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3.4. Significant Changes
<br />If, during the term of this Agreement, there is a significant change in the requirements applicable to the provision of MRO
<br />services, or other services covered under this Agreement as the result of regulatory changes, or changes mandated by federal
<br />or state law or FirstLab incurs significant price increases from its sub-contractors, both parties agree to renegotiate the
<br />services and fees provided herein upon sixty (60) days written notice.
<br />3.5. Indemnification
<br />FixSTLAB hereby agrees to defend, hold harmless, and indemnify the CI.,IIIVT against and from any and all demands, claims,
<br />suits, actions, and/or damages arising, or alleged to arise, from the conduct, acts, and/or omissions of FIItSTLAB or its
<br />subcontractors. FmSTLAS shall not defend, hold harmless and/or indemnify the Ci.iEtv'r against any demands, claims, suits,
<br />actions, and/or damages arising or alleged to arise, out of the acts, conduct and/or omissions, in whole or in part, of the
<br />CLiErrr or any testing laboratory or collection facility designated by the Cr.IEN'r to conduct drug tests on behalf of the
<br />CLIENT not previously approved by FIRSTLAB.
<br />The CLiEtvT agrees to defend, hold harmless, and indemnify FIxSTLAS against and from any and all demands, claims, suits,
<br />actions, and/or damages arising, or alleged to arise, from the conduct, acts, and/or omissions of the CLIENT or any testing
<br />laboratory or collection facility designated by the CLIENT to conduct drug tests on behalf of the CLIENT not previously
<br />approved by FIRSTLAB.
<br />3.6. Insurance
<br />FIRSTLAB and CLIENT shall each procure and maintain, during the term of this Agreement, policies of general liability
<br />insurance in the amounts of $1,000,000 per occurrence and $3,000,000 aggregate annual coverage. Such insurance shall be
<br />with an insurer licensed to do business in the Commonwealth of Virginia and having an A.M. Best's rating of B+ or better.
<br />Each party shall provide the other with a certificate of such coverage upon written request.
<br />3.7. No Third Party Beneficiaries
<br />Nothing in this Agreement shall entitle any person other than the undersigned parties to any claim, cause of action, remedy
<br />or right of any kind.
<br />3.8. Law to Govern
<br />This Agreement shall be executed, construed, performed and enforced in accordance with the substantive laws of the
<br />Commonwealth of V irginia without reference to conflict-of--laws principles.
<br />3.9. Sections and Other Headings
<br />The section headings contained in this Agreement aze for reference purposes only and shall not, in any way, affect the
<br />meaning or interpretation of this Agreement.
<br />3.10. No Assignment
<br />This Agreement is not assignable without the written consent of both parties. Notwithstanding the foregoing, FutSTLAs
<br />reserves the right to assign this Agreement to a related entity. The foregoing shall not be construed to preclude FIItSTL.AB
<br />with subcontracting to duly qualified testing laboratories.
<br />3.11. Notice
<br />Any notices permitted or required by this Agreement shall be deemed made on the day personally delivered in
<br />writing or mail by certified mail, first-class postage prepaid, to the other party at the address set forth below or to
<br />such other persons and address as either party may designate in writing.
<br />To FIxSTLAS: Dennis J. Bennett
<br />President
<br />1364 Welsh Road, Suite C-2
<br />North Wales, PA 19454-1913
<br />With a Copy to: Mary Ellen Petti
<br />Chief Development Officer
<br />1364 Welsh Road, Suite C-2
<br />North Wales, PA 19454-1913
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