Obligations of the Association. The Association agrees to: a. Provide a sports program as a service to the City in accordance with all guidelines set forth by the City. The Association will adhere to and abide by Sections I through Ill of the Policies and Procedures for Athletic Associations Operating on City of ▇▇▇▇▇ Creek Property, a copy of which is attached hereto or has been previously provided to the Association, and which is incorporated herein by reference (the "Policies and Procedures Manual"). Where a conflict arises between the Policies and Procedures Manual and this Agreement, this Agreement shall control. b. Comply with all applicable Federal, State, County and City statutes, ordinances, rules, orders, regulations, policies and requirements of federal, including, but not being limited to, Title VI of the 1964 Civil Rights Act, Section 504 of the Rehabilitation Act of 1973, ▇.▇.▇▇. § 19-7-5, and ▇.▇.▇▇. § 20-2-324.1. c. Make a Financial Contribution to the Recreation & Parks Division's Capital Improvement AccountPay for City-approved park improvements from monies acquired through the use of the Facilities during the previous calendar year (hereinafter "Past Term"). The amount of the Association's Financial Contribution shall be no less than either (i) an amount equal to five percent (5%) of gross park-related program and concession fees collected by the Association during the Past Term, or (ii) $25,000.00, whichever is greater. At the end of the calendar year, which shall also be the end of the Term, and no later than January 31st of the successive year, the Association shall provide the Recreation & Parks Manager or his/her designee of the City of ▇▇▇▇▇ Creek (hereinafter "Manager of ParksRecreation") with an accounting of program fees and concession fees collected by the Association through the use of the Facilities for the Past Term. The accounting provided by the Association shall be in such a form as required by the Director of Finance of the City of ▇▇▇▇▇ Creek (hereinafter "Finance Director"). d. The Association shall indemnify, hold harmless and defend the City, its public officials, officers, employees, and agents from and against any and all liabilities, suits, actions, legal proceedings, claims, demands, damages, costs and expenses (including reasonable attorney's fees) to the extent rising out of any act or omission of the Association, its agents, or employees in the performance of this Agreement except for such claims that arise from the City's sole negligence or willful misconduct. Notwithstanding the foregoing indemnification clause, the City may join in the defense of any claims raised against it in the sole discretion of the City. Additionally, if any claim is raised against the City, said claim(s) cannot be settled or compromised without the City's written consent, which shall not be unreasonably withheld. This indemnification clause shall survive the termination of this Agreement, even if the City terminates this Agreement for convenience. e. The Association shall procure at its own expense and shall maintain for the term of this Agreement the following insurance (with limits as shown herein) and shall protect the Association and the City from any claims for property damage or personal injury, including death, which may arise out of operations under this Agreement, and the Association shall furnish the Finance Director certificates of such insurance (as shown below) with the City as an additional named insured (except for Statutory Worker's Compensation and Employer's Liability Insurance) at least ten (10) days prior to use of the Facilities:
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