Opening of Proposals - SBPD Body Camera In Car Video Cameras - Visual Labs, Inc.

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10.9. Severability. If any portion of any provision of this Agreement Is held to be Illegal, invalid or unenforceable, in whole or in part, (a) such unenforceable portion of the provision will be deemed severed from this Agreement, (b) the validity and enforceability of the remaining portion of the provision and the other provisions of this Agreement will not be affected or Impaired, and (c) this Agreement will be amended In order to effect, to the maximum extent allowable by law, the original Intent of such provision. 10.10. Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original and all of which together shall constitute one and the some Instrument. 10.11. Governing taw and Venue, This Agreement shall be construed and enforced In accordance with the laws of the State of California excluding choice of law; provided, however, that the terms of any applicable law now or hereafter enacted that is based on or similar to the uniform computer Information transactions act drafted by the national conference of commissioners on uniform state laws shall not apply. Each Party irrevocably agrees that any legal action, suit or proceeding brought by It that in any way arises out of the Agreement must be litigated exclusively In state court In San Mateo County or Santa Clara County, California or In a federal court in the Northern District of California. 10.12. Force Majeure. Except with respect to Client's payment obligations, neither Party shall be liable for, nor shall either Party be considered In breach of this Agreement due to any failure to perform its obligations under this Agreement as a result of a cause beyond its control, including any act of Cod or a public enemy, act of any military, civil or regulatory authority, change in any law or regulation, fire, flood, earthquake, storm or other like event, disruption or outage of communications (including the Internet or other networked environment), power or other utility, labor problem, unavailability of supplies or any other cause which could not have been prevented by the non -performing Party with reasonable care. 10.13. Use of Name. Client authorizes Visual Labs to use Client's name in marketing materials and any routine list of Visual Labs clients. 10.14. Notices, Questions, Complaints, and Claims. Please contact us for any notices, questions, complaints, or claims at: Visual Labs, Inc., Attention: Alexander Popof, 607 Menlo Avenue, Menlo Park, CA 94025, (650) 485-1597, or team@visuallabsinc.tom. [END OF MASTER TERMS AND CONDITIONS] Page 6