Common use of Exclusions from Liability for Failure Clause in Contracts

Exclusions from Liability for Failure. Without limiting the operation any exclusions set out in the Service Catalogue (if any) or the XaaS Agreement, Hitachi excludes any and all liability for Failure, to the extent that the Failure is caused by: (i) the operation of any Non- Hitachi Infrastructure by You or Your Personnel; (ii) the failure or non-performance of any of any Non-Hitachi Infrastructure; (iii) non-performance of or any physical loss or damage to the Hitachi Infrastructure after delivery to the Location that is not attributable to the acts or omissions of Hitachi or reasonable wear and tear under proper use, storage and maintenance; (iv) Your failure to provide and maintain a suitable Location environment, including but not limited to, failure of electrical power, air condition and humidity control, environmental contaminants, noise levels above 85dB(A) or unreasonable or excessive vibrations, and as applicable, any failure by You to fulfil Your obligations under these Terms or Master Agreement as they pertain to the Location; (v) any material failure by You to comply with any Dependencies and Assumptions; or (vi) the acts or omissions of a third party public cloud provider. For the avoidance of doubt, the exclusion under this Section will start at the date and time of such Failure to meet the relevant responsibility. You must take all steps and measures available to mitigate and minimize the losses, costs and damages arising from the Failure and You will ensure Your Personnel, End Users and any party acting on Your behalf do the same. Without limiting the operation of terms defined elsewhere in these Terms or in an XaaS Agreement, the following terms have the meaning set out below: Billing Report: the written monthly report issued by Hitachi or the Hitachi Partner (as the case may be), setting out Your consumption of the XaaS Services for the previous month and other matters determined by the service type. Business Day: a day other than a Saturday, Sunday or public holiday at the location where the EverFlex XaaS Services are delivered. Business Hours has the corresponding meaning, based on an 8-hour working day commencing at 9.00 AM, local time.

Exclusions from Liability for Failure. Without limiting the operation any exclusions set out in the Service Catalogue (if any) or the XaaS Agreement, Hitachi excludes any and all liability for Failure, to the extent that the Failure is caused by: (i) the operation of any Non- Hitachi Infrastructure by You or Your Personnel; (ii) the failure or non-performance of any of any Non-Hitachi Infrastructure; (iii) non-performance of or any physical loss or damage to the Hitachi Infrastructure after delivery to the Location that is not attributable to the acts or omissions of Hitachi or reasonable wear and tear under proper use, storage and maintenance; (iv) Your failure to provide and maintain a suitable Location environment, including but not limited to, failure of electrical power, air condition and humidity control, environmental contaminants, noise levels above 85dB(A) or unreasonable or excessive vibrations, and as applicable, any failure by You to fulfil Your obligations under these Terms or Master Agreement as they pertain to the Location; (v) any material failure by You to comply with any Dependencies and Assumptions; or (vi) the acts or omissions of a third party public cloud provider. For the avoidance of doubt, the exclusion under this Section will start at the date and time of such Failure to meet the relevant responsibility. You must take all steps and measures available to mitigate and minimize the losses, costs and damages arising from the Failure and You will ensure Your Personnel, End Users and any party acting on Your behalf do the same. Without limiting the operation of terms defined elsewhere in these Terms or in an XaaS Agreement, the following terms have the meaning set out below: WĂƌƚLJ͕ ǁŚĞƌĞ ow͞nĐingŽorŶcoƚnƌtroŽllinůg ͟the mŵajĞorĂityŶ(mƐore than 50%) of the voting rights, either directly or indirectly, or, if no voting stock exists, possessing, directly or indirectly, the power to direct or cause the direction of the management and policies of the concerned entity. In the case of Hitachi, Affiliate also means Hitachi Limited, and any business entity controlled by Hitachi Limited. However, ĨĨŝůŝĂƚĞ ĚŽĞƐ ŶŽƚ ŝŶĐůƵĚĞ resellers, independent service providers or authorized service providers. Billing Report: the written monthly report issued by Hitachi or the Hitachi Partner (as the case may be), setting out Your consumption of the XaaS Services for the previous month and other matters determined by the service type. Business Day: a day other than a Saturday, Sunday or public holiday at the location where the EverFlex XaaS Services are delivered. Business Hours has the corresponding meaning, based on an 8-hour working day commencing at 9.00 AM, local time. as confidential or under the circumstances such information would be considered confidential by a reasonable person. Confidential Information does not include any information that is: (i) already in the public domain prior to disclosure; (ii) becomes publicly known and made generally available after disclosure through no breach of the receiving party; (iii) was in the receiving party's possession prior to the time it was received from the disclosing party or came into the receiving party's possession thereafter, in each case lawfully obtained from a source other than the disclosing party and not subject to any obligation of confidentiality or restriction on use; or (iv) is independently developed by the receiving party, without use of or reference to the disclosing party's Confidential Information. Hitachi Policies͗ ƚŚĞ ĨŽůůŽǁŝŶŐ ƉŽůŝĐŝĞƐ͕ ŝŶ ĂĚĚŝƚŝŽŶ ƚŽ ,ŝƚĂĐ Infrastructure: (i) Hitachi Vantara Global Data Protection & Privacy Policy: xxxxx://xxx.Xxxxxxxxxxxxxx.xxx/en- us/company/legal.html; (ii) Xxxxxxx Xxxxxxx Acceptable Use Policy: xxxxx://xxx.Xxxxxxxxxxxxxx.xxx/en- us/company/legal.html. You agree and acknowledge that the Hitachi Policies are incorporated by reference into the applicable XaaS Agreement. Hitachi may change the above list or add to the list with further terms in its sole discretion. has been instituted by or against a party and, if instituted, has not been dismissed within 45 days of the institution. IP Rights: all current and future worldwide statutory or other proprietary rights, whether registered or unregistered, including but not limited to, moral rights, copyright, trademarks, rights in designs, patents, rights in computer software data base rights, circuit layout rights, rights in know-how, mask work, utility models, rights to sue for passing off, trade secrets, inventions, trade, business, domain or company names and any application for the foregoing, including registration rights. ,ŝƚĂĐŚŝ ͞DĂŶĂŐĞ͟ WĂƌƚŶĞƌƐ ƉƵƌĐŚĂƐŝŶŐ ĚŝƌĞĐhƚeůPaLJrt nerŽƌ ŝŶĚŝ Agreement Base Terms and the Manage Business Model Addendum, or equivalent supply agreement between such ,ŝƚĂĐŚŝ ͞DĂŶĂŐĞ͟ WĂƌƚŶĞƌ ĂŶĚ ,ŝƚĂĐŚŝ͘ race, gender, colour, religious belief, sedžƵĂů ŽƌŝĞŶƚĂƚŝŽŶ Žƌ ĚŝƐĂďŝůŝƚLJ͖ ;ǀͿ ŝŶ Hitachi Policy. Online Terms: the online documents respectively located at xxxxx://xxx.xxxxxxxxxxxxxx.xxx/en- us/company/legal.terms-licensing-maintenance.html, which contain the warranty, maintenance and support terms for the Infrastructure and the Software Online Terms.

Exclusions from Liability for Failure. Without limiting the operation any exclusions set out in the Service Catalogue (if any) or the XaaS Agreement, Hitachi excludes any and all liability for Failure, to the extent that the Failure is caused by: (i) the operation of any Non- Hitachi Infrastructure by You or Your Personnel; (ii) the failure or non-performance of any of any Non-Hitachi Infrastructure; (iii) non-performance of or any physical loss or damage to the Hitachi Infrastructure after delivery to the Location that is not attributable to the acts or omissions of Hitachi or reasonable wear and tear under proper use, storage and maintenance; (iv) Your failure to provide and maintain a suitable Location environment, including but not limited to, failure of electrical power, air condition and humidity control, environmental contaminants, noise levels above 85dB(A) or unreasonable or excessive vibrations, and as applicable, any failure by You to fulfil Your obligations under these Terms or Master Agreement as they pertain to the Location; (v) any material failure by You to comply with any Dependencies and Assumptions; or (vi) the acts or omissions of a third party public cloud provider. For the avoidance of doubt, the exclusion under this Section will start at the date and time of such Failure to meet the relevant responsibility. You must take all steps and measures available to mitigate and minimize the losses, costs and damages arising from the Failure and You will ensure Your Personnel, End Users and any party acting on Your behalf do the same. Without limiting the operation of terms defined elsewhere in these Terms or in an XaaS Agreement, the following terms have the meaning set out below: WĂƌƚLJ͕ ǁŚĞƌĞ ow͞nĐingŽorŶcoƚnƌtroŽllinůg ͟the mŵajĞorĂityŶ(mƐore than 50%) of the voting rights, either directly or indirectly, or, if no voting stock exists, possessing, directly or indirectly, the power to direct or cause the direction of the management and policies of the concerned entity. In the case of Hitachi, Affiliate also means Hitachi Limited, and any business entity controlled by Hitachi Limited. However, ĨĨŝůŝĂƚĞ ĚŽĞƐ ŶŽƚ ŝŶĐůƵĚĞ resellers, independent service providers or authorized service providers. Billing Report: the written monthly report issued by Hitachi or the Hitachi Partner (as the case may be), setting out Your consumption of the XaaS Services for the previous month and other matters determined by the service type. Business Day: a day other than a Saturday, Sunday or public holiday at the location where the EverFlex XaaS Services are delivered. Business Hours has the corresponding meaning, based on an 8-hour working day commencing at 9.00 AM, local time. as confidential or under the circumstances such information would be considered confidential by a reasonable person. Confidential Information does not include any information that is: (i) already in the public domain prior to disclosure; (ii) becomes publicly known and made generally available after disclosure through no breach of the receiving party; (iii) was in the receiving party's possession prior to the time it was received from the disclosing party or came into the receiving party's possession thereafter, in each case lawfully obtained from a source other than the disclosing party and not subject to any obligation of confidentiality or restriction on use; or (iv) is independently developed by the receiving party, without use of or reference to the disclosing party's Confidential Information. Hitachi Policies͗ ƚŚĞ ĨŽůůŽǁŝŶŐ ƉŽůŝĐŝĞƐ͕ ŝŶ ĂĚĚŝƚŝŽŶ ƚŽ ,ŝƚĂĐ Infrastructure: (i) Hitachi Vantara Global Data Protection & Privacy Policy: xxxxx://xxx.Xxxxxxxxxxxxxx.xxx/en- us/company/legal.html; (ii) Xxxxxxx Xxxxxxx Acceptable Use Policy: xxxxx://xxx.Xxxxxxxxxxxxxx.xxx/en- us/company/legal.html. You agree and acknowledge that the Hitachi Policies are incorporated by reference into the applicable XaaS Agreement. Hitachi may change the above list or add to the list with further terms in its sole discretion. has been instituted by or against a party and, if instituted, has not been dismissed within 45 days of the institution. IP Rights: all current and future worldwide statutory or other proprietary rights, whether registered or unregistered, including but not limited to, moral rights, copyright, trademarks, rights in designs, patents, rights in computer software data base rights, circuit layout rights, rights in know-how, mask work, utility models, rights to sue for passing off, trade secrets, inventions, trade, business, domain or company names and any application for the foregoing, including registration rights. ,ŝƚĂĐŚŝ ͞DĂŶĂŐĞ͟ WĂƌƚŶĞeƌctlƐy f romƉƵHitƌacĐhi,ŚthĂe ƐPaŝrtnŶerŐA ppĚoinŝtmƌeĞnt,ĐthƚeůPaLJrtn erŽƌ ŝŶĚŝ Agreement Base Terms and the Manage Business Model Addendum, or equivalent supply agreement between such ,ŝƚĂĐŚŝ ͞DĂŶĂŐĞ͟ WĂƌƚŶĞƌ ĂŶĚ ,ŝƚĂĐŚŝ͘ race, gender, colour, religious belief, sedžƵĂů ŽƌŝĞŶƚĂƚŝŽŶ Žƌ ĚŝƐĂďŝůŝƚLJ͖ ;ǀͿ ŝŶ Hitachi Policy. Online Terms: the online documents respectively located at xxxxx://xxx.xxxxxxxxxxxxxx.xxx/en- us/company/legal.terms-licensing-maintenance.html, which contain the warranty, maintenance and support terms for the Infrastructure and the Software Online Terms.

Exclusions from Liability for Failure. Without limiting the operation any exclusions set out in the Service Catalogue (if any) or the XaaS Agreement, Hitachi excludes any and all liability for Failure, to the extent that the Failure is caused by: (i) the operation of any Non- Hitachi Infrastructure by You or Your Personnel; (ii) the failure or non-performance of any of any Non-Hitachi Infrastructure; (iii) non-performance of or any physical loss or damage to the Hitachi Infrastructure after delivery to the Location that is not attributable to the acts or omissions of Hitachi or reasonable wear and tear under proper use, storage and maintenance; (iv) Your failure to provide and maintain a suitable Location environment, including but not limited to, failure of electrical power, air condition and humidity control, environmental contaminants, noise levels above 85dB(A) or unreasonable or excessive vibrations, and as applicable, any failure by You to fulfil Your obligations under these Terms or Master Agreement as they pertain to the Location; (v) any material failure by You to comply with any Dependencies and Assumptions; or (vi) the acts or omissions of a third party public cloud provider. For the avoidance of doubt, the exclusion under this Section will start at the date and time of such Failure to meet the relevant responsibility. You must take all steps and measures available to mitigate and minimize the losses, costs and damages arising from the Failure and You will ensure Your Personnel, End Users and any party acting on Your behalf do the same. Without limiting the operation of terms defined elsewhere in these Terms or in an XaaS Agreement, the following terms have the meaning set out below: WĂƌƚLJ͕ ǁŚĞƌĞ ow͞nĐingŽorŶcoƚnƌtroŽllinůg ͟the mŵajĞorĂityŶ(mƐore than 50%) of the voting rights, either directly or indirectly, or, if no voting stock exists, possessing, directly or indirectly, the power to direct or cause the direction of the management and policies of the concerned entity. In the case of Hitachi, Affiliate also means Hitachi Limited, and any business entity controlled by Hitachi Limited. However, ĨĨŝůŝĂƚĞ ĚŽĞƐ ŶŽƚ ŝŶĐůƵĚĞ resellers, independent service providers or authorized service providers. Billing Report: the written monthly report issued by Hitachi or the Hitachi Partner (as the case may be), setting out Your consumption of the XaaS Services for the previous month and other matters determined by the service type. Business Day: a day other than a Saturday, Sunday or public holiday at the location where the EverFlex XaaS Services are delivered. Business Hours has the corresponding meaning, based on an 8-hour working day commencing at 9.00 AM, local time. as confidential or under the circumstances such information would be considered confidential by a reasonable person. Confidential Information does not include any information that is: (i) already in the public domain prior to disclosure; (ii) becomes publicly known and made generally available after disclosure through no breach of the receiving party; (iii) was in the receiving party's possession prior to the time it was received from the disclosing party or came into the receiving party's possession thereafter, in each case lawfully obtained from a source other than the disclosing party and not subject to any obligation of confidentiality or restriction on use; or (iv) is independently developed by the receiving party, without use of or reference to the disclosing party's Confidential Information.

Exclusions from Liability for Failure. Without limiting the operation any exclusions set out in the Service Catalogue (if any) or the XaaS Agreement, Hitachi excludes any and all liability for Failure, to the extent that the Failure is caused by: (i) the operation of any Non- Non-Hitachi Infrastructure by You or Your Personnel; (ii) the failure or non-performance of any of any Non-Hitachi Infrastructure; (iii) non-performance of or any physical loss or damage to the Hitachi Infrastructure after delivery to the Location that is not attributable to the acts or omissions of Hitachi or reasonable wear and tear under proper use, storage and maintenance; (iv) Your failure to provide and maintain a suitable Location environment, including but not limited to, failure of electrical power, air condition and humidity control, environmental contaminants, noise levels above 85dB(A) or unreasonable or excessive vibrations, and as applicable, any failure by You to fulfil Your obligations under these Terms or Master Agreement as they pertain to the Location; (v) any material failure by You to comply with any Dependencies and Assumptions; or (vi) the acts or omissions of a third party public cloud provider. For the avoidance of doubt, the exclusion under this Section will start at the date and time of such Failure to meet the relevant responsibility. You must take all steps and measures available to mitigate and minimize the losses, costs and damages arising from the Failure and You will ensure Your Personnel, End Users and any party acting on Your behalf do the same. Without limiting the operation of terms defined elsewhere in these Terms or in an XaaS Agreement, the following terms have the meaning set out below: Billing Report: the written monthly report issued by Hitachi or the Hitachi Partner (as the case may be), setting out Your consumption of the XaaS Services for the previous month and other matters determined by the service type. Business Day: a day other than a Saturday, Sunday or public holiday at the location where the EverFlex XaaS Services are delivered. Business Hours has the corresponding meaning, based on an 8-hour working day commencing at 9.00 AM, local time.

Exclusions from Liability for Failure. Without limiting the operation any exclusions set out in the Service Catalogue (if any) or the XaaS Agreement, Hitachi excludes any and all liability for Failure, to the extent that the Failure is caused by: (i) the operation of any Non- Hitachi Infrastructure by You or Your Personnel; (ii) the failure or non-performance of any of any Non-Hitachi Infrastructure; (iii) non-performance of or any physical loss or damage to the Hitachi Infrastructure after delivery to the Location that is not attributable to the acts or omissions of Hitachi or reasonable wear and tear under proper use, storage and maintenance; (iv) Your failure to provide and maintain a suitable Location environment, including but not limited to, failure of electrical power, air condition and humidity control, environmental contaminants, noise levels above 85dB(A) or unreasonable or excessive vibrations, and as applicable, any failure by You to fulfil Your obligations under these Terms or Master Agreement as they pertain to the Location; (v) any material failure by You to comply with any Dependencies and Assumptions; or (vi) the acts or omissions of a third party public cloud provider. For the avoidance of doubt, the exclusion under this Section will start at the date and time of such Failure to meet the relevant responsibility. You must take all steps and measures available to mitigate and minimize the losses, costs and damages arising from the Failure and You will ensure Your Personnel, End Users and any party acting on Your behalf do the same. Without limiting the operation of terms defined elsewhere in these Terms or in an XaaS Agreement, the following terms have the meaning set out below: Billing Report: the written monthly report issued by Hitachi or the Hitachi Partner (as the case may be), setting out Your consumption of the XaaS Services for the previous month and other matters determined by the service type. Business Day: a day other than a Saturday, Sunday or public holiday at the location where the EverFlex XaaS Services are delivered. Business Hours has the corresponding meaning, based on an 8-hour working day commencing at 9.00 AM, local time.