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2. GENERAL PROVISIONS
<br /> A. Exclusive Arrangement
<br /> ARTS COMMISSION agrees not to engage the services of any other events
<br /> Network during the term of this agreement without first obtaining the written
<br /> consent of Company.
<br /> B. Agent Relationship
<br /> Company is authorized to act as ARTS COMMISSION's agent in purchasing the
<br /> materials and services required to host the site activities on behalf of ARTS
<br /> COMMISSION.
<br /> C. Cancellation of Plans
<br /> ARTS COMMISSION reserves the right, in its sole discretion, to modify, reject,
<br /> cancel or stop any and all plans, schedules or work in process to launch the site;
<br /> and in such event Company shall immediately take proper steps to carry out
<br /> ARTS COMMISSION's instructions; but ARTS COMMISSION agrees to
<br /> reimburse Company for any direct losses Company may sustain derived from
<br /> such modification, rejection, cancellation or stoppage ordered by ARTS
<br /> COMMISSION provided such modification, rejection, cancellation or stoppage
<br /> was not the result of negligence or misconduct by Company. ARTS
<br /> COMMISSION shall reimburse Company for all expenses incurred in connection
<br /> with ARTS COMMISSION marketing communications previously authorized by
<br /> ARTS COMMISSION, and to pay Company any service charges relating thereto,
<br /> in accordance with the provisions of this Agreement.
<br /> D. Failure of Suppliers to Perform
<br /> Company will endeavor to the best of its knowledge and ability to guard against
<br /> any loss to ARTS COMMISSION through failure of suppliers to properly execute
<br /> their commitment, but we shall not be held responsible for any failure on their
<br /> part.
<br /> E. Indemnification of Network and Client
<br /> Company agrees to exercise its best judgment in the preparation and execution
<br /> of all activities for ARTS COMMISSION, with a view to avoiding any claims,
<br /> proceedings, or suits being made or instituted against ARTS COMMISSION or
<br /> Company. Company shall defend, indemnify, and hold ARTS COMMISSION, its
<br /> officers, employees and agents harmless from and against any and all liability,
<br /> loss, expense, including reasonable attorneys'fees, or claims for injury or
<br /> damages arising out of the performance of the Agreement but only in proportion
<br /> to and to the extent such liability, loss, expense, attorneys'fees, or claims for
<br /> injury or damages are caused by or result from the negligent or intentional acts or
<br /> omission of Company, its officers, agents or employees. ARTS COMMISSION
<br /> shall defend, indemnify, and hold Company, its officers, employees, and agents
<br /> harmless from and against any and all liability, loss, expense, including
<br /> reasonable attorneys'fees, or claims for injury or damages arising out of the
<br /> performance of this Agreement but only in proportion to and to the extent such
<br /> liability, loss, expense, attorneys'fees, or claims for injury or damages are
<br /> caused by or result from the negligent or intentional acts or omissions of ARTS
<br /> COMMISSION, its officers, agents or employees.
<br /> F. Client Partnership
<br /> PURSUIT OF HAPPINESS,LLC
<br /> 2007 YANCEYVILLE STREET,SUITE 3322,BOX 38,GREENSBORO,NC 27405 2
<br /> 336.643.0387
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