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76 conditions and any other conditions and terms more fully set forth in the Lease. SUBORDINATION OF THIS AGREEMENT TO TERMS OF LEASE This Agreement between CSA, the City and County shall at all times be subordinate and subject to the terms and conditions of the Lease which CSA and the City acknowledge they have read and have received a copy of. Any conflicting terms and conditions between this Agreement and the Lease shall be resolved in favor of the Lease. The parties understand that the Lease .provides that the State of North Carolina may, at any time, provide Lessee with 180 days advance notice and resume possession of the land containing the Complex and CSA and the City may not receive any renumeration for such retaking. COMPLEX NAME/FIELD SPONSORS The name of the Complex and all field sponsorships shall be pre- approved by the County Board of Commissioners. Any revenue derived from naming the Complex and field sponsorships shall belong solely to the County and will be used for design, construction, maintenance and improvement of the Complex. Field sponsorship for the City's Priority Fields must be also pre-approved by the Concord City Council. The City and CSA shall be allowed to reasonably display their names and logos on its respective Priority Fields. All signage is subject to prior written approval of the Committee. The three entities cooperating in the construction of the Complex will also be displayed on all Complex signage. FUI~DRAISING Based on prior approval of the County Board of Commissioners, the County agrees to endorse CSA fund raising activities that the County deems are in good taste and specifically and exclusively pertain to the construction and development of the Complex. However, the County is not obligated to participate in such fund raising activities. Based on the approval from CitY Council, the City agrees to endorse CSA fund raising activities that are in good taste and specifically and exclusively pertain to the construction and development of the Complex. However, the City is not required to participate in such fund raising activities and. prior written approval of the City Council must be obtained before the City's name or logo is used in any material or fundraising activities. INSURANCE AND INDEMNITY The parties hereto each agree to obtain liability and property insurance with regard to all of its respective activities and Equipment at the Complex in an amount sufficient to cover any liability it or any other party hereto or the public might incur as a result of the insured's respective operations, or arising out of or attributable to the inSured's Equipment at the Complex; but in no event, less than One Million Dollars and 00/100 ($1,000,000.) per occurrence for liability coverage and One Million Dollars and 00/100 ($1,000,000.) per occurrence for property damage. The parties hereto jointly and severally agree to indemnify and hold harmless each other from and against any and all damages, claims, costs or expenses of any kind or nature (including without limitation, claims resulting from death or injury to an individual and any attorney's fees and court costs) as they are incurred and finally awarded, arising out of or in any way, directly or indirectly, attributable, directly or indirectly, to its respective use of the Complex or the insured's Equipment at the Complex; including without limitation, those claims arising out of or attributable to persons or entities claiming through the insured, such as (for purposes of illustration and not by limitation) agents for, invitees and 'volunteers working for the insured. MISCELLANEOUS Term. The term of the Agreement shall be for twenty-five years, unless terminated sooner as set forth herein. Governing Law. This Agreement is governed by the laws of the State of North Carolina. Paragraph Headinqs. Paragraph headings are for convenience only and are not deemed to be a controlling part of this Agreement. Resolution of Conflicts. Any conflicts between the terms and conditions of this Agreement and the Lease shall be resolved in favor of the Lease. Furthermore, the parties hereto agree that they will utilize their best efforts to resolve any conflicts or disputes with regard to this Agreement between themselves. However, in the event dispute self- resolution is not successful, the parties agree to a formal mediation of their concerns. In the event mediation is not successful, the parties agree to formal arbitration which shall be binding .upon the parties. No Partnership. No terms or conditions of this Agreement shall be deemed to create a legal partnership between the parties hereto. Neither party has the authority to bind the other partY with regard to any commitments of any kind or nature, including without limitation, financial commitments.