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Supporting Documentation · Date unavailable

168-10 Exhibits

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Section 8. Indemnification: A. Seller shall be responsible for and agrees to indemnify Buyer and hold Buyer harmless from and against all third party claims, demands and causes of action for direct damages (including reasonable legal fees) for personal injuries or damage to tangible property to the extent directly resulting from the willful misconduct or negligent acts or omissions of Seller, Seller's officers, agents, employees, or subcontractors. Buyer agrees to notify Seller as soon as practical of any third party claim, demand or cause of action for which Buyer will request indemnification from Seller. Buyer will provide Seller with the necessary information and assistance to defend such claim, demand or cause of action. B. Buyer shall be responsible for and agrees to indemnify Seller and hold Seller harmless from and against all third party claims, demands and causes of action for direct damages (including reasonable legal fees) for personal injuries or damage to tangible property to the extent directly resulting from the willful misconduct or negligent acts or omissions of Buyer, Buyer's officers, officials, agents, employees, or subcontractors. Seller agrees to notify Buyer as soon as practical of any third party claim, demand or cause of action for which Seller will request indemnification from Buyer. Seller will provide Buyer with the necessary information and assistance to defend such claim, demand, or cause of action SECTION 9. NOTICES: Notices and other communications between the parties shall be transmitted by facsimile, electronic mail, or in writing to the parties at the addresses set forth below and shall be deemed effective upon receipt by the receiving party. Either party may change its address by giving notice in writing thereof to the other party. IF TO BUYER: Township of West Orange 66 Main St. West Orange, NJ 07052 Attn: John K. Sayers, Business Administrator WITH A COPY TO: West Orange Police Department 66 Main St. West Orange, NJ 07052 Attn: James Abbott, Chief of Police IF TO SELLER: i ProComm Systems Inc, | 823 Uniontown Rd Phillipsburg, NJ 08865 Attn: Daniel Kirlin SECTION 10. TERM: | The term of this Contract shall commence upon the Effective Date of this Contract and shall run through the end of | final payment to seller for services performed. | SECTION 11. ENTIRE AGREEMENT: | This Contract together with all

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commence upon the Effective Date of this Contract and shall run through the end of | final payment to seller for services performed. | SECTION 11. ENTIRE AGREEMENT: | This Contract together with all Exhibits and Seller's Proposal which is incorporated herein by reference constitute the entire understanding and agreement between Buyer and Seller concerning the subject matter hereof and any negotiations, prior discussions, representations, promises, understandings, proposals, agreements, warranties, course of dealing or trade usage | not expressly contained or referenced herein shall not be binding on either party.

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