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Coffiers
<br /> 29. CONFIDENTIALITY, RELEASE OF INFORMATION. Contractor shall hold confidential all information (i) obtained
<br /> from,or in the possession of,Owner,Agent,or tenants of the Property(each,a"Tenant"),or(ii)generated on behalf of Owner,
<br /> Agent, or Tenant, or (iii) otherwise obtained in connection with the performance of Services. Contractor shall not use,
<br /> misappropriate,or disclose such information without Owner's,Agent's,or Tenant's,as applicable, prior written consent,which
<br /> may be withheld in such party's sole discretion. Notwithstanding the foregoing, Contractor's obligations shall not apply to
<br /> information in the public domain or lawfully acquired from a third party so long as such third party is not in breach of any of its
<br /> confidentiality obligations.
<br /> Contractor shall not,without the prior written approval of Owner, make any news releases, public announcements,denials,or
<br /> confirmations of any part of the subject matter of this Contract, or disclose any privileged or confidential information obtained
<br /> in connection with this Contract to any third party.
<br /> 30. OWNERSHIP OF DOCUMENTS:TITLE. Owner shall at all times own and hold all common law,statutory,and other
<br /> reserved rights, including copyrights,to all reports,specifications, drawings,or other documents,including those in electronic
<br /> form prepared and/or developed by Contractor or at Contractor's direction(e.g., by its Subcontractors)in connection with the
<br /> Services,in whatever format(collectively,"Documents").Contractor shall execute documents evidencing such ownership upon
<br /> Owner's request. To the fullest extent permitted by law, Contractor shall indemnify, defend, and hold Indemnitees harmless
<br /> from and against any Claims relating to infringement of any copyright,trademark, patent, or other intellectual property arising
<br /> out of the preparation or use of any Documents.
<br /> Title to all completed or partially completed Services and to all Materials delivered to and stored at the Property which are
<br /> intended to become part of the completed Services shall pass to Owner upon the earlier to occur of(i)the installation of the
<br /> Materials, or(ii)the payment by Owner for the Materials.
<br /> 31. INAPPROPRIATE OFFERINGS. Contractor represents and warrants to,and for the benefit of, Owner and Agent that
<br /> Contractor(i)has neither paid nor furnished to, nor sought or received from,any person or entity, in connection with obtaining
<br /> or entering into this Contract, any commission, finder's fee, sum, gift, or other item, which, taken together, have a value in j
<br /> excess of ONE HUNDRED DOLLARS($100.00) per year,and(ii)shall not make or receive any payments or gifts during, or
<br /> after the expiration of,the Term in connection with the Services to be performed hereunder which,taken together during any
<br /> one year period, have a value in excess of ONE HUNDRED DOLLARS($100.00)per year.
<br /> 32. NEGOTIATION OF CONTRACT. The parties acknowledge that this Contract was the subject of fair negotiation
<br /> between parties adequately represented by counsel of their choice.Neither party shall be considered the drafter of this Contract
<br /> for the purpose of construing any of its terms and conditions.
<br /> 33. SURVIVAL. The provisions of Sections 4, 5, 10-13, 15-19, 21-25, 27, 29, 30, 32-36, and 38 of this Contract shall
<br /> survive the expiration or termination of this Contract.
<br /> 34. ASSIGNMENT. Contractor shall not assign all or any portion of this Contract or any monies due, or to become due,
<br /> hereunder without the prior written consent of Owner. Even if such consent is given, Contractor shall not be relieved from any
<br /> of its obligations under this Contract.Any assignee or Subcontractor shall be deemed the agent of Contractor and Contractor
<br /> shall remain liable to the same extent as if no such assignment was made or Subcontractors were engaged.Owner may assign
<br /> this Contract in its sole discretion.This Contract is binding upon,and shall inure to the benefit of,the parties hereto and their
<br /> respective permitted successors-in-interest and assigns.
<br /> 35. GOVERNING LAW. This Contract shall be governed by, interpreted under, construed, and enforced in accordance
<br /> with,the laws of the State in which the Property is located.
<br /> 36. SEVERABILITY. If any provision of this Contract is held by any court to be invalid, void, or unenforceable, the
<br /> remaining provisions shall nevertheless continue in full force and effect.
<br /> 37. COUNTERPARTS. This Contract may be executed in any number of counterparts, each of which shall be deemed
<br /> an original and all of which shall constitute one and the same Contract.This Contract may be accepted as an original if received
<br /> via facsimile or electronic mail, and the parties' signatures may be treated as an original and admissible evidence of this
<br /> Contract.
<br /> 38. ENTIRE CONTRACT. This Contract constitutes the entire agreement between the parties relating to the subject
<br /> matter hereof and supersedes and cancels all other prior agreements (including, but not limited to, any proposals or oral
<br /> agreements), representations and understandings of the parties in connection with such subject matter. In the event of a
<br /> conflict between the provisions of this Contract and the provisions of any attached exhibits, schedules, or otherwise, the
<br /> provisions that afford the Owner the greatest rights and benefits shall govern and control.
<br /> If this Contract is modified at the request of Owner or Contractor,such modifications must be confirmed in writing and signed
<br /> by Owner and Contractor("Amendment").Any Amendment shall be subject to the terms and conditions of this Contract. No
<br /> CONTRACT—Services Contract 10-30-13 5
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