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RedSpee& Florida,LLC
<br />Except as specifically provided otherwise herein, REDSPEED is an independent contractor under this
<br />Agreement. Personal services provided by REDSPEED shall be by employees of REDSPEED who shall
<br />be subject to supervision by REDSPEED, and not as officers, employees or agents of the Customer.
<br />Personnel policies, tax responsibilities, social security, health insurance, employee benefits,
<br />purchasing policies and other similar administrative procedures applicable to services rendered
<br />under this Agreement shall be those of REDSPEED.
<br />17. FORCE MAJEURE:
<br />The Customer and REDSPEED will be excused from the performance of their respective obligations
<br />under this Agreement when and to the extent that their performance is delayed or prevented by any
<br />circumstances beyond their control including, fire, flood, explosion, strikes or other labor disputes,
<br />act of God or public emergency, war, rioting, malicious damage, act or omission of any governmental
<br />authority, delay or failure or shortage of any type of transportation, equipment, or service from a
<br />public utility needed for their performance provided that:
<br />a. the non-performing party gives the other party prompt written notice describing the
<br />particulars of the Force Majeure including, but not limited to, the nature of the
<br />occurrence and its expected duration, and continues to furnish timely reports with
<br />respect thereto during the period of the Force Majeure;
<br />b. the excuse of performance is of no greater scope and no longer duration than is required
<br />by the Force Majeure;
<br />c. no obligations of either party that arose before the Force Majeure causing the excuse of
<br />performance are excused as a result of the Force Majeure; and,
<br />d. the non-performing party uses its best efforts to remedy its inability to perform.
<br />Notwithstanding the above, performance shall not be excused under this Section for a period in
<br />excess of two (2) months, provided that in extenuating circumstances, the Customer may excuse
<br />performance for a longer term. Economic hardship of REDSPEED will not constitute Force Majeure.
<br />The term of the Agreement shall be extended by a period equal to that during which either party's
<br />performance is suspended under this Section.
<br />18. PERMITS, FEES, AND LICENSES:
<br />REDSPEED shall at its own expense, obtain all necessary permits, pay all licenses, and fees, required
<br />to comply with all local ordinances, state and federal laws, rules and regulations applicable to
<br />business to be carried out under this Agreement.
<br />19. NON-DISCRIMINATION:
<br />There shall be no discrimination as to race, sex, color, creed, age, disability, marital status or national
<br />origin in the operations conducted under this Agreement.
<br />20. SUBCONTRACTORS:
<br />REDSPEED must be capable of performing all the services contained within this Agreement. If
<br />REDSPEED uses a subcontractor in the performance of these services, REDSPEED shall submit
<br />complete information on any/all proposed subcontractors. The same qualifications requirements,
<br />and all other terms and conditions of the Agreement shall also apply to the subcontractor. The
<br />Customer reserves the right to approve or disapprove of any sub -contractor proposed.
<br />REDSPEED shall ensure that all of REDSPEED's subcontractors perform in accordance with the terms
<br />and conditions of this Agreement. REDSPEED shall be fully responsible for all of REDSPEED's
<br />subcontractors' performance, and liable for any of REDSPEED's subcontractors' non-performance
<br />and all of REDSPEED's subcontractors' negligent, intentional or reckless acts and omissions.
<br />REDSPEED shall defend, counsel being subject to the Customer's approval or disapproval, and
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