242-25 Exhibit B - Agreement to Retain Semeraro Fahrney for Appointment as Township Attorney - 2025 - FINAL.pdf

Execution Copy 12. Township Representations. COUNSEL is hereby placed on notice that no Department Head, individual member of the Governing Body, or any agent, servant or employee of the TOWNSHIP possesses any lawful authority to: (a) engage on behalf of the Township the provision of legal services; (b) authorize the continuation of services or work beyond the amount specifically approved in the Resolution and Certificate of Funds; or (c) represent that future funds will be available as compensation for current services. Any such acts shall be deemed ultra vires and beyond the scope of any authority that individual may possess. 13, Applicability of Laws. The provisions of this agreement are subject to the limitations of provisions of the New Jersey Tort Claim Act, N.J.S.A. 59:2-1 e¢ seg., and the New Jersey Contractual Liability Act, N.J.S.A. 59:13-1 e¢ seq. 14, Choice of Law. This agreement shall be governed by the laws of the State of New Jersey without regard to principles of conflict of laws. All contract claims under this agreement shall be subject to and governed by the provisions of the New Jersey Contractual Liability Act (N.LS.A, 59:13-1 et seq.). 15. This contract was awarded through a fair and open process pursuant to N.J.8.A. 19:44A-20.4 et seq. IN WITNESS WHEREOEF, the parties have set their hands and seals the day and year first above written. TOWNSHIP OF WEST ORANGE ATTEST: By: KAREN J. CARNEVALE, R.M.C SUSAN McCARTNEY, MAYOR WITNESS: SEMERARO & FAHRNEY, LLC By: MARK J. SEMERARO