2023-06-26 - Agendas - FinalFayetteville Advertising and
Promotion Commission
June 26, 2023
Location: Fayetteville Town Center, 15 W. Mountain Street
Commissioners:
Staff:
Todd Martin, Chair, Tourism & Hospitality Representative
Katherine Kinney, Tourism & Hospitality Representative
Chrissy Sanderson, Tourism & Hospitality Representative
Elvis Moya, Tourism & Hospitality Representative
Andrew Prysby, Commissioner at-large
Sarah Bunch, City Council Representative
Sonia Harvey, City Council Representative
Molly Rawn, CEO
I. Call to order at 2:00 p.m.
II. Old Business
Agenda
A. Review and approval of May minutes.
III. New Business
A. CEO Report. An executive overview of the previous month
1. RFP issued for Tourism Master Plan
2. Tourism Incentive funding request form live on website
B. Financial Report. Jennifer Walker, Vice President of Finance
C. Marketing Report. Sarah King, VP of Marketing and Communications
D. Vote. Purchase of Fayetteville is my Favoriteville trademark and
associated assets. Contract and Memo attached.
E. Vote. Contract with Arrivalist for tourism insight platform. Execute
agreement for services including Arrivalist Trip and Arrivalist Lodging for a
period of one year for $45,000. Contract and memo attached.
F. Additions to the agenda may be added upon request from a majority of the
commissioners.
IV. Adjourn
Memo
To: Molly Rawn, CEO, Experience Fayetteville
Fayetteville Advertising & Promotion Commissioners
From: Jennifer Walker, VP Finance, Experience Fayetteville
Date: June 10, 2023
Re: Financial Statements – May 2022
This packet contains Experience Fayetteville Financial Statements for the month ended
May 31, 2023. The following reports are included in the packet:
Summary P&L Financials for month ended May 31, 2023
Balance Sheet for month ended May 31, 2023
Target Budget March – 42%
Revenue target 42% of budget or higher by the end of May 2023.
Expenditures target 42% or lower at May 2023.
Total Revenue YTD: $2,272,043 or 40%; We are 2% below target.
Tax Receipts - $2,025,006 (under budget by 1% ytd)
Town Center - $ 194,904 (under budget by 4% ytd)
Other - $52,133
Total Operating Expenditure YTD: $1,915,293 or 35%; this is 7% under budget.
EF Main - $1,554,169
Town Center - $361,123
HMR tax – YTD May Collections (April activity) are below seasonally adjusted budget
expectations by 1.4%.
Operating Net Income is $356,750 year to date.
Modified Accrual Fayetteville A and P Commission
Statement of Budget, Revenue and Expense
Year-to-Date @ May 31, 2023
Actual Budget Over/(Under)
Budget % of Budget
Revenue
Hotel, Motel, Restaurant Taxes Revenue 2,025,006 4,960,000 (2,934,994) 40.8%
Rental Revenue 181,636 485,500 (303,864) 37.4%
Event Revenue 27,214 51,472 (24,258) 52.9%
Visitor Center Store Revenue 14,619 53,700 (39,081) 27.2%
Parking Revenue 5,770 26,000 (20,230) 22.2%
Advertising Revenue 1,350 3,500 (2,150) 38.6%
Grant/Other Revenue ‐ 83,000 (83,000) 0.0%
Interest and Investment Revenue 16,449 7,550 8,899 217.9%
Total Revenue 2,272,043 5,670,722 (3,398,679) 40.1%
Expenses
Operating Expenses
Rental Expenses 27,891 208,000 (180,109) 13.4%
Event Expenses 36,868 135,250 (98,382) 27.3%
Visitor Center & Museum Store 7,335 41,200 (33,865) 17.8%
Personnel 719,858 1,933,886 (1,214,028) 37.2%
Sales & Marketing 442,276 1,363,565 (921,289) 32.4%
Office and Administrative 314,761 785,821 (471,060) 40.1%
Bond Payments 290,750 700,000 (409,250) 41.5%
Contribution to Capital Reserves ‐ 100,000 (100,000) 0.0%
Other grants 75,554 203,000 (127,446) 37.2%
Total Operating Expenses 1,915,293 5,470,722 (3,555,430) 35.0%
Net Operating Income/(Loss) 356,750 200,000 156,750 178.4%
Other Income
Unrealized Gain/(Loss) on Investments 2,599 0.0%
Other Expenses
FFE & Improvements 179,323 638,000 (458,677) 28.1%
Depreciation Expense 79,254 0.0%
Cost of Goods Sold (530) 0.0%
Net Income/(Loss) (without CX Grants)101,302 (438,000) 536,703 ‐23.1%
CONSOLIDATED
Year‐to‐Date
Modified Accrual Fayetteville A and P Commission
Statement of Budget, Revenue and Expense
Year-to-Date @ May 31, 2023
Actual Budget Over/(Under)
Budget % of Budget
Revenue
Hotel, Motel, Restaurant Taxes Revenue 2,025,006 4,960,000 (2,934,994) 40.8%
Rental and Event Revenue 19,770 43,972 (24,202) 45.0%
Visitor Center Store Revenue 14,619 53,700 (39,081) 27.2%
Advertising Revenue 1,350 3,500 (2,150) 38.6%
Grant & Other Revenue ‐ 83,000 (83,000) 0.0%
Interest and Investment Revenue 16,394 7,500 8,894 218.6%
Total Revenue 2,077,139 5,151,672 (3,074,533) 40.3%
Expenses
Operating Expenses
Event Expenses 27,724 105,250 (77,526) 26.3%
Visitor Center & Museum Store 7,335 41,200 (33,865) 17.8%
Personnel 523,474 1,420,296 (896,823) 36.9%
Sales & Marketing 438,969 1,273,044 (834,075) 34.5%
Office and Administrative 190,365 457,862 (267,497) 41.6%
Bond Payments 290,750 700,000 (409,250) 41.5%
Contribution to Capital Reserve ‐ 100,000 (100,000) 0.0%
Other Grants 75,554 203,000 (127,446) 37.2%
Total Operating Expenses 1,554,169 4,300,652 (2,746,483) 36.1%
Net Income/(Loss) Before Other Revenue and Expenses 522,970 851,020 (328,050) 61.5%
Other Income
Unrealized Gain/(Loss) on Investments 2,599 ‐ 2,599 0.0%
Other Expenses
FFE & Improvements 3,000 262,000 (259,000) 1.1%
Depreciation Expense 42,683
Cost of Goods Sold (530)
Net Income/(Loss) 480,416 589,020 (111,203) 81.6%
Experience Fayetteville
Year‐to‐Date
Modified Accrual Fayetteville A and P Commission
Statement of Budget, Revenue and Expense
Year-to-Date @ May 31, 2023
Actual Budget Over/(Under)
Budget % of Budget
Revenue
Rental Revenue 181,636 485,500 (303,864) 37.4%
Event Revenue 7,444 7,500 (56) 99.3%
Parking Revenue 5,770 26,000 (20,230) 22.2%
Interest and Investment Revenue 55 50 5 109.1%
Total Revenue 194,904 519,050 (324,146) 37.6%
Expenses
Operating Expenses
Rental Expenses 27,891 208,000 (180,109) 13.4%
Event Expenses 9,145 30,000 (20,855) 30.5%
Personnel 196,384 513,590 (317,206) 38.2%
Sales & Marketing 3,307 90,521 (87,214) 3.7%
Office and Administrative 124,396 327,959 (203,563) 37.9%
Total Operating Expenses 361,123 1,170,070 (808,947) 30.9%
Net Income/(Loss) Before Other Revenue and Expenses (166,220) (651,020) 484,800 25.5%
Other Expenses
FFE & Improvements 176,323 376,000 (199,677) 53.1%
Depreciation Expense 36,571
Net Income/(Loss) (379,114) (1,027,020) 647,906 36.9%
Town Center
Year‐to‐Date
ASSETS
Current Assets
Cash 3,657,099
Investments 1,230,811
Accounts Receivable 541,278
Prepaid Expenses 35,650
Deposits 28,369
Inventory Asset 28,440
Total Current Assets 5,521,646
Other Assets
Capital Assets
Furniture & Fixtures 121,169
Equipment 723,463
EF/CVB Building 940,410
EF/CVB Land 198,621
Building Additions 1,142,641
Walker-Stone House 1,167,218
Vehicles 122,860
Construction in Progress 104,548
Accumulated Depreciation (1,605,623)
Total Other Assets 2,915,306
TOTAL ASSETS 8,436,952
LIABILITIES AND EQUITY
Current Liabilities
Accounts Payable 213,636
Unearned Revenue 220,335
Total Liabilities 433,971
Equity
Unreserved Fund Balance 5,431,416
Operating Reserve 1,000,000
Capital Reserve 1,100,000
Temporarily Restricted Funds 382,431
Net Revenue
Gain/(Loss) on Investments 2,599
Net Revenue without Cyclocross 97,924
Net Revenue for Cyclocross (11,389) 89,133
Total Equity 8,002,981
TOTAL LIABILITIES AND EQUITY 8,436,952
Fayetteville A&P Commission
Balance Sheet
As of May 31, 2023
JUNE 2023 MARKETING REPORT
I AM NORTHWEST ARKANSAS PODCAST
Sarah King and Chloe Bell
joined Randy Wilburn for an
hour-long podcast about EF’s
role in supporting the tourism
economy. Segments also
aired on KUAF.
SHRPA ADVENTURES
New platform will feature mini-itineraries created
by locals and travelers.
PHOTOGRAPHING ALL THINGS NEW IN FAYETTEVILLE
Two days in May featuring
outdoor attractions, specialty
shopping and delicious food.
THE RAMBLE
PHOTOGRAPHING ALL THINGS NEW IN FAYETTEVILLE
CENTRAL BBQTHE GREENWAY
BOULDERS & BREWSCENTRAL BBQ
THE RAMBLE
PHOTOGRAPHING ALL THINGS NEW IN FAYETTEVILLE
POTTERY FESTIVALPOTTERY FESTIVALBOULDERS & BREW
PRESLEY PAIGE PRESLEY PAIGEART FAIR
ALE TRAIL 10TH ANNIVERSARY
Program grows in size
and popularity.
ARKANSAS MONEY AND POLITICS
“The Business of Biking:
Arkansas emerging onto
global stage” featured
Brannon Pack discussing
Fayetteville’s path to
prominence in cycling
tourism.
AUTHENTIC FAYETTEVILLE CAMPAIGN
Kicked off mid-May with Outdoor, Cable, Digital
Display, and Social Media. Creative messages will
be updated throughout the year.
FAYETTEVILLE EVENTS CAMPAIGN
Media includes Digital Display, Social Media and
Outdoor showcasing the unique events only found
in Fayetteville.FAP - Pride | Awareness Social 01
We are excited to celebrate equality and love in Fayetteville. Join
Arkansas’ largest LGBTQ+ Pride celebration June 23-24.
2023 NWA Pride Weekend
EXPERIENCEFAYETTEVILLE.COM
Taking Pride in Our Local Colors
We are excited to celebrate
equality and love in Fayetteville. Join Arkansas’ largest
NEWSLETTER MARKETING
New email newsletter approach from EF
marketing team results in significant growth
in website traffic with more than 70% from
outside Arkansas:
21 Average monthly web users from email
marketing Jan 2022-Feb 2023
307 Average monthly web users from email
marketing March 2023-May 2023
TOURISM INSIGHTS
2023 Q2 research from US Travel Association
indicates strong outlook for summer travel.
• 60% agree that taking time off to travel is more
important than ever — significantly higher than
35% in Q1.
• 26% plan to increase spending on leisure travel in
the next three months, up from 19% in Q1.
• 26% of leisure travelers have travel planned in
the next six months.
U.S. Travel’s quarterly consumer survey with Ipsos—launched in early 2023—digs into the traveler
experience and identifies barriers and points of friction that keep travelers at home or traveling
within the United States less frequently. These insights help anticipate and identify consumer
behaviors and risks—highlighting the greatest opportunities to grow travel.
KEY FINDINGS
The outlook for summer travel in the United States is strong.
• Over a quarter of Americans plan to increase the amount they are spending on leisure travel in
the next three months (26%) up from 19% in Q1.
• Just over half of all Americans (53%) and 81% of leisure travelers have travel planned in the
next six months.
• Six in 10 Americans (60%) agree that taking time off to travel is more important than ever—
significantly higher than what Americans reported in Q1 (35%).
Yet, this summer will be a stress test for the U.S. air travel system.
• Two in five Americans (42%) say they have traveled by air for leisure in the past 12 months and
35% of those reported having a flight delayed or cancelled.
• Less than one-third of recent air travelers (32%) are very satisfied with the air travel
experience.
• On a positive note, travelers enrolled in expeditated clearance programs such as TSA PreCheck
are more satisfied (84%) with the overall air travel experience than those not enrolled (79%).
• Similar to Q1 2023, crowding and congestion (43%) along with flight delays or cancellations
(40%) are the primary reasons for air travelers’ less than satisfactory experience.
• Over half of Americans (52%) say they would travel more for leisure in the next six months if
the travel experience was not as much of a hassle, significantly more than Q1 (29%).
The federal government has a prime opportunity this year to address system inefficiencies
through the FAA reauthorization bill.
When asked what Congress should prioritize in the FAA reauthorization bill, a majority of recent air
travelers (55%) want Congress to prioritize improvements to the air travel experience by addressing
hassles such as reducing flight delays and cancellations (19%), offering more direct flights by
addressing the pilot shortage (21%) or reducing congestion in airports (15%).
• Conversely, just 36% of recent air travelers want Congress to prioritize providing cash refunds
or indefinite credits when flight delays or cancellations occur.
• And, if Congress made any of these legislative changes, 33% would travel MORE.
Q2 CONSUMER INSIGHTS: SEAMLESS AND SECURE TRAVEL
Updated April 25, 2023
1100 New York Avenue, NW Suite 450 Washington, D.C. 20005 | ustravel.org
To: Fayetteville Advertising and Promotion Commissioners
From: Molly Rawn, CEO, Fayetteville Advertising and Promotion
Commission
Date: June 26, 2023
Re: Purchasing rights to Favoriteville
Background:
Attached is a contract with World Domination LLC transferring their interest in
“Fayetteville is My Favoriteville” to Experience Fayetteville. This includes Favoriteville
branded goods and merchandise, associated trademarks, artwork, web domains and
social media channels.
Experience Fayetteville will have the right to develop and sell Favoriteville merchandise
as well as use the officially licensed phrase in marketing, communication, and
advertising efforts.
Recommendation:
The CEO recommends the commission authorize the contract with World Domination,
LLC for $50,000.
Fayetteville A&P
Commission
ASSET PURCHASE AGREEMENT
This ASSET PURCHASE AGREEMENT (this “Agreement”) is entered into as of
June 26, 2023, by and among Fayetteville Advertising and Promotion Commission, d/b/a
Experience Fayetteville (“Buyer”), and World Domination, LLC, an Arkansas limited
liability company (“Seller”). Buyer and Seller are sometimes individually referred to as a
“Party,” and, collectively as the “Parties.” Capitalized terms used in this Agreement have the
meanings assigned to such terms in the Recitals and elsewhere throughout this Agreement.
RECITALS
WHEREAS, Seller has agreed to sell, and Buyer has agreed to purchase, the
Purchased Assets, including, but not limited to, (i) the goods as reflected in Schedule A
attached hereto (the “Goods”), (ii) the trademarks on Schedule B attached hereto
(the “Trademarks”), (iii) the artwork reflected in Schedule C attached hereto (the
“Copyrighted Designs”), (iv) the domain names and social accounts reflected in Schedule D
attached hereto (the “Internet Accounts”), and the agreements reflected in Schedule E
attached hereto (the “Agreements”)(collectively, the “Assets”); and
NOW, THEREFORE, pursuant to this Purchase Agreement, for good and valuable
consideration, including payment by Buyer to Seller the sum of $50,000 the receipt and
sufficiency of which are hereby acknowledged, Seller and Buyer hereby agree as follows:
1. Assignment and Transfer. Seller hereby irrevocably sells, assigns, transfers,
conveys and delivers to Buyer, its successors and assigns, all of Seller’s right, title and
interest in and to the Assets, including the following assignments:
(a) Seller hereby assigns, transfers and delivers to Buyer, all of Seller’s right, title
and interest in and to the Trademarks, including all state and common law rights and rights
in foreign jurisdictions, together with the goodwill of the Business symbolized by the
Trademarks, including all rights of action (including rights to damages and profits, due or
accrued), arising prior to, on or after the date of this Agreement, and the right to sue for and
recover the same, free and clear of all liens, claims, security interests and other
encumbrances.
(b) Seller hereby (i) assigns, transfers and delivers to Buyer, all of Seller’s right,
title and interest in and to the Copyrighted Designs, including state and common law rights
and rights in foreign jurisdictions, including all rights of action (including rights to damages
and profits, due or accrued), arising prior to, on or after the date of this Agreement, and the
right to sue for and recover the same, free and clear of all liens, claims, security interests and
other encumbrances, and (ii) waives all moral rights held or to be held in any Copyrighted
Designs subsisting in the Business by virtue of any applicable law.
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(c) Seller hereby assigns to Buyer all right, title and interest in and to the Internet
Accounts and the content associated therewith. As of the Effective Date, Buyer shall assume
maintenance of the Internet Accounts listed in Exhibit D. Seller has paid all fees associated
with maintaining the Internet Accounts as of the Effective Date, and shall not seek
reimbursement of any such fees from Buyer. Buyer shall assume responsibility for all fees
associated with maintaining the Internet Accounts as of the Effective Date. Seller shall
provide Buyer all information (including login and password) to access and take full
ownership and control of the Internet Accounts and shall do all things necessary or desirable
to facilitate the transition for Buyer.
2. Payment. In full consideration of Seller’s transfer to Buyer of all Seller’s
rights, title and interest in and to the Assets, Buyer shall pay Seller the sum of $50,000 (fifty
thousand dollars) (the “Payment”).
3. Cooperation and Recordation; Protection of Assets.
(a) Seller hereby agrees to cooperate with Buyer as reasonably necessary to give
full effect to and perfect the rights of Buyer in the Assets as identified in Paragraph 1, and
Seller agrees to execute and deliver all documents and to take all such other actions as Buyer
or its respective successors and assigns may reasonably request to effect the terms of this
Agreement and to execute and deliver any and all affidavits, testimonies, declarations, oaths,
samples, exhibits, specimens and other documentation as may be reasonably required to
effect the terms of this Agreement, including, without limitation, cooperating fully with
Buyer to perfect the transfer of the Assets hereunder and, if appropriate, to assure that the
transfer of the Assets is properly recorded at any appropriate administrative agency or
registry, including, but not limited to, the United States Patent and Trademark Office and
the United States Copyright Office. Buyer shall be responsible for recording all documents
assigning the Assets with all appropriate administrative agencies including the United
States Patent and Trademark Office and the United States Copyright Office.
(b) Upon execution of this Purchase Agreement, Buyer, in its discretion and at its
expense, shall have the right to file, prosecute, and maintain all applications, and
registrations relating to the Assets. Seller shall provide, at the reasonable request of Buyer,
all necessary assistance with providing evidence of prior use of the Trademarks for such
filing, maintenance, and prosecution. Seller agrees that it shall not directly or indirectly
apply for, or assist any other person or entity in applying for or obtaining any registration of
the Trademarks, or any trademark, service mark, trade name, or other indicia confusingly
similar to the Trademarks. In addition, Seller shall not oppose, or assist any other person or
entity, in opposing any registration or renewal of the Trademarks or similar mark later
registered by the Buyer for any goods or services.
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4. Delivery of Tangible Items. Seller shall arrange for prompt delivery to Buyer
of all Goods reflected in Exhibit A and all prosecution files, documents and other tangible
embodiments of the Assets, if any, which are in possession or control of Seller.
5. Representations and Warranties
(a) Seller represents and warrants the following:
(1) Seller has the full right and power to make this Agreement.
(2) Schedule A identifies a complete and accurate list of Seller Goods to be
transferred to Buyer.
(3) Schedule B identifies a complete and accurate list of Seller’s
Trademarks to be transferred to Buyer.
(4) To the knowledge of Seller, all Trademarks transferred by Seller
hereunder are subsisting, valid, and enforceable.
(5) To the knowledge of Seller, Seller exclusively owns and possesses, all
right, title and interest in and to all Seller Trademarks identified in
Schedule B and Copyrighted Designs identified in Schedule C.
(6) To the knowledge of Seller, no Seller Assets are subject to any liens,
claims, security interests, or other encumbrances.
(7) Schedule C contains a complete and accurate list of all Seller’s
Copyrighted Designs transferred to Buyer.
(8) To the knowledge of Seller, all Copyrighted Designs are Seller’s sole,
exclusive and original work or that Seller has obtained all rights by
agreement to the Copyrighted Designs.
(9) To the knowledge of Seller, no Seller Assets are subject to any action or
order, stipulation, or contract (i) restricting in any manner the use,
distribution, practice, exploitation, provision, transfer or assignment
thereof by Seller or (ii) otherwise affecting the validity, registrability,
or enforceability of any Seller Assets.
(10) To the knowledge of Seller, none of the Seller Assets have or does
infringe, misappropriate or otherwise violate the intellectual property
of any third party, and Seller has not received any notices, requests for
indemnification or threats from any third party, in each case in writing
(including by email), related to the foregoing.
(11) To the knowledge of Seller, no third party is infringing,
misappropriating or otherwise violating Seller Assets.
6. General Provisions.
(a) Paragraph Headings. Paragraph headings are for convenience only and shall
not be considered a part of the terms and conditions of this Agreement.
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(b) Modification. No modification, waiver or amendment of any term or condition
of this Agreement shall be effective unless and until it shall be reduced to writing and signed
by both parties.
(c) Severability. If any term or provision of this Agreement should be declared
invalid by a court of competent jurisdiction, the remaining terms and provisions of this
Agreement shall be unimpaired.
(d) Choice of Law and Forum. This Agreement shall be construed and interpreted
according to the internal laws of the State of Arkansas without giving effect to its principles
of conflict of law. The parties agree that any action for the enforcement or breach hereof or
otherwise arising hereunder shall be brought and tried solely in the state or federal courts
for the County of Washington, State of Arkansas, to which jurisdiction and venue the parties
hereby consent and submit and declare to be the sole and exclusive jurisdiction and venue
for such purposes. Neither party shall raise in connection therewith, and the parties hereby
waive, any defense or objection based upon venue, inconvenience of forum, lack of personal
jurisdiction or the like in any such action or suit.
(e) Complete Agreement. This Agreement constitutes the entire Agreement
between the parties with respect to the subject matter hereof and supersedes in all respects
all prior proposals, negotiations, conversations, discussions and agreements between the
parties concerning the subject matter hereof.
(f) Assignment. This Agreement may not be assigned in whole or in part, by either
party without the prior written consent of the other party, which consent shall not be
unreasonably withheld. This Agreement shall be binding upon the trustees, receiver, heirs,
executors, administrators, successors and assigns of the parties.
(g) Counterparts and Copies. This Agreement may be executed in counterparts
each of which shall be deemed an original, but all of which together shall constitute one and
the same.
(h) Execution; Electronic Signatures. Each Party agrees that this Agreement may
be executed by electronic signature. “Electronic signature” means any electronic symbol or
process executed and adopted by a Party with the intent to sign the Agreement, within the
meaning of the Uniform Electronic Transactions Act (“UETA”) and the United States
Electronic Signatures in Global and National Commerce Act (“ESIGN”). Electronic execution
of this Agreement by a Party is intended to authenticate this writing and have the same force
and effect as a manual signature. Neither Party may challenge the authenticity or validity
of this Agreement on the basis that it was signed electronically.
(i) Corporate Authority. Each party represents that it has taken all necessary
corporate action to authorize the execution and consummation of this Agreement and will
furnish the other party with satisfactory evidence of this upon request. Each party agrees to
negotiate in good faith the execution of such other documents or agreements as may be
necessary or desirable for the implementation of this Agreement and the effective execution
of the transactions contemplated hereby.
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[Signatures begin on the following page.]
[Signature Page to Intellectual Property Assignment Agreement]
IN WITNESS WHEREOF, the parties hereto have executed this Intellectual Property
Assignment Agreement as of the date first written above.
SELLER:
WORLD DOMINATION, LLC
By:
Name:
Title:
BUYER:
EXPERIENCE FAYETTEVILLE
By:
Name: Molly Rawn
Title:
SCHEDULE A
GOODS
50 Pride Design Shirts
50 Pride Design Totes
100+ Various Designs Stickers
100+ Cardinal Design Cardboard Ornaments
SCHEDULE B
TRADEMARKS
All of Seller’s rights in the following marks:
FAYETTEVILLE IS MY FAVORITE VILLE;
FAVORITE VILLE; and
FAVORITEVILLE
SCHEDULE C
COPYRIGHTED DESIGNS
Original Mural (S&B) Design
Original Mural Variant Design
Cardinal Design
Pride Design
CVB Design
Favoriteville Design by Tiger Sasha
SCHEDULE D
INTERNET ACCOUNTS
www.favoriteville.com
https://www.facebook.com/myfavoriteville
https://www.instagram.com/myfavoriteville/
https://twitter.com/myfavoriteville
To: Fayetteville Advertising and Promotion Commissioners
From: Molly Rawn, CEO, Fayetteville Advertising and Promotion
Commission
Date: June 26, 2023
Re: Contract with Arrivalist
Background:
Arrivalist is a data and research tool specifically for Destination Marketing
Organizations, tourism attractions and other travel-related organizations.
The ability to know where our visitors are coming from and what activities they are
participating in while they are here allows us to better position our sales and marketing
efforts.
Arrivalist includes:
o Visitor trip information including in-depth insight into our origin markets
o In-market activities and places visited by tourists during the time in
Fayetteville
o In-depth information about visitors to specific events and activities
o Lodging data including hotel and short-term rental data and patterns
(we’ve never had access to short-term rental data)
o The ability to understand the connection between our website visitors and
tourism visitation
This software will replace Buxton, which we are not renewing.
Recommendation:
The CEO recommends the commission accept the one year contact with Arrivalist for
$45,000 annually.
Fayetteville A&P
Commission
Arrivalist Co
P.O. BOX 230199
New York, NY 10023
info@arrivalist.com
+1 646 964 5221
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CONFIDENTIAL
May 31, 2023
Letter of Agreement between Arrivalist and Experience Fayetteville
This letter of agreement (“Agreement”) is entered into between the Fayetteville Advertising & Promotion Commission,
d.b.a. Experience Fayetteville, a governmental agency established by Ordinance 2310 of the City of Fayetteville pursuant
to Arkansas law (Ark. Code Ann. § 26-75-605) with a principal place of business located at 21 S. Block Avenue, Suite
100, Fayetteville, AR 72701 (“Client”), and Arrivalist Co., a Delaware corporation, with a principal place of business
located at P.O. BOX 230199, New York, NY 10023
(“Arrivalist”). Arrivalist and Client may be referred to in this Agreement individually as a “Party” or collectively as
“Parties.”
1. Term
The term of this Agreement shall begin July 1, 2023 and end on June 30, 2024 (“Term”). Any provision of this Agreement,
which contemplates performance or observance subsequent to termination or expiration of the Agreement will survive
termination or expiration of this Agreement and continue in full force and ef fect.
2. Services and Arrivalist Obligations
During the Term, Arrivalist will use its proprietary technology (“Arrivalist Technology”) to provide to Client the following
service: a) anonymously monitor the visits to the greater Fayetteville area (“Location”) of Internet users (“Arrivalist
Services”).
Arrivalist services will provide clients with access to an online reporting interface (“Platform”)
Arrivalist Technology. The Arrivalist Technology, and any and all intellectual property related thereto, shall remain the
exclusive property of Arrivalist, and Arrivalist reserves all right, title and interest in the Arrivalist Technology and related
intellectual property. To the extent Client needs to use the Arrivalist Technology to give effect to this Agreement, it shall do
so only with the approval of Arrivalist and solely in connection with the Services provided by Arrivalist and as described in
this Agreement. If any license of the Arrivalist Technology becomes necessary to give effect to this Agreement such license
shall be limited to the purpose of this Agreement, and sh all be non-exclusive, non-transferable, non-sublicensable, non-
assignable, and revocable. Client expressly agrees not to disclose, disassemble, decompile, decrypt, extract, reverse
engineer or modify the Arrivalist Technology or otherwise attempt to deriv e its source code or any algorithm, process,
methods, techniques, or procedure contained within the Arrivalist Technology.
• Technology Used for the Services. Arrivalist may use different advertising technology providers in addition to its own
technology and media outlets including, without limitation Client’s website, Client’s advertising vendors and other
outlets to monitor arrivals in Destination. The Services may not be used in connection with Clients’ purchases of
advertising inventory (display, video or mobile) on open exchanges (also referred to as public exchanges) for ads
targeting consumers located in or traveling from the member states of the European Union.
• Timing of Reporting. Reporting of visits monitored by the Arrivalist Technology for attribution and visitation services
begin approximately 45-60 days following the commencement of agreement (the “Launch Date”). Timing may vary
depending on complexity of location set up.
• Review and Changes to Client’s Privacy Policy Addressing Advertising Practices in the U.S. Arrivalist shall have
the right, but not the obligation, to review and make recommendations to the privacy policy governing Client’s site(s)
to accommodate the data collection and use practices involved in using Arrivalist Technology for advertising practices
in the United States.
• Arrivalist Services and Rates. The specifics of the services and rates are set forth in Appendix A, attached hereto
and made an integral and binding part hereof.
3. Obligations of Client
Arrivalist Co
P.O. BOX 230199
New York, NY 10023
info@arrivalist.com
+1 646 964 5221
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Client shall:
Arrivalist Co
P.O. BOX 230199
New York, NY 10023
info@arrivalist.com
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• Provide Arrivalist with Necessary Information. Client will make Arrivalist aware of desired Arrival Zones, Points of
Interest, measurement definitions and other relevant information.
• Make Arrivalist-Recommended Edits to Privacy Policy. Client will make any reasonable Arrivalist-recommended
changes to the Client’s privacy policy (as set forth in Section 2 above), including placement of Arrivalist “opt -out”
language in its privacy policy and newsletter emails. Client represents and warrants that (i) its privacy policy discloses
all collection and use of Internet users’ information so that such disclosed practices include Client’s use of Arrivalist
Technology, and (ii) it will abide by its privacy policy, and honor Internet users’ marketing preferences.
• Payment. Unless otherwise provided in Appendices, pay all setup fees upon execution of this Agreement within thirty
(30) days of the invoice date. In the event Appendices provide for third party media purchases by Arrivalist on behalf
of Client, such third-party media shall be pre-paid by Client. Billing information to be filled out on page five of this
agreement.
• Ownership and Use of Cookies. Client acknowledges that Arrivalist uses cookies in order to provide the Services.
Any and all cookies (or other information or technology achieving a similar or competitive function, whether currently
in existence or not) used by Arrivalist in performing the Services shall remain the property of Arrivalist.
4. General Provisions
A. Publicity. Each Party grants to the other Party a limited license to include the name and trademarks of the other Party
on its website and in its marketing materials for the sole and limited purpose of publicizing the Services and Arrivalist
Technology. Neither Party shall make any defamatory or derogatory statements concerning the other Party or the
Services provided herein.
B. Confidentiality. In connection with the implementation of this Agreement, each party may have access to or receive
disclosure of Confidential Information of the other party. “Confidential Information” means information relating
specifically to the other party’s business, technology, marketing objectives and plans, or pricing and any other
information, in any form, furnished or made available directly or indirectly by one party to the other that is marked
confidential, restricted, or with a similar designation. Each party shall keep any such Confidential In formation of the
other party in confidence and not disclose it to any third party without the prior written consent of the other party. Each
party shall use the Confidential Information of the other party solely for purposes provided in this Agreement. All
information furnished by one party to the other party shall be and remain the property of the furnishing party. Each
party shall cause its employees and subcontractors to comply with the terms in this provision. The confidentiality
obligations herein shall not apply to information that: (i) is already known to a party prior to disclosure by the other
party; (ii) is or becomes available to the public through no breach of this subsection by the other party; (iii) is rightfully
received by the other party from a third party without a duty of confidentiality; (iv) is independently developed by a
party; or (v) is required to be disclosed by law, regulation, or court order, provided that the disclosing party shall use
reasonable efforts to notify the other party prior to disclosure. Either party may disclose this Agreement or Confidential
Information of the other party without obtaining the other party’s written consent if, in the opinion of such party’s
attorneys, such disclosure is required by subpoena, court order, or otherwise required by law. If a party receives or is
subject to a subpoena, court order, or other legal process requiring disclosure of this Agreement or Confidential
Information of the other party, such party shall notify the other party promptly thereof, in order to give the other party,
the opportunity to seek a protective order or other legally acceptable protection to, as applicable, limit the disclosure of
this Agreement and or the other party’s Confidential Information.
C. Aggregate Data. Arrivalist collects aggregate data that is not personally-identifiable including, without limitation, end
user usage and behavioral data related to the Services ("Aggregate Data"). Client shall own all right, title and interest
in and to any data deliverables, provided that Arrivalist shall retain ownership of all right, title and interest in and to:
(i) any materials created prior to, or independent of, this Agreement; (ii) any underlying data that are not specifically
collected for Client; or (iii) any analytical approaches used by Arrivalist to prepare the data deliverables (each, “Arrivalist
Portion”). The Arrivalist Portion shall remain the exclusive property of Arrivalist, and Client shall have the non-exclusive,
non-assignable and non-transferable license to use the Arrivalist Portion for Client’s internal business purposes.
Arrivalist warrants that it shall not sell Client’s info or data under any circumstances. Any use of the data by Arrivalist
shall be limited to internal use and for the sole purpose of improving Arrivalist’s methodology.
D. Relationship Between Parties. Each party shall be and act as an independent contractor and not as partner, joint
venturer, or agent of the other and shall not bind nor attempt to bind the other to any contract unless expressly agreed
otherwise in writing.
Arrivalist Co
P.O. BOX 230199
New York, NY 10023
info@arrivalist.com
+1 646 964 5221
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E. Allocation of Resources. Client understands that 25% of Arrivalist’s investment goes into setting up the Arrivalist
platform or reporting interface, training, providing logins, importing data, setting up and maintaining historical data. The
remaining 75% of Arrivalist’s investment is derived from forward looking data and account management.
F. Assignment. Neither Party shall have any right or ability to assign, transfer, or sublicense any obligations or benefit
under this Agreement without the written consent of the other party (and any such attempt shall be void), except that
either party may (without consent) assign and transfer this Agreement and its rights and obligations hereunder to any
successor to substantially all of its business to which this Agreement relates.
G. Choice of Law. This Agreement shall be governed by the laws of the State of New York without regard to the conflict
of the laws provisions thereof.
H. Dispute Resolution. The Parties agree that any and all disputes, claims or controversies arising out of or related to
this Agreement, including any claims under any statute or regulation shall be submitted to final and binding arbitration
by one arbitrator. Unless the Parties agree otherwise, any arbitration will take place in the State of New York, New
York County, and will be administered by, and pursuant to the rules of, the American Arbitration Association. The
prevailing Party shall be entitled to all its costs and reasonable attorney fees incurred.
I. Validity. If any portion of this Agreement is illegal or unenforceable, such portion(s) shall be limited or eliminated to
the minimum extent necessary such that the balance of this Agreement shall remain in full force and effect and
enforceable.
J. Entire Agreement. This Agreement contains the entire understanding of the parties regarding the subject matter of
this Agreement and can only be modified or waived by a subsequent written agreement signed by both parties.
K. Force Majeure. Neither party shall be liable to the other party for any failure or delay in performance caused by acts
of God, fires, floods, strikes, whether legal or illegal, water damage, riots, epidemics or any other causes beyond such
party’s reasonable control, and such failure or delay will not constitute a breach of this Agreement.
L. Counterparts. This Agreement may be executed in multiple counterparts, each of which will be deemed an original,
but all of which together will constitute one and the same instrument. Execution of a facsimile or email copy shall have
the same force and effect as execution of an original, and a facsimile or email signature shall be deemed an original
and valid signature.
M. Indemnification. Client will defend, indemnify and hold harmless Arrivalist from and against a ny claims, actions,
demands, losses, judgments, fines or expenses (including, without limitation, reasonable attorneys' fees) arising out of
any actual or alleged claim due to a breach or alleged breach by Client of any of its obligations under this Agreement.
N. Notices. All notices under this Agreement shall be in writing, and shall be deemed given when mailed, faxed or sent
via electronic mail to the address, fax number or email address appearing in this Agreement.
O. No Warranty. EACH PARTY DISCLAIMS ALL REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED,
WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT, INCLUDING WITHOUT LIMITATION, ALL
IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-
INFRINGEMENT AND/OR IMPLIED WARRANTIES ARISING FROM ANY COURSE OF DEALING, COURSE OF
PERFORMANCE OR USAGE IN TRADE.
P. Limitation of Liability. NEITHER PARTY WILL BE LIABLE WITH RESPECT TO ANY SUBJECT MATTER OF THIS
AGREEMENT, UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE
THEORY FOR (A) ANY INDIRECT, INCIDENTAL, EXEMPLARY, SPECIAL, RELIANCE OR CONSEQUENTIAL
DAMAGES INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS OR (B) ANY AMOUNTS, IN THE AGGREGATE,
IN EXCESS OF ONE MONTH OF SERVICE PROVIDED PURSUANT TO THIS AGREEMENT, EVEN IF ADVISED
OF THE POSSIBILITY OF SUCH DAMAGES. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING THE
FAILURE OF THE ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. CLIENT ACKNOWLEDGES THAT THE
FEES PAID REFLECT THE ALLOCATION OF RISK SET FORTH IN THIS AGREEMENT AND THAT ARRIVALIST
WOULD NOT ENTER INTO THIS AGREEMENT WITHOUT THESE LIMITATIONS. NEITHER ARRIVALIST NOR ANY
OF ITS THIRD-PARTY PROVIDERS GUARANTEE THE ADEQUACY, ACCURACY, TIMELINESS OR
COMPLETENESS OF THE ARRIVALIST SERVICES OR ANY COMPONENT THEREOF OR ANY
COMMUNICATIONS, INCLUDING ORAL OR WRITTEN COMMUNICATIONS (INCLUDING ELECTRONIC
COMMUNICATIONS) OR OUTPUT WITH RESPECT THERETO. NEITHER ARRIVALIST NOR ANY OF ITS THIRD-
PARTY PROVIDERS SHALL BE SUBJECT TO ANY DAMAGES OR LIABILITY FOR ANY ERRORS, OMISSIONS,
Arrivalist Co
P.O. BOX 230199
New York, NY 10023
info@arrivalist.com
+1 646 964 5221
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INTERRUPTIONS OR DELAYS IN THE ARRIVALIST SERVICES. THE ARRIVALIST SERVICES AND ALL
COMPONENTS THEREOF ARE PROVIDED ON AN “AS IS” BASIS.
Q. Notices. All notices and other communications which are required to be given by the Agreement or which are otherwise
made pursuant to the Agreement will be in writing and delivered either by hand, c ertified or registered U.S. mail,
overnight courier, confirmed email or confirmed facsimile, addressed in the case of Agency to the address provided
above, and in the case of Arrivalist to Cree Lawson, Arrivalist, P.O. BOX 230199, New York, NY, 10023 or via facsimile
to 917 677 8222 or email at cree@arrivalist.com.
IN WITNESS WHEREOF, Arrivalist and Client have caused this Agreement to be executed as of the date first written above
by their respective officers thereunto duly authorized.
ARRIVALIST CO.
By:
Name:
Title:
Date:
Experience Fayetteville
By:
Name:
Title:
Date:
Arrivalist Co
P.O. BOX 230199
New York, NY 10023
info@arrivalist.com
+1 646 964 5221
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Billing Information
First Name: Billing Address Line 1:
Last Name: Billing Address line 2:
Phone Number: City: State: Zip Code:
Fax Number:
Email Address:
Arrivalist Co
P.O. BOX 230199
New York, NY 10023
info@arrivalist.com
+1 646 964 5221
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APPENDIX A – ARRIVALIST SERVICES
Term: July 1, 2023 – June 30, 2024
Arrivalist Trip
Arrivalist Lodging
Price: $45,000
Deliverables
• Up to 50 POIs (there can be no overlap of POIs)
• 24-month historical look back
• Assigned Account Manager/Analyst – Launch Call and quarterly scheduled calls during the year, plus availability in-
between calls if needed.
• Arrivalist will cap costs at 5% increase maximum for any renewals.
• Bonus: Website content measurement (rate card value of $10,000)
Arrivalist will invoice on or around July 1, 2023 and Client will remit payment within thirty (30) days of receipt of invoice.