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erwise transact business with, an Affiliate of SMG, subject to review and written approval by the <br />County. In the event SMG purchases and/or procures Flom, or otherwise transacts business with, <br />an Affiliate of SMG ae contemplated by the foregoing sentence, the prices charged and services <br />rendered shall be competitive with those obtainable from others rendering comparable goods <br />and/or services of like kind. To ensure compliance is this respect, SMG agrees to obtain at bast <br />two (2) other competitive proposals from Persons other than SMG's Affiliates whenever SMG <br />proposes to transact business with an Affiliate for the provision of such goods or services here- <br />under, and to provide correct copies of all such proposals to the County prior to entering into the <br />relationship with the Affiliate. Ia addition, SMG may license the use of the Facility or any part <br />thereof to itself in connection with any event in the promotion of which SMG ie involved, so <br />long ae the license fee charged is on prevailing rates and farms or such other rates and terms as <br />the County approves. <br />(b) Conflicts of Interest. The County aclmowledges that SMG manages other <br />public assembly facilities which may, from time to time, be in competition with the Facility. The <br />management of competing facilities will not, in and of itself, be deemed a conflict of interest or <br />breach of SMG's duties hereunder; provided, however, in all instances in which the Facility is in <br />competition with other public assembly facilities managed by SMG for the solioitadan of certain <br />events, SMG shall not i~rvolve rte principal office (currently in Philadelphia, Pem~syivania) on <br />behalf of any such other facility in an attempt to influence the decision-making process regarding <br />the selection of a site by such events. <br />11. Laws sad Permits. <br />11.1 Permits.~.icensea. Taxes sod Liens. <br />SMG shall procure any pemrits and licensee required for the business to be con- <br />ducted by it hereunder. The County at~all cooperate with SMG in applying for such permits and <br />licenses, but the County itself shall not neeeasarily be a licensee or pemritee unless required by <br />the applicable license or permit or the unless required by the County for other reasons. SMG <br />shall deliver copies of all such permits and licenses to the Contract Administratar. SMG shall <br />pay promptly, out of the accounts specified m Section 5.6, all taxes, excises, license fees and <br />permit fees of whatever nalitre arising from its operation, promotion and management of the Fa- <br />cility. SMG shall use reasonable efforts to prevent mechanic's or materialman's or any other <br />lien from becoming attached to the premises or improvements at the Facility, of any part or par- <br />cel thereof, by reason of any work or labor performed or matsriala famished by any mechanic or <br />materialtnan, so long u the work, labor or material was provided at SMG's direction and the <br />County has supplied funds for the payment of charges therefor in accordance with this Agree- <br />menk <br />11.2 Governmental Compliance. <br />SMG, its officers, agents and employees shall comply with all Laws applicable to <br />SMG's management ofthe Facility hereunder. With respect to the ADA, SMG will comply with <br />Title III of the ADA and the provision of such auxiliary aids or alternate services ea may be re- <br />quired bythe ADA. Nothing in this Section 11.2 or elsewhere in this Agreement shall, however, <br />require SMG to undertake a~ of the foregoing compliance activity, nor shall SMG have any li- <br />mviudaebanwapmmentvaoalroddocravimda6unu.ymemmtvaw Rd.dac 01995-20C <br />25 <br />~=3 <br />