07-25-19 - BOARD BOOK

responsible for, any cessation, interruption or delay in the performance of its obligations (excluding payment obligations) due to earthquake, flood, fire, storm, natural disaster, act of God, war, terrorism, armed conflict, labor strike, lockout, boycott or other similar events beyond the reasonable control of the Party. 22. Decorator shall indemnify, defend and hold harmless Client and their respective members, officers, directors, employees, agents, contractors, lessors and their related companies from and against all liability, claims, damages, losses and expenses, including reasonable attorney’s fees and expenses, arising out of or resulting from negligent acts or omissions of Decorator and/or its consultants in the performance of the Services under this Agreement. This i ndemnification obligation of Decorator to the Owner shall survive termination or expiration of this Agreement. Records : The Decorator shall keep such full and detailed accounts as may be necessary to document the Services rendered to the Owner including, but not limited to billing invoice records, documents supporting reimbursable expenses claimed by the Decorator, and other supporting documentation regarding Services rendered to Owner. Decorator shall preserve all such records for a period of five (5) years after the final payment. The Owner and Decorator acknowledge and agree to waive all rights under Chapter 558, Florida Statutes except relative to Section 558.0035, Florida Statutes. PURSUANT TO FLORIDA STATUTE SECTION 558.035, NO INDIVIDUAL EMPLOYEE OR AGENT OF PEMBROOKE & IVES LUXURIOUS INTERIORS, LLC MAY BE HELD INDIVIDUALLY LIABLE IN NEGLIGENCE FOR ANY CLAIMS, DAMAGES OR DISPUTES ARISING OUT OF AND SUBJECT TO THE AGREEMENT. 24. This Agreement constitutes the entire Agreement and understanding of the Parties with respect to its subject matter and it supersedes all prior negotiations, understandings and Agreements concerning the subject matter thereof, and shall be construed and interpreted in accordance with the laws of the State of Florida, without regard to the conflicts of law provisions of said State. Any headings in this Agreement are for convenience only and not intended to influence its construction. In this Agreement, unless the context requires otherwise, the singular includes the plural, and the plural includes the singular, and all references to Sections shall be to sections of this Agreement. 25. The parties agree and acknowledge that this Agreement has been negotiated between them, and that neither party shall be deemed the draftsman thereof for purposes of contract construction and interpretation; and no contractual presumptions against either party as draftsman shall be applicable in connection with any ambiguity. 26. Each party warrants and represents to the other that each signatory hereto is fully authorized to so execute and bind that party, knowing that each party is relying upon the corresponding representation of the other in connection with the execution hereof. 27. Decorator shall arrange for Vendors to provide a one minimum (1) year warranty to the Owner on all FF&E furnished in accordance with this Agreement. The warranty will commence upon acceptance of the FF&E by the Owner (defined as the date that Owner agrees to take delivery of the FF&E regardless of whether FF&E is being delivered to the warehouse, Project address or other location). On behalf of the Owner, Decorator will handle all returns, refunds and repairs with respect to FF&E for one (1) year following acceptance of the FF&E by Owner. 23. Waiver of Chapter 558, Florida Statutes:

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