Hospitality House Lighting Agreement

HOSPITALITY HOUSE LIGHTING AGREEMENT

This Hospitality House Lighting Agreement (the Agreement) is entered into on between:

Service Provider Name:

Client Name:

WHEREAS

WHEREAS, the Service Provider is engaged in the business of supply, installation, programming, maintenance, and removal of decorative and functional lighting systems appropriate for hospitality properties; and

WHEREAS, the Client operates or manages the hospitality property identified below and desires the Service Provider to perform lighting services described in this Agreement under the terms and conditions set forth herein.

Property / Service Location:

SCOPE OF WORK

The Service Provider shall furnish all labor, materials, equipment, testing, programming, and supervision necessary to perform the lighting services described below. The work shall be performed in a professional manner consistent with industry standards for hospitality lighting installations.

Installation and cabling Control programming and scenes Periodic maintenance Removal/dismantling at term end

PAYMENT TERMS

Deposit Amount:    |    Balance Due:

Payment Terms: All invoices are due net days from invoice date unless otherwise agreed in writing. The Client shall pay a late charge of per month (or the maximum lawful rate) on overdue amounts. The Client is also responsible for reasonable costs of collection, including attorneys' fees.

TERM AND TERMINATION

This Agreement commences on the Start Date and, unless earlier terminated in accordance with this Agreement, continues until the End Date set forth below.

Start Date:    End Date:

Either party may terminate this Agreement for material breach by the other party if the breaching party fails to cure such breach within days after written notice. Either party may also terminate for convenience upon days' prior written notice. Termination shall not relieve the Client of its obligation to pay for services performed and materials supplied prior to termination.

CONFIDENTIALITY

Each party acknowledges that in the course of performing this Agreement it may receive Confidential Information of the other party. "Confidential Information" means non-public business, technical, financial or operational information disclosed in any form. Each receiving party shall: (a) use Confidential Information solely for the performance of this Agreement; (b) hold Confidential Information in strict confidence using at least the same degree of care it uses with its own confidential materials; and (c) not disclose Confidential Information to third parties except to its personnel, advisors or subcontractors who need to know and who are bound by confidentiality obligations no less protective than those herein. Confidentiality obligations shall survive termination for a period of years, except for trade secrets which shall remain confidential for as long as they qualify as trade secrets.

INSURANCE, INDEMNITY AND LIMITATION OF LIABILITY

The Service Provider shall maintain at its expense commercial general liability insurance and worker's compensation insurance with limits customary for comparable services. Upon request, the Service Provider shall provide certificates evidencing such coverage.

The Service Provider shall indemnify and hold harmless the Client from and against claims, liabilities, losses and expenses (including reasonable attorneys' fees) arising from the Service Provider's negligent acts or omissions in performing the Services. The Client shall indemnify and hold harmless the Service Provider for claims arising from the Client's negligence or breach of this Agreement.

EXCEPT FOR LIABILITY ARISING FROM GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, IN NO EVENT SHALL EITHER PARTY'S AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT EXCEED THE AMOUNTS PAID OR PAYABLE BY THE CLIENT TO THE SERVICE PROVIDER UNDER THIS AGREEMENT DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY.

GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of the state of without regard to its conflict of laws principles. The parties agree that exclusive venue for any legal action arising under this Agreement shall be in the state or federal courts located in the county where the Property is located, unless otherwise mutually agreed in writing.

ENTIRE AGREEMENT

This Agreement, including any exhibits, attachments, and accepted proposals incorporated by reference, constitutes the entire agreement between the parties concerning its subject matter and supersedes all prior and contemporaneous agreements, proposals, or representations, whether written or oral. Any amendment to this Agreement must be in writing and signed by authorized representatives of both parties.

MISCELLANEOUS PROVISIONS

Assignment: Neither party may assign this Agreement or any rights hereunder without the prior written consent of the other party, except that the Service Provider may assign to an affiliate or in connection with a sale of substantially all of its assets.

Subcontractors: The Service Provider may engage qualified subcontractors to perform portions of the Services provided that the Service Provider remains responsible for the performance of those subcontractors and compliance with this Agreement.

Notices: All notices required or permitted under this Agreement shall be in writing and delivered to the addresses provided below by hand, certified mail, or a nationally recognized courier service.

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