2021-577-E-Visitor Bureau-Town of Chapel Hill-Operation of Visitors Center

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Small Service Contract Revised 9/2019 Page 1 of 6 STATE OF NORTH CAROLINA COUNTY OF ORANGE PERFORMANCE AGREEMENT OPERATIONAL SUPPORT This Contract is made and entered into by and between the “Town of Chapel Hill”, herein “Town”, and “Orange County by and for Chapel Hill/Orange County Visitors Bureau, 501 West Franklin Street, Suite 104, Chapel Hill, NC 27516”, herein “Contractor”, for services hereinafter described for the Town of Chapel Hill. This Contract is for monetary support for operation of visitor’s center in Chapel Hill. WITNESSETH That for and in consideration of the mutual promises and conditions set forth below, the Town and Contractor agree: 1. Duties of the Contractor: The Contractor agrees to perform those duties described in Exhibit A attached hereto and incorporated herein by reference. 2. Duties of the Town: The Town appropriated the sum of Two Hundred Thousand Dollars ($200,000) to the Contractor for the fiscal year 2021-2022. The Town will also pay the Contractor 50% of any additional revenues collected in the even that hotel/motel occupancy receipts exceed the budgeted amount of $1,000,000 during the Town’s fiscal year 2021-2022. The town does not obligate itself to provide any other support to Contractor this fiscal year or in succeeding years. 3. Fee Schedule and Maximum Sum: Contract amount is not to exceed $200,000. Unless occupancy receipts exceed $1,000,000 (see paragraph 2). Payments of $50,000 each will be made on or after the following dates: July 1, 2021; October 1, 2021; January 1, 2022; and April 1, 2022. The Town’s obligation to make each payment is contingent upon receiving satisfactory documentation and account of expenditures as detailed in Exhibit A. 4. Billing and Payment: The Contractor shall submit a bill to the Town for work performed under the terms of this Contract. The Contractor shall bill and the Town shall pay the rates set forth therein. Payment will be made by the Town within thirty (30) days of receipt of an accurate invoice, approved by the contact person or his/her designee. 5. Indemnification and Hold Harmless: To the extent authorized by law, 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 proximately caused in whole or in part by the negligence or willful misconduct of the Contractor arising out of or related to the Contract, except to the extent same are caused by the negligence or misconduct of the Town. DocuSign Envelope ID: BBBFA420-D5AE-43C5-B3AA-9B131FAA14C0