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VB <br /> AGREEMENT TO PROMOTE TOURISM IN THE TOWN OF CARRBORO <br /> THIS AGREEMENT to promote tourism in the Town of Carrboro is made, and <br /> entered into this !day of August_, 2016, by and between the CARRBORO <br /> TOURISM DEVELOPMENT AUTORITY, (hereinafter referred to as"CTDA", and <br /> Chapel Hill Orange County Visitors Bureau, (hereinafter referred to as "Grantee"). <br /> 1. Grantee hereby agrees to perform the services and/or activities as set forth in the <br /> attached Request for Project Funds (Attachment 1)to promote tourism in the <br /> Town of Carrboro. Attachment 1 is hereby incorporated into and made a part of <br /> this Agreement as if set out here in its entirety. <br /> 2. The term of this Agreement shall begin on September 1, 2016 and end on June 15, <br /> 2017_ <br /> 3. CTDA agrees to provide up to $5,000 to the Grantee for direct expenses related to <br /> the project services and/or activities. No funds are to be used for general <br /> overhead or staff salaries of the Grantee. <br /> 4. Funds may be released monthly, quarterly, or according to any other schedule <br /> deemed appropriated by the CTDA Finance Officer. Grantee shall submit a <br /> written request for each fund distribution, and each request shall contain a <br /> certification that the Grantee shall use the funds received only to provide the <br /> services and/or activities described in section 1 above. Grantee agrees that if it <br /> fails to comply with the terms and condition of this award, it will repay in full to <br /> the CTDA all sums distributed by the CTDA to the Grantee. <br /> 5. The Grantee agrees to comply with all CTDA policies and procedures in carrying <br /> out the services and activities under this Agreement. <br /> 6. CTDA and Grantee agree that Grantee is an independent entity and shall not <br /> represent itself as an agent or employee of CTDA for any purpose in the <br /> performance of Grantee's duties under this Agreement. Accordingly, Grantee <br /> shall be responsible for payment of all federal, state and local taxes as well as <br /> business license fees arising out of Grantee's activities in accordance with this <br /> Agreement. For purposes of this Agreement taxes shall include, but not be <br /> limited to, Federal and State Income, Social Security and Unemployment <br /> Insurance taxes. Grantee, as an independent entity, shall perform said services in <br /> a professional manner and in accordance with the standards of applicable <br /> professional organizations and licensing agencies. <br /> 7. To the fullest extent permitted by laws and regulations,the Grantee shall <br /> indemnify and hold harmless the CTDA and its officials, agents, and employees <br /> from and against all claims, damages, losses, and expenses, direct, indirect, or <br /> consequential (including but not limited to fees and charges of engineers or <br /> Pagel <br />