Hummingbird Home Staging & Design, LLC Terms & Conditions July 2024 1.Introduction Please read the following Terms & Conditions carefully, which constitute a legal agreement between you and Hummingbird Home Staging & Design, LLC (“Hummingbird” or “we”). 2.Services Hummingbird will provide home staging services more particularly set forth in the Proposal (defined below) at the property listed in Proposal (the “Property”) for a period of 60 days from the date of the proposal. 3.Property Preparation All renovations and cleaning of the Property must be done by you or on your behalf prior to staging. The day prior to the scheduled stage, we will reach out to confirm the Property is ready. If staging items are damaged due to movement or rearrangement by others that are not employees of Hummingbird, you will be billed at full replacement cost of the item(s). 4.Contract and Pricing Proposals - You will be provided a proposal describing the rooms on the Property to be staged and associated pricing for services (the “Proposal”). Pricing is valid for 30 days from date of the Proposal. After 30 days, Hummingbird reserves the right to review the Proposal and adjust pricing as necessary. These Terms and Conditions are hereby incorporated into the terms of the Proposal by this reference. By signing the Proposal, you agree to these Terms and Conditions as a binding contract (collectively, the “Contract”). The Proposal is only valid for the Property listed on the Proposal. If there are additional properties where you request staging services, we will move all of the items for an additional move fee to be calculated and set forth on a new or amended Proposal. Under no circumstances should any person/party/contractor other than those engaged by Hummingbird move the staged items. If this occurs, all agreements and obligations are void and all items will be removed from the Property immediately. 30-Day Extension - You have the option to extend staging services past the initial 60 days, for an additional 30 day period with the ability to prorate the extension upon mutual written agreement. 5.Payments 100% of the payment is due prior to staging day. We will not stage the Property if payment has not been collected. Exceptions will be at the sole discretion of Hummingbird, and any modification to the payment timeline or terms is required to be in writing. 30-Day Extension. The additional extension will be invoiced the same day we receive a pick-up date and will be prorated accordingly. Accepted Forms of Payment Zelle, Visa/Mastercard/Discover, Cash, Check. Payments by credit card may be subject to additional processing fees. 6.Cancellations, Delays If we arrive at the Property and it is not ready to stage there will be an additional and non-refundable $400 trip charge fee, no exceptions. We will do our best to accommodate and reschedule but it is not guaranteed. If we are unable to reschedule, the client will be refunded their payment, less the $400 trip charge fee. 7.Limitation of Liability Hummingbird warrants that it shall perform the services described herein and in the Proposal in a timely, workmanlike, and professional manner in accordance with generally recognized industry standards for similar services. Hummingbird’s sole and exclusive liability, and your sole exclusive remedy, for breach of this warranty shall be Hummingbird’s reperformance of the defective services in a timely manner. Other than the express warranty provided above, Hummingbird makes no other representation or warranty, either express or implied, and all such other representations or warranties are hereby disclaimed. Hummingbird carries liability insurance with coverage and limits in line with industry practice. IN NO EVENT SHALL HUMMINGBIRD BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY LOSS OF USE, REVENUE, OR PROFIT, OR FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, OR PUNITIVE DAMAGES WHETHER ARISING OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, REGARDLESS OF WHETHER SUCH DAMAGE WAS FORESEEABLE AND WHETHER OR NOT HUMMINGBIRD HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE. IN NO EVENT SHALL HUMMINGBIRD’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THE SERVICES PROVIDED, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EXCEED THE AGGREGATE AMOUNTS PAID OR PAYABLE BY YOU TO HUMMINGBIRD. 8.Additional Rules & Restrictions If an unoccupied Property subsequently becomes occupied, we will remove all items immediately. Any damaged items will be billed to the client at full replacement cost of the item(s). Any damages due to normal showing traffic or open houses (normal wear and tear) are expected and will not be billed to the client. To properly stage a home we need to hang some decor and will use nails to hang these items. It is our practice to leave the nails in the wall after we pick-up staging items. We are not painters and will not patch and paint holes due to the risk of damage to the property. Please plan to have this work completed by others and reach out if there are any concerns. We do not offer window coverings as a staging option to keep costs lower for you. If the client does not have window coverings there is a risk of UV light fading wood flooring around area rugs or larger furniture. We are unable to predict or remedy any issues that may arise; reach out with any concerns. We will ensure our items are clean, will pick up any trash we generate during the staging and wear clean footwear to prevent dirt on the floors. However, we are not responsible for cleaning the Property. All major cleaning - carpets, floors, bathrooms, toilets, mirrors, walls, etc - should be completed before staging with the understanding that some additional spot cleaning may be needed after the staging is complete but shall not the responsibility of Hummingbird. On staging day, no one is to be on the Property. This allows us to complete our staging in a timely manner and not having to work around others that may be in the way of where we need to do our work. Personal belongings in an UNOCCUPIED Property should be removed before the scheduled pickup day. All employees are under orders to pick up ALL items from the Property to ensure we leave nothing behind. We are not responsible for lost items and cannot guarantee that we can get the items back to the Property. 9.Miscellaneous Client has read the Contract in its entirety and understands the total agreement with Hummingbird Home Staging & Design, LLC. The Contract, including and together with any related exhibits, schedules, attachments, and appendices, constitutes the sole and entire agreement of the parties with respect to the subject matter contained herein, and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding such subject matter. The Contract supersedes any prior written or oral agreements between the parties. Any notices, requests, consents, agreements, demands, waivers or other communications under the Contract must be in writing and addressed to each party as provided herein. Such notices, requests, consents, agreements, demands, waivers or other communications must be delivered by personal delivery, certified mail (return receipt requested) or by email. Such delivery shall only be effective upon receipt by the receiving party. All items to be delivered to Hummingbird shall be sent to 4110 S. Delaware St, Englewood, CO 80110 or hummingbirdhomestaging@gmail.com. All items to be delivered to you shall be sent to the address(es) set forth in the Proposal. No amendment to or modification of the Contract is effective unless it is in writing and signed by each party. No waiver by Hummingbird of any of the provisions of the Contract shall be effective unless explicitly set forth in writing and signed by Hummingbird. Except as otherwise set forth in the Contract, no failure to exercise, or delay in exercising, any right, remedy, power, or privilege arising from the Contract shall operate or be construed as a waiver thereof, nor shall any single or partial exercise of any right, remedy, power, or privilege hereunder preclude any other or further exercise thereof or the exercise of any other right, remedy, power, or privilege. You may not assign, transfer, delegate, or subcontract any of your rights or delegate any of your obligations under the Contract without the prior written consent of Hummingbird. Any purported assignment or delegation in violation of these terms shall be null and void. No assignment or delegation shall relieve you of any of your obligations under the Contract. The Contract shall be construed in accordance with the laws of the State of Colorado. Hummingbird shall not be liable or responsible, or be deemed to have defaulted under or breached the Contract, for any failure or delay in fulfilling or performing any term of the Contract, when and to the extent such failure or delay is caused by or results from acts beyond Hummingbird's control, including, without limitation, (a) acts of God; (b) flood, fire, earthquake, explosion or other catastrophe; (c) war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot, or other civil unrest; (d) government order, law, or actions; (e) national or regional emergency; (f) strikes, labor stoppages, or slowdowns, or other industrial disturbances; (g) telecommunication breakdowns, power outages or shortages, lack of warehouse or storage space, inadequate transportation services, or inability or delay in obtaining supplies of adequate or suitable materials; and (h) other events beyond the control of the Hummingbird. If any provision of this contract is found to be invalid or unenforceable for any reason, the remaining provisions will continue to be valid and enforceable.