Resolution No. 18-2025 Donation of Police Equipment

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any representation or warranty of any kind, express or implied: (i) as to the operation or availability of the Donation, or the information, content, and materials or products included thereon; 00 that the Donation will be error -free; or (iii) as to the accuracy, reliability, or currency of any information or content provided through the Donation. Upon delivery of the Donation, MH assumes all liability and control of the Donation. 5. INDEMNIFICATION. MH agrees to indemnify, defend, and hold the City, its officers, and employees harmless with regard to any and all claims of any nature which arise from MH's use or alleged misuse of the Donation. 6. SEVERABILITY. All provisions of this Agreement shall be considered as separate terms and conditions, and in the event anyone shall be held illegal, invalid or unenforceable, all the other provisions hereof shall remain in full force and effect as if the illegal, invalid, or unenforceable provision were not a part hereof_ unless the provision held illegal, invalid or unenforceable is a material provision of this Agreement, in which case MH and the City agree to amend this Agreement with replacement provisions containing mutually acceptable terms and conditions. 7. REPRESENTATIONS OF MH. The undersigned person executing and delivering this Agreement on behalf of MH certifies that they are the duly authorized officer of MH and has been fully empowered to execute and deliver this Agreement and that all necessary corporate action has been taken and done. 8. NON -COLLUSION. The undersigned attests, subject to the penalties ofperjury, that she has not, nor has any other director, officer, employee, representative, or agent of MH, directly or ind irectly, to the best of their knowlcdge, entered into or offered to enter into any combination, collusion, or agreement to receive or pay, and that she has not received or paid any sum of money or other consideration for the execution of this Agreement other than that which appears upon the face hereof. 9. ENTIRE AGREEMENT, AMENDMENTS, APPLICABLE LAW, AND JURISDICTION. This Agreement sets forth the entire agreement and understanding between the parties as to the subject matter hereof, and merges and supersedes all prior discussions, agreements, and understandings of any and every nature between them. This Agreement maybe amended onlyby separate writing, signed byauthorized representatives of both MH and the City. This Agreement will be construed and interpreted according to the lawsof the State ofIndianaand anyactions arising hereunder shall be tried in the county courts of St. Joseph County, Indiana. IN WITNESS WHEREOF, the Parties hereto have caused this Agreement for Donation of Equipment to be effective as of the Effective Date stated above. CITY OF SOUTH BEND, INDIANA POLICEZEPARTMENW ■ J� Date: V2 rk Doliinger, Director of Purchasing & Logistics BEACON HEALTH //SYSTEM �J Date: G s— Executive Director