yes Yes No
M.Ability to Search All
Flights (not just
non-stops)
Yes Yes Yes No Yes Yes Yes Yes
N.Broad Range of
Search Options Yes Yes Yes No Yes Yes No No
DocuSign Envelope ID: 0D5BF88B-B03D-4E63-AC34-F0AA6DBBBE57