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6 <br /> AGREEMENT TO PROMOTE TOURISM IN THE TOWN OF CARRBORO <br /> i <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 /> e <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 /> C <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 /> Page 1 <br />