2015-485 VB - Town of Chapel Hill to provide visitors' services to town residents and visitors

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4. Work Statement: Contractor agrees to provide those services described in the Work Statement attached hereto and incorporated herein by reference,to residents and visitors of Chapel Hill and to maintain a high level of professionalism in the provision of these services. 5. Financial Records: Contractor agrees to allow the Town to inspect its financial books and records upon reasonable notice during normal working hours. 6. Termination for Cause: In the event that Contractor shall cease to exist as an organization or shall enter bankruptcy proceedings, or be declared insolvent, or liquidate all or substantially all of its assets, or shall significantly reduce its services or accessibility to Chapel Hill residents during the term of this Agreement; or in the event that Contractor shall fail to render a satisfactory accounting as provided herein,then and in that event the Town may terminate this Agreement and Contractor will return all payments already made to it by the Town for services which have not been provided or for which no satisfactory accounting has been rendered. 7. Indemnification and Hold Harmless: The Contractor agrees to indemnify and hold harmless the Town of Chapel Hill and its officers, agents and employees from all loss, liability, claims or expense (including reasonable attorneys' fees) arising from bodily injury, including death or property damage to any person or persons caused in whole or in part by the negligence or willful misconduct of the Contractor except to the extent same are caused by the negligence or misconduct of the Town. 8. Insurance Provisions: The Town requires evidence of Contractor's current valid insurance (if applicable) during the duration of the named project and further requires that the Town be named as an additional insured. The required coverage limits are $1,000,000 per occurrence for Comprehensive General Liability and Business Automobile. Workers' Compensation coverage requirements are $100,000 for both employer's liability and bodily injury by disease for each employee and $500,000 for the disease policy limit. 9. Non-Discrimination: The Contractor shall administer all functions without discrimination because of race, creed, sex, national origin, age, economic status, sexual orientation, gender identity or gender expression. 10. Federal and State Legal Compliance: The Contractor must be in full compliance with all federal and state laws, including those on immigration. 11. Amendment: This Agreement may be amended in writing by mutual agreement of the Town and Contractor. 12. Interpretation: This Agreement shall be construed and enforced under the laws of North Carolina. In the event of any dispute between the parties, venue is properly laid in Orange County, North Carolina for any state court action and in the Middle District of North Carolina for any federal court action.