111-26 Agreement.pdf

33. Miscellaneous. a. This Agreement supersedes all prior agreements and understandings, both written and oral, of the parties to the subject matter hereof. This Agreement applies to and binds the heirs, successors, executors, administrators and assigns of the parties to this Agreement. Any amendments to this Agreement must be in writing and executed by both parties. b. This Agreement may be executed in any number of counterparts, and by the Township and Contractor on different counterparts, each of which when executed shall be deemed an original and all of which together shall constitute one and the same Agreement. c. Changes in the number, gender and grammar of terms and phrases herein when necessary to conform this Agreement to the circumstances of the parties hereto shall in all cases, be assumed as though in each case fully expressed therein. d. This Agreement shall be construed, governed and enforced according to the laws of the State of New Jersey, and the exclusive venue for the enforcement of this Agreement and/or litigation between the parties shall be in the Bergen County Superior Court of New Jersey. Prior to any action being brought before the Superior Court, any disputes arising under the terms and conditions of this Agreement, shall be brought in arbitration before a retired Judge of the Superior Court of Bergen County for possible resolution. e. In construing this Agreement, section headings shall be disregarded. Time is of the essence of this Agreement and every provision contained herein. If any clause, phrase, revision or portion of this Agreement or the application thereof, to any person or circumstance, shall be invalid or unenforceable under applicable law, such event shall not affect, impair or render invalid or unenforceable the remainder of this Agreement, nor shall it affect the application of any other clause, phrase, provision or portion hereof to other persons or circumstances. f. Facsimile signatures shall be sufficient for purposes of executing, negotiating, and finalizing this Agreement. g. Each of the undersigned signing as an officer or agent on behalf of the respective party to this Agreement warrants that he or she holds such capacity as is specified beneath his or her name and

Each of the undersigned signing as an officer or agent on behalf of the respective party to this Agreement warrants that he or she holds such capacity as is specified beneath his or her name and further warrants that he or she is authorized to execute and effectuate this Agreement and that he or she does so voluntarily and in his or her official capacity. h. Survival of Obligations. Except as otherwise provided, any obligations and duties which by their nature extend beyond the expiration of termination of this Agreement, including, without limitation, Sections pertaining to Indemnity shall survive the expiration of this Agreement.