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6.1.H. - Page 13 <br />You agree to defend, indemnify and hold harmless each of the Pace Parties from and against any <br />and all losses, damages, penalties, liabilities and claims, and all related fees, costs and expenses, including, <br />without limitation, reasonable attorneys' fees and expenses, if a third -party makes a claim related to this <br />appraisal. <br />This agreement will be governed by and construed under New York law and any dispute shall be <br />brought exclusively in a New York court or a Federal court sitting in the Southern District of New York. You <br />and we irrevocably and unconditionally waive trial by jury in any related legal action. <br />Subject to the foregoing, Pace has determined that the insurance value of the Artwork is as follows: <br />Ilya and Emilia Kabakov $1,500,000 - $1,800,000 <br />"The Pirates Ship/"The Devil's Rage" (2012) <br />Installation <br />Atlantic City, NJ <br />Sincerely your <br />Jeff Burch <br />Director <br />i <br />32 East 57th Street, New York NY 111022 212.412.3292 pacegallery.com <br />