Common use of Limitation of Liabilities Clause in Contracts

Limitation of Liabilities. To the extent permitted by law, no Party’s directors, members of its governing bodies, officers or employees, or in the case of Buyer any of its members or their governing bodies, officers or employees, shall be liable to any other party or parties for any loss or damage to property, loss of earnings or revenues, personal injury, or any other direct, indirect, or consequential damages or injury, or punitive damages, which may occur or result from the performance or non-performance of this Agreement, including any negligence arising hereunder. THERE IS NO WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMED. THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR INDIRECT DAMAGES, LOST PROFITS OR OTHER BUSINESS INTERRUPTION DAMAGES, BY STATUTE, IN TORT OR CONTRACT, UNDER ANY INDEMNITY PROVISION OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDED, AND SUBJECT TO THE PROVISIONS OF SECTION 8.3, IT IS THE INTENT OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE WITHOUT REGARD TO THE CAUSE OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINE, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSS.

Limitation of Liabilities. To the extent permitted by lawTO THE MAXIMUM EXTENT PERMITTED BY LAW, no Party’s directorsPEAK- RYZEX WILL NOT BE LIABLE TO CUSTOMER, members of its governing bodiesTHEIR RESPECTIVE AFFILIATES OR ANY OTHER PERSON FOR ANY LOST REVENUES, officers or employeesPROFITS, or in the case of Buyer any of its members or their governing bodiesGOODWILL OR USE, officers or employeesTHE COST OF SUBSTITUTED PRODUCTS OR SERVICES, shall be liable to any other party or parties for any loss or damage to propertyBUSINESS INTERRUPTION OR ANY DAMAGE TO OR LOSS OF ANY SOFTWARE PROGRAMS, loss of earnings or revenuesDATA OR REMOVABLE DATA STORAGE MEDIA, personal injuryFOR THE RESTORATION OR REINSTALLATION OF ANY SOFTWARE PROGRAMS OR DATA, or any other directOR FOR ANY INDIRECT, indirectCONSEQUENTIAL, or consequential damages or injurySPECIAL, or punitive damagesINCIDENTAL OR PUNITIVE DAMAGES OF ANY KIND HOWEVER CAUSED RELATED TO THE SERVICES OR THE AGREEMENT, which may occur or result from the performance or nonOR THE INABILITY TO USE THE PRODUCTS, WHETHER ARISING UNDER CONTRACT, TORT (INCLUDING STRICT LIABILITY AND NEGLIGENCE), EQUITY OR ANY OTHER THEORY OF LIABILITY, EVEN IF PEAK-performance of this AgreementRYZEX HAS BEEN ADVISED OF THE POSSIBILITY OF THOSE DAMAGES OR EVEN IF THOSE DAMAGES ARE FORESEEABLE. CUSTOMER’S EXCLUSIVE REMEDY IS EXPRESSLY LIMITED TO PERFORMANCE OF THE SERVICES PROVIDED FOR BY THE AGREEMENT OR THE FAIR MARKET VALUE THEREOF. PEAK-RYZEX’S ENTIRE LIABILITY FOR DAMAGES TO CUSTOMER OR OTHERS RESULTING FROM SERVICES PERFORMED UNDER THE AGREEMENT SHALL IN NO EVENT EXCEED THE ANNUAL SERVICES CHARGE PAID BY CUSTOMER, including any negligence arising hereunderEXCEPT FOR INSTANCES OF PHYSICAL INJURY TO PERSON OR TANGIBLE PERSONAL PROPERTY DAMAGE. THERE IS NO WARRANTY PEAK-RYZEX DISCLAIMS ALL WARRANTIES WITH RESPECT TO THE SERVICES, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY OR MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMEDPURPOSE OR USE OR NONINFRINGEMENT. THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXEMPLARY MAY BRING A LEGAL ACTION UNDER THE AGREEMENT OR INDIRECT DAMAGES, LOST PROFITS OR OTHER BUSINESS INTERRUPTION DAMAGES, BY STATUTE, IN TORT OR CONTRACT, UNDER ANY INDEMNITY PROVISION OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDED, AND SUBJECT RELATED TO THE PROVISIONS OF SECTION 8.3, IT IS THE INTENT OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE WITHOUT REGARD TO SERVICES MORE THAN TWO YEARS AFTER THE CAUSE OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINE, OR ACTION AROSE UNLESS PROVIDED OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSSBY APPLICABLE NONWAIVABLE LAW.

Limitation of Liabilities. To the extent permitted by lawa) EXCEPT FOR (i) ANY DAMAGES RESULTING FROM THE GROSS NEGLIGENCE, no Party’s directors, members of its governing bodies, officers or employees, or in the case of Buyer any of its members or their governing bodies, officers or employees, shall be liable to any other party or parties for any loss or damage to property, loss of earnings or revenues, personal injury, or any other direct, indirect, or consequential damages or injury, or punitive damages, which may occur or result from the performance or non-performance of this Agreement, including any negligence arising hereunder. THERE IS NO WARRANTY FRAUD OR THE WILLFUL MISCONDUCT OF MERCHANTABILITY A PARTY; (ii) ANY CLAIMS OR FITNESS FOR DAMAGES ARISING FROM OR IN CONNECTION WITH A PARTICULAR PURPOSE, AND ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMED. THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED PARTY'S INDEMNIFICATION OBLIGATIONS AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR THIS AGREEMENT (IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE RESPECT OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGORWHICH PEOPLEFLUENT’S AGGREGATE LIABILITY SHALL BE LIMITED AT THE LIMIT SPECIFIED IN CLAUSE 11b); (iii) THE DEATH, BODILY INJURY OF ANY PERSON CAUSED BY THE NEGLIGENT ACTS OR OMISSIONS OF A PARTY; OR (iv) CUSTOMER’S PAYMENT OBLIGATIONS HEREUNDER, IN NO EVENT SHALL THE AGGREGATE LIABILITY OF A PARTY, ITS AFFILIATES, SERVICE PROVIDERS, LICENSORS, CONTRACTORS OR SUPPLIERS ARISING UNDER THIS AGREEMENT, WHETHER IN CONTRACT, TORT OR OTHERWISE, EXCEED THE TOTAL AMOUNT OF FEES PAID BY CUSTOMER TO DIRECT ACTUAL DAMAGES ONLYPEOPLEFLUENT FOR THE RELEVANT SUBSCRIPTION SERVICES, SUCH DIRECT ACTUAL DAMAGES SOFTWARE OR PROFESSIONAL SERVICES WITHIN THE TWELVE (12) MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE RELEVANT CLAIM. IN NO EVENT SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES EITHER PARTY OR DAMAGES AT LAW THEIR AFFILIATES, SERVICE PROVIDERS, LICENSORS, CONTRACTORS OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL SUPPLIERS BE LIABLE FOR CONSEQUENTIALANY INDIRECT, INCIDENTAL, PUNITIVECONSEQUENTIAL, EXEMPLARY SPECIAL OR INDIRECT DAMAGESPUNITIVE DAMAGES OF ANY KIND, LOST PROFITS INCLUDING WITHOUT LIMITATION DAMAGES FOR COVER OR OTHER BUSINESS INTERRUPTION DAMAGESLOSS OF USE, BY STATUTEDATA, IN TORT REVENUE OR CONTRACTPROFITS, UNDER ANY INDEMNITY PROVISION OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDED, AND SUBJECT TO THE PROVISIONS OF SECTION 8.3, IT IS THE INTENT EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE PARTIES THAT POSSIBILITY OF SUCH DAMAGES. THE LIMITATIONS HEREIN IMPOSED ON REMEDIES FOREGOING LIMITATION OF LIABILITY AND THE MEASURE EXCLUSION OF CERTAIN DAMAGES BE WITHOUT REGARD TO THE CAUSE OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINE, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION SHALL APPLY REGARDLESS OF THE HARM SUCCESS OR LOSSEFFECTIVENESS OF OTHER REMEDIES.

Limitation of Liabilities. To the extent permitted by lawTosoh’s sole and exclusive remedy for Tosoh’s negligence, no Party’s directorsbreach of warranty, members breach of its governing bodies, officers contract or employees, or in the case of Buyer any of its members or their governing bodies, officers or employees, shall be liable to for any other party liability in any way connected with or parties for any loss or damage to property, loss of earnings or revenues, personal injury, or any other direct, indirect, or consequential damages or injury, or punitive damages, which may occur or result from the performance or non-performance arising out of this Agreement, including the Products or warranty service furnished on the Instruments shall be the repair or replacement of non-conforming Products, or, if Tosoh is unable or chooses not to repair or replace non- conforming Products, the crediting to Customer’s account of the price that has been paid for the non- conforming Products and the cancellation of any negligence obligation to pay the unpaid portions of the price of the non-conforming Products. Tosoh’s liability to Customer hereunder with respect to a Product shall in no event exceed the amount paid by Customer hereunder for such Product. Tosoh’s total aggregate liability to Customer arising out of or relating to this Agreement, the Products and warranty service furnished on the Instruments shall in no event exceed the total amount paid by Customer hereunder. THERE IS IN NO WARRANTY EVENT SHALL TOSOH BE LIABLE FOR COSTS OF MERCHANTABILITY PROCUREMENT OF SUBSTITUTE GOODS OR FITNESS SERVICES, LOSS OF USE OR PROFITS OR ANY OTHER SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE OR CONSEQUENTIAL DAMAGES, ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE USE OR PERFORMANCE OF THE PRODUCTS, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, WHETHER IN AN ACTION FOR A PARTICULAR PURPOSECONTRACT OR TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, AND ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMEDWHETHER OR NOT TOSOH HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES EACH LIMITATION OF DAMAGES PROVIDED LIABILITY OR LIMITED OR EXCLUSIVE REMEDY SET FORTH IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH IS INDEPENDENT OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE OTHER LIMITATION OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES IF ANY SUCH LIMITATION OF REMEDY FAILS OF ITS ESSENTIAL PURPOSE OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDEDIS OTHERWISE HELD TO BE UNENFORCEABLE, NEITHER PARTY THAT SHALL BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR INDIRECT DAMAGES, LOST PROFITS OR OTHER BUSINESS INTERRUPTION DAMAGES, BY STATUTE, IN TORT OR CONTRACT, UNDER ANY INDEMNITY PROVISION OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDED, AND SUBJECT TO NOT AFFECT THE PROVISIONS OF SECTION 8.3, IT IS THE INTENT OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE WITHOUT REGARD TO THE CAUSE OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE VALIDITY OF ANY PARTYOTHER SUCH LIMITATION OF REMEDY. The allocation of risk in these Terms and Conditions of Sale is material to this transaction, WHETHER SUCH NEGLIGENCE BE SOLEthe limitations of liability in this Section will be given full effect, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINE, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSSand Customer acknowledges and agrees that Tosoh would not enter into this transaction without these limitations of liability.

Limitation of Liabilities. To the extent permitted by lawEXCEPT FOR ANY LIABILITY ARISING UNDER SECTION 2 (LICENSE), no Party’s directorsSECTION 4 (RESTRICTIONS), members of its governing bodiesSECTION 7 (INDEMNITY), officers or employeesOR SECTION 12 (CONFIDENTIALITY), or in the case of Buyer any of its members or their governing bodies, officers or employees, shall be liable to any other party or parties for any loss or damage to property, loss of earnings or revenues, personal injury, or any other direct, indirect, or consequential damages or injury, or punitive damages, which may occur or result from the performance or non-performance of this Agreement, including any negligence arising hereunder. THERE IS IN NO WARRANTY OF MERCHANTABILITY EVENT WILL CUSTOMER OR FITNESS FOR A PARTICULAR PURPOSE, AND ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMED. THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY MOBILEIRON OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY MOBILEIRON’S LICENSORS OR MEASURE OF DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL SUPPLIERS BE LIABLE FOR ANY LOST REVENUE, PROFIT, OR LOST OR DAMAGED DATA, BUSINESS INTERRUPTION, LOSS OF CAPITAL, OR FOR SPECIAL, INDIRECT, CONSEQUENTIAL, INCIDENTAL, PUNITIVEOR PUNITIVE DAMAGES HOWEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY OR WHETHER ARISING OUT OF THE USE OF OR INABILITY TO USE SOFTWARE OR OTHERWISE AND EVEN IF MOBILEIRON OR ITS LICENSORS OR SUPPLIERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. EXCEPT FOR ANY LIABILITY ARISING UNDER SECTION 2 (LICENSE), EXEMPLARY SECTION 4 (RESTRICTIONS), SECTION 7 (INDEMNITY), OR INDIRECT DAMAGES, LOST PROFITS OR OTHER BUSINESS INTERRUPTION DAMAGES, BY STATUTESECTION 12 (CONFIDENTIALITY), IN NO EVENT SHALL CUSTOMER OR MOBILEIRON (OR MOBILEIRON’S SUPPLIERS’ OR LICENSORS’) LIABILITY TO THE OTHER, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), BREACH OF WARRANTY, OR OTHERWISE, IN NO EVENT WILL THE AGGREGATE LIABILITY OF EITHER PARTY OR MOBILEIRON’S THIRD PARTY LICENSORS OR SUPPLIERS UNDER THIS AGREEMENT (UNDER ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, TORT OR CONTRACTOTHERWISE) EXCEED THE FEES RECEIVED BY MOBILEIRON FROM CUSTOMER (AND IN THE CASE OF CUSTOMER FEES PAID AND DUE TO MOBILEIRON OR ITS AUTHORIZED RESELLER) IN THE TWELVE (12) MONTH PERIOD PRIOR TO THE CLAIM, UNDER WHETHER ANY INDEMNITY PROVISION REMEDY SET FORTH HEREIN FAILS OF ITS ESSENTIAL PURPOSE OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDED, AND SUBJECT TO THE PROVISIONS BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW LIMITATION OR EXCLUSION OF SECTION 8.3, IT IS THE INTENT OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE WITHOUT REGARD TO THE CAUSE CONSEQUENTIAL OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATEDINCIDENTAL DAMAGES, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE ABOVE LIMITATION MAY NOT APPLY TO DETERMINE, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSSCUSTOMER. Customer agrees that the limitations of liability and disclaimers set forth herein will apply regardless of whether Customer has accepted the Software or Documentation or any other product or service delivered by MobileIron or its Authorized Resellers.

Limitation of Liabilities. To the extent permitted by law, no Party’s directors, members of its governing bodies, officers or employees, or in the case of Buyer any of its members or their governing bodies, officers or employees, shall be liable to any other party or parties for any loss or damage to property, loss of earnings or revenues, personal injury, or any other direct, indirect, or consequential damages or injury, or punitive damages, which may occur or result from the performance or non-performance of this Agreement, including any negligence arising hereunder. THERE IS IN NO WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMED. THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL EVENT WILL ASSIGNOR BE LIABLE FOR CONSEQUENTIALANY LOSS OF PROFITS, INCIDENTALLOSS OF USE, PUNITIVEBUSINESS INTERRUPTION, EXEMPLARY LOSS OF DATA, COST OF COVER OR INDIRECT DAMAGESINDIRECT, LOST PROFITS SPECIAL, INCIDENTAL OR OTHER BUSINESS INTERRUPTION DAMAGESCONSEQUENTIAL DAMAGES OF ANY KIND, BY STATUTEWHETHER ALLEGED AS A BREACH OF CONTRACT OR TORTIOUS CONDUCT, IN TORT OR CONTRACTINCLUDING NEGLIGENCE, UNDER ANY INDEMNITY PROVISION OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDED, AND SUBJECT TO THE PROVISIONS OF SECTION 8.3, IT IS THE INTENT EVEN IF ASSIGNOR HAS BEEN ADVISED OF THE PARTIES THAT POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL ASSIGNOR BE LIABLE TO ASSIGNEE OR ANY OTHER ENTITY FOR ANY DAMAGES OR LOSS CAUSED BY DELAY IN DELIVERY OR FURNISHING OF DATA USING THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF SOFTWARE. IN ADDITION, ASSIGNOR SHALL NOT BE LIABLE FOR DAMAGES BE WITHOUT REGARD TO THE CAUSE OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT KIND WHATSOEVER IN EXCESS OF TWO MILLION FIVE HUNDRED THOUSAND DOLLARS ($2,500,000.00). THE FOREGOING LIMITATIONS SHALL NOT APPLY TO (I) INDEMNIFICATION OBLIGATIONS; (II) ANY CLAIMS FOR PERSONAL INJURY OR CONCURRENTDEATH, OR ACTIVE DAMAGE TO PROPERTY; OR PASSIVE. TO THE EXTENT (III) ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT CLAIMS BASED UPON ASSIGNOR'S GROSS NEGLIGENCE OR IMPOSSIBLE TO DETERMINE, WILLFUL MISCONDUCT; OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION (IV) BREACHES OF THE HARM OR LOSSCONFIDENTIALITY OBLIGATIONS.

Limitation of Liabilities. To the extent permitted by lawNOTHWITHSTANDING ANYTHING TO THE CONTRARY IN THE MASTER AGREEMENT EXCEPT IN THE CASE OF IP INFRINGEMENT (SECTION 6), no Party’s directorsBREACH OF SELLER’S WARRANTY (SECTION 13) OR BREACH OF ITS CONFIDENTIALITY UNDERTAKINGS, members of its governing bodiesIN NO EVENT WILL SELLER’S TOTAL CUMULATIVE LIABILITY TO BUYER ARISING OUT OF OR RELATED TO THESE STANDARD TERMS AND CONDITIONS OF QUOTATION OF SALE EXCEED THE SUMS PAID BY BUYER TO SELLER UNDER THESE STANDARD TERMS AND CONDITIONS OF QUOTATION OF SALE DURING THE [*] MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT WHICH GAVE RISE TO THE CLAIM, officers or employeesOR [*] MILLION DOLLARS ($[*]), or in the case of Buyer any of its members or their governing bodiesWHICHEVER IS GREATER. THIS LIMITATION OF LIABILITY IS CUMULATIVE, officers or employees, shall be liable to any other party or parties for any loss or damage to property, loss of earnings or revenues, personal injury, or any other direct, indirect, or consequential damages or injury, or punitive damages, which may occur or result from the performance or non-performance of this Agreement, including any negligence arising hereunder. THERE IS NO WARRANTY WITH ALL EXPENDITURES AND PAYMENTS MADE OR OTHER LIABILITY UNDER THIS SECTION OF MERCHANTABILITY OR FITNESS THIS AGREEMENT BEING AGGREGATED TO DETERMINE SATISFACTION OF THIS LIMIT; THE EXISTENCE OF MORE THAN ONE CLAIM FOR A PARTICULAR PURPOSE, AND ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMEDSUCH PRODUCT SHALL NOT ENLARGE THIS LIMIT. THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES LIMITATION OF DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES THIS SECTION IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR INDIRECT DAMAGES, LOST PROFITS OR OTHER BUSINESS INTERRUPTION DAMAGES, BY STATUTE, IN TORT OR CONTRACT, UNDER ANY INDEMNITY PROVISION OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDED, AND SUBJECT TO THE PROVISIONS OF SECTION 8.3, IT IS THE INTENT A FUNDAMENTAL ELEMENT OF THE PARTIES THAT BARGAIN BETWEEN SELLER AND BUYER; AND SELLER WOULD NOT PROVIDE THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE LICENSED PRODUCTS WITHOUT SUCH LIMITATION OF DAMAGES BE WITHOUT REGARD TO THE CAUSE OR CAUSES RELATED THERETOLIABILITY. * This portion of the Exhibit has been omitted pursuant to a Request for Confidential Treatment under Rule 24b-2 of the Securities Exchange Act of 1934. The complete Exhibit, INCLUDING THE NEGLIGENCE OF ANY PARTYincluding the portions for which confidential treatment has been requested, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINE, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSShas been filed separately with the Securities and Exchange Commission.

Limitation of Liabilities. To the extent permitted by lawWITH THE EXCEPTION OF EITHER PARTY'S INDEMNIFICATION OBLIGATIONS, no Party’s directors, members of its governing bodies, officers or employees, or in the case of Buyer any of its members or their governing bodies, officers or employees, shall be liable to any other party or parties for any loss or damage to property, loss of earnings or revenues, personal injury, or any other direct, indirect, or consequential damages or injury, or punitive damages, which may occur or result from the performance or non-performance of this Agreement, including any negligence arising hereunder. THERE IS NO WARRANTY ANY LIABILITY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMED. THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED IN PARTY HERETO RELATING TO PAYOUTS UNDER THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL THE TOTAL OF PAYOUTS PAID AND PAYABLE TO YOU BY DP.C OR BY YOU TO DP.C, PLUS INTEREST, DURING THE TERM OF THIS AGREEMENT. WITH THE EXCEPTION OF A PARTY'S INDEMNIFICATION OBLIGATIONS, DP.C SHALL NOT BE LIABLE TO ANY THIRD PARTY FOR ACTS OR CONDUCT OF THE AFFILIATE (INCLUDING BUT NOT LIMITED TO A CLAIM BY ANOTHER AFFILIATE OF THE NETWORK SERVICE), FOR ANY CONSEQUENTIAL, EXEMPLARY, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOSS OF GOODWILL, LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR OTHER DATA, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES ONLYOR CLAIM. HOWEVER, SUCH DIRECT ACTUAL IN THE EVENT THAT YOU, THROUGH YOUR BREACH OF THIS AGREEMENT, AND/OR OTHER ACTIVITIES AND/OR CONDUCT, CAUSE DAMAGE TO DP.C’S ONGOING BUSINESS CONCERNS THAT RESULT IN DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES TO DP.C THAT ARE NON-RELATED TO OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDEDMEASURED BY PAYOUTS UNDER THIS AGREEMENT, NEITHER PARTY YOU SHALL BE LIABLE FOR THE FULL EXTANT OF SUCH DAMAGES, INCLUDING BUT NOT LIMITED TO DAMAGES FOR CONSEQUENTIAL, EXEMPLARY, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR INDIRECT PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOSS OF GOODWILL, LOST PROFITS PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR OTHER BUSINESS INTERRUPTION DAMAGES, BY STATUTE, IN TORT OR CONTRACT, UNDER ANY INDEMNITY PROVISION OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDED, AND SUBJECT TO THE PROVISIONS OF SECTION 8.3, IT IS THE INTENT OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE WITHOUT REGARD TO THE CAUSE OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINE, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSSDATA.

Limitation of Liabilities. To the extent permitted by lawEXCEPT FOR EDIFECS’ INTELLECTUAL PROPERTY INFRINGEMENT LIABILITY ARISING UNDER SECTION 7 (INDEMNIFICATION), no Party’s directors, members of its governing bodies, officers or employees, or in the case of Buyer any of its members or their governing bodies, officers or employees, shall be liable to any other party or parties for any loss or damage to property, loss of earnings or revenues, personal injury, or any other direct, indirect, or consequential damages or injury, or punitive damages, which may occur or result from the performance or non-performance of this Agreement, including any negligence arising hereunder. THERE IS IN NO WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMED. THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL EVENT WILL EDIFECS BE LIABLE FOR ANY LOST REVENUE, PROFIT, OR LOST OR DAMAGED DATA, BUSINESS INTERRUPTION, LOSS OF CAPITAL, OR FOR SPECIAL, INDIRECT, CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR INDIRECT PUNITIVE DAMAGES HOWSOEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY OR WHETHER ARISING OUT OF THE USE OF OR INABILITY TO USE SOFTWARE OR OTHERWISE AND EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, LOST PROFITS OR OTHER BUSINESS INTERRUPTION DAMAGES, BY STATUTE. EXCEPT FOR EDIFECS’ INTELLECTUAL PROPERTY INFRINGEMENT LIABILITY ARISING UNDER SECTION 7 (INDEMNIFICATION), IN TORT OR NO EVENT SHALL EDIFECS’ AGGREGATE MAXIMUM LIABILITY TO CUSTOMER, WHETHER IN CONTRACT, UNDER ANY INDEMNITY PROVISION TORT (INCLUDING NEGLIGENCE), BREACH OF WARRANTY, STRICT LIABILITY, OR OTHERWISE, EXCEED THE LICENSE FEES RECEIVED BY EDIFECS FROM CUSTOMER IN THE TWELVE (12) MONTH PERIOD PRIOR TO THE CLAIM PURSUANT TO THE ORDER FORM UNDER WHICH SUCH LIABILITY AROSE. UNLESS EXPRESSLY HEREIN PROVIDEDTHE FOREGOING LIMITATIONS SHALL REMAIN EFFECTIVE EVEN IF CUSTOMER’S REMEDIES FAIL OF THEIR ESSENTIAL PURPOSE. IF APPLICABLE LAW LIMITS THE APPLICATION OF THE FOREGOING LIMITATIONS, AND EDIFECS’ LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMISSIBLE. SUBJECT TO THE PROVISIONS LIMITATIONS IN THIS SECTION 8, EDIFECS’ LIABILITY FOR CUSTOMER’S DIRECT DAMAGES ARISING FROM A BREACH OF SECTION 8.3, IT IS THE INTENT EDIFECS’ CONTRACTED SECURITY OBLIGATIONS OR BREACH OF THE PARTIES THAT BUSINESS ASSOCIATE AGREEMENT (“BAA”), AS DEFINED IN THE LIMITATIONS HEREIN BUSINESS ASSOCIATE AGREEMENT, WHERE THE ROOT CAUSE OF THE SECURITY INCIDENT AROSE FROM AN ACT OR OMISSION OF EDIFECS’ CONTRACTUAL OBLIGATIONS (AS DETERMINED BY AN INDEPENDENT INVESTIGATOR) WILL BE LIMITED TO (I) REASONABLE FEES AND EXPENSES CUSTOMER INCURS IN INVESTIGATING, RESPONDING TO, AND/OR MITIGATING THE SECURITY INCIDENT; AND/OR (II) FOR FINES, ASSESSMENTS, SANCTIONS, AND/OR CIVIL PENALTIES ASSESSED OR IMPOSED ON REMEDIES AND THE MEASURE AGAINST CUSTOMER BY ANY GOVERNMENT AGENCY/REGULATOR. ANY CAUSE OF DAMAGES ACTION RELATING TO THIS AGREEMENT MUST BE WITHOUT REGARD BROUGHT WITHIN TWO (2) YEARS AFTER A PARTY BECOMES AWARE OF OR REASONABLY SHOULD HAVE BECOME AWARE OF, SUCH ACTION. EDIFECS HAS NO LIABILITY TO THE CAUSE OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. CUSTOMER TO THE EXTENT ANY DAMAGES THAT: (I) THE SECURITY INCIDENT OR BREACH (AS DEFINED IN THE BAA) WAS CAUSED BY (A) CUSTOMER’S FAILURE TO MEET ITS OBLIGATIONS UNDER THE BAA, THE AGREEMENT, OR UNDER APPLICABLE LAW, INCLUDING BUT NOT LIMITED TO, HIPAA AND/OR HITECH AND/OR (B) A FORCE MAJEURE EVENT AS DEFINED IN THE AGREEMENT; (II) CUSTOMER’S COSTS AND EXPENSES ARE UNREASONABLE; (III) EDIFECS DID NOT HAVE, AND WAS NOT REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATEDHAVE, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINEPOSSESSION, CUSTODY, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION CONTROL OF THE HARM PHI INVOLVED IN THE SECURITY INCIDENT OR LOSSBREACH, OR (IV) AN INDEPENDENT THIRD PARTY FORENSIC ANALYSIS IDENTIFIES CUSTOMER AS THE ROOT CAUSE OF THE INCIDENT BY, THROUGH, OR FROM WHICH CUSTOMER’S DAMAGES ARISE.

Limitation of Liabilities. To the extent permitted by lawEXCEPT FOR ANY LIABILITY ARISING UNDER SECTION 6 (INDEMNITY) OR SECTION 9 (CONFIDENTIALITY), no Party’s directors, members of its governing bodies, officers or employees, or in the case of Buyer any of its members or their governing bodies, officers or employees, shall be liable to any other party or parties for any loss or damage to property, loss of earnings or revenues, personal injury, or any other direct, indirect, or consequential damages or injury, or punitive damages, which may occur or result from the performance or non-performance of this Agreement, including any negligence arising hereunder. THERE IS IN NO WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND EVENT WILL ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMED. THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL BE LIABLE FOR ANY LOST REVENUE, PROFIT, OR LOST OR DAMAGED DATA, BUSINESS INTERRUPTION, LOSS OF CAPITAL, OR FOR SPECIAL, INDIRECT, CONSEQUENTIAL, INCIDENTAL, PUNITIVEOR PUNITIVE DAMAGES HOWSOEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY OR WHETHER ARISING OUT OF THE USE OF OR INABILITY TO USE SOFTWARE OR OTHERWISE AND EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. EXCEPT FOR ANY LIABILITY ARISING UNDER SECTION 6 (INDEMNITY), EXEMPLARY OR INDIRECT DAMAGES, LOST PROFITS OR OTHER BUSINESS INTERRUPTION DAMAGES, BY STATUTESECTION 9 (CONFIDENTIALITY), IN TORT OR NO EVENT SHALL ANY PARTY’S LIABILITY TO THE OTHER, WHETHER IN CONTRACT, UNDER TORT (INCLUDING NEGLIGENCE), BREACH OF WARRANTY, OR OTHERWISE, EXCEED THE LICENSE FEES RECEIVED BY COMPANY FROM CUSTOMER (AND IN THE CASE OF CUSTOMER FEES PAID AND DUE TO COMPANY OR ITS AUTHORIZED RESELLER) IN THE TWELVE (12) MONTH PERIOD PRIOR TO THE CLAIM, WHETHER ANY INDEMNITY PROVISION REMEDY SET FORTH HEREIN FAILS OF ITS ESSENTIAL PURPOSE OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDED, AND SUBJECT TO THE PROVISIONS BECAUSE SOME JURISDICTIONS DO NOT ALLOW LIMITATION OR EXCLUSION OF SECTION 8.3, IT IS THE INTENT OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE WITHOUT REGARD TO THE CAUSE CONSEQUENTIAL OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATEDINCIDENTAL DAMAGES, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE ABOVE LIMITATION MAY NOT APPLY TO DETERMINE, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSSCUSTOMER. Customer agrees that the limitations of liability and disclaimers set forth herein will apply regardless of whether Customer has accepted the SoKware or Documentation or any other product or service delivered by Company or its Authorized Resellers.

Limitation of Liabilities. To the extent permitted by lawNOTWITHSTANDING ANYTHING WITHIN THESE MASTER TERMS AND CONDITIONS OR ANY OTHER INSTRUMENT EXCHANGED BY THE PARTIES, no Party’s directors, members of its governing bodies, officers or employees, or in the case of Buyer any of its members or their governing bodies, officers or employees, shall be liable to any other party or parties for any loss or damage to property, loss of earnings or revenues, personal injury, or any other direct, indirect, or consequential damages or injury, or punitive damages, which may occur or result from the performance or non-performance of this Agreement, including any negligence arising hereunder. THERE IS NO WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSEBUYER SHALL NOT IN ANY EVENT BE ENTITLED TO, AND ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMED. THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES SELLER SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL NOT BE LIABLE FOR CONSEQUENTIALINDIRECT, INCIDENTALSPECIAL, PUNITIVEINCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY NATURE INCLUDING, EXEMPLARY WITHOUT LIMITATION, BUSINESS INTERRUPTION COSTS, REMOVAL AND/OR INDIRECT REINSTALLATION COSTS, REPROCUREMENT COSTS, LOSS OF PROFIT OR REVENUE, LOSS OF DATA, PROMOTIONAL OR MANUFACTURING EXPENSES, OVERHEAD, INJURY TO REPUTATION OR LOSS OF CUSTOMERS, EVEN IF SELLER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, LOST PROFITS OR AND EVEN IF ANY OTHER BUSINESS INTERRUPTION DAMAGESREMEDIES PROVIDED HEREIN FAIL IN THEIR ESSENTIAL PURPOSE. BUYER'S RECOVERY FROM SELLER FOR ANY CLAIM SHALL NOT EXCEED BUYER'S PURCHASE PRICE FOR THE PRODUCT GIVING RISE TO SUCH CLAIM IRRESPECTIVE OF THE NATURE OF THE CLAIM, BY STATUTE, WHETHER IN TORT OR CONTRACT, UNDER ANY INDEMNITY PROVISION TORT, WARRANTY, OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDEDSELLER SHALL NOT BE LIABLE FOR AND BUYER SHALL INDEMNIFY, DEFEND AND SUBJECT TO THE PROVISIONS OF SECTION 8.3HOLD SELLER HARMLESS FROM ANY CLAIMS BASED ON SELLER'S COMPLIANCE WITH BUYER'S DESIGNS, IT IS THE INTENT OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE WITHOUT REGARD TO THE CAUSE SPECIFICATIONS OR CAUSES RELATED THERETOINSTRUCTION, INCLUDING THE NEGLIGENCE OR MODIFICATION OF ANY PARTY, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENTPRODUCTS BY PARTIES OTHER THAN SELLER, OR ACTIVE OR PASSIVE. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINE, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSSUSE IN COMBINATION WITH OTHER PRODUCTS.

Limitation of Liabilities. To With the exception of claims caused by Xxxxx’x negligence or willful misconduct, and to the fullest extent permitted by lawapplicable Laws, no Party’s directors, members Xxxxx’x (including its Affiliates) total liability to End-User pursuant to this Agreement ("Limitation of its governing bodies, officers or employees, or in Liability") shall not exceed the case of Buyer any of its members or their governing bodies, officers or employees, amounts paid by End-User and collected by Xxxxx pursuant to this Agreement within the twelve (12) month period immediately preceding the event(s) giving rise to the claim. Xxxxx`s liability shall be liable further limited to the extent that any Applicant or Employee conduct giving rise to the claim, and the damages sustained thereby, are reasonably of the same class as the Consumer Report record(s) at issue (e.g., should Xxxxx fail to accurately report an Applicant`s motor vehicle record containing a moving violation, and if the Applicant is subsequently terminated by End-User for poor performance in a non-driving capacity, such performance would not be conduct of the same class as the moving violation). With respect to Xxxxx`s liability relating to any other party Applicant or parties Employee claim alleging inaccurate or incomplete Consumer Report information, End-User shall, prior to having taken any action adverse to the Applicant based on the inaccurate or incomplete Consumer Report information, have provided Xxxxx a reasonable opportunity to reinvestigate the disputed information in accordance with Xxxxx`s FCRA-imposed reinvestigation obligations and deadlines, and End-User shall indemnify Xxxxx for any loss or damage failure to propertydo so. IN NO EVENT XXXX XXXXX OR ITS AFFILIATES, loss of earnings or revenuesDIRECTORS, personal injuryOFFICERS, or any other directAGENTS, indirectEMPLOYEES, or consequential damages or injurySUCCESORS OR ASSIGNS ("AFFILIATED PERSON(S)") BE LIABLE TO END-USER FOR ANY LOST REVENUE, or punitive damagesLOST PROFITS, which may occur or result from the performance or non-performance of this AgreementINDIRECT, including any negligence arising hereunder. THERE INCIDENTAL,CONSEQUENTIAL, SPECIAL OR PUNITIVE DAMAGES, REGARDLESS OF WHETHER SUCH LIABILITY IS NO WARRANTY BASED ON BREACH OF MERCHANTABILITY CONTRACT, TORT, STRICT LIABILITY, BREACH OF WARRANTY, OR FITNESS FOR A PARTICULAR PURPOSEOTHERWISE, AND ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMEDEVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE PARTIES CONFIRM AGREE THAT THE EXPRESS REMEDIES LIMITATIONS OF LIABILITY UNDER THIS SECTION CONSTITUTE A FUNDAMENTAL BASIS OF THEIR BARGAIN AND MEASURES OF DAMAGES PROVIDED ACKNOWLEDGE THAT THE FEES SET FORTH IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH ARE BASED IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR INDIRECT DAMAGES, LOST PROFITS OR OTHER BUSINESS INTERRUPTION DAMAGES, BY STATUTE, IN TORT OR CONTRACT, UNDER ANY INDEMNITY PROVISION OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDED, AND SUBJECT TO THE PROVISIONS OF SECTION 8.3, IT IS THE INTENT OF THE PARTIES THAT PART ON THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE WITHOUT REGARD TO THE CAUSE OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVELIABILITY IN THIS SECTION. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINE, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSSXxxxx and End-User shall each use good faith reasonable efforts to mitigate any potential damages or other adverse consequences arising from or related to this Agreement.

Limitation of Liabilities. To the extent permitted by lawOVVO OPTICS WILL NOT BE LIABLE (WHETHER IN CONTRACT, no Party’s directorsWARRANTY, members of its governing bodiesTORT (INCLUDING, officers or employeesBUT NOT LIMITED TO, or in the case of Buyer any of its members or their governing bodiesNEGLIGENCE), officers or employeesPRODUCT LIABILITY OR OTHER THEORY), shall be liable to any other party or parties for any loss or damage to propertyTO YOU OR ANY OTHER PERSON OR ENTITY FOR COST OF COVER, loss of earnings or revenuesLOST PROFITS, personal injuryLOSS OF BUSINESS, or any other directDATA OR REPUTATION OR FOR ANY INDIRECT, indirectINCIDENTAL, or consequential damages or injurySPECIAL, or punitive damagesCONSEQUENTIAL, which may occur or result from the performance or nonPUNITIVE, OR EXEMPLARY DAMAGES ARISING OUT OF THIS AGREEMENT. OVVO OPTICS AGGREGATE LIABILITY ARISING UNDER OR WITH RESPECT TO THIS AGREEMENT WILL IN NO EVENT EXCEED FIFTY PERCENT (50%) OF THE TOTAL FEES PAID OR ACCRUED BY YOU TO OVVO OPTICS DURING THE THREE (3) MONTHS PRIOR TO THE EVENT GIVING RISE TO SUCH LIABILITY. THE SITE AND THE SERVICE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND ALL WARRAN- TIES, EXPRESS AND IMPLIED, ARE DISCLAIMED (INCLUDING, WITHOUT LIMITATION, THE DISCLAIMER OF ANY WARRANTIES OF MERCHANTABILITY, NON-performance of this Agreement, including any negligence arising hereunder. THERE IS NO WARRANTY INFRINGEMENT OF MERCHANTABILITY INTELLECTUAL PROPERTY AND/OR FITNESS FOR A PARTICULAR PURPOSE). THE SITE AND THE SERVICE MAY CONTAIN BUGS, ERRORS, PROBLEMS OR OTHER LIMITATIONS. OVVO Optics HAS NO LIABILITY, WHATSOEVER, TO PUBLISHER OR ANY THIRD PARTY, FOR PUBLISHER USE OF, OR INABILITY TO USE, THE SITE OR THE SERVICE AND OVVO OPTICS DISCLAIMS ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMEDWARRANTIES, EXPRESS AND IMPLIED, THAT PUBLISHER USE OF SAME WILL BE UNINTERRUPTED OR ERROR-FREE OR THAT ANY OF THE ADVERTISER PROGRAMS WILL BE AVAILABLE TO PUBLISHER. OVVO OP- TICS SHALL NOT BE RESPONSIBLE FOR THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH FAILURE OR OTHER ACTS OR OMISSIONS OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR INDIRECT DAMAGES, LOST PROFITS OR OTHER BUSINESS INTERRUPTION DAMAGES, BY STATUTE, IN TORT OR CONTRACT, UNDER ANY INDEMNITY PROVISION OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDED, AND SUBJECT TO THE PROVISIONS OF SECTION 8.3, IT IS THE INTENT OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE WITHOUT REGARD TO THE CAUSE OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINE, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSSADVERTISER.

Limitation of Liabilities. To the extent permitted by lawTO THE MAXIMUM EXTENT PERMITTED BY LAW, no Party’s directorsSELLER WILL NOT BE LIABLE TO COMPANY AND/OR TO END USER, members of its governing bodiesTHEIR RESPECTIVE AFFILIATES OR ANY OTHER PERSON FOR ANY LOST REVENUES, officers or employeesPROFITS, or in the case of Buyer any of its members or their governing bodiesGOODWILL OR USE, officers or employeesTHE COST OF SUBSTITUTED PRODUCTS OR SERVICES, shall be liable to any other party or parties for any loss or damage to propertyBUSINESS INTERRUPTION OR ANY DAMAGE TO OR LOSS OF ANY SOFTWARE PROGRAMS, loss of earnings or revenuesDATA OR REMOVABLE DATA STORAGE MEDIA, personal injuryFOR THE RESTORATION OR REINSTALLATION OF ANY SOFTWARE PROGRAMS OR DATA, or any other directOR FOR ANY INDIRECT, indirectCONSEQUENTIAL, or consequential damages or injurySPECIAL, or punitive damagesINCIDENTAL OR PUNITIVE DAMAGES OF ANY KIND HOWEVER CAUSED RELATED TO THE SERVICES OR THE AGREEMENT, which may occur or result from the performance or non-performance OR THE INABILITY TO USE THE PRODUCTS, WHETHER ARISING UNDER CONTRACT, TORT (INCLUDING STRICT LIABILITY AND NEGLIGENCE), EQUITY OR ANY OTHER THEORY OF LIABILITY, EVEN IF SELLER HAS BEEN ADVISED OF THE POSSIBILITY OF THOSE DAMAGES OR EVEN IF THOSE DAMAGES ARE FORESEEABLE. COMPANY AND/OR END USER’S EXCLUSIVE REMEDY IS EXPRESSLY LIMITED TO PERFORMANCE OF THE SERVICES PROVIDED FOR BY THE AGREEMENT OR THE FAIR MARKET VALUE THEREOF. SELLER’S ENTIRE LIABILITY FOR DAMAGES TO COMPANY AND/OR TO END USER OR OTHERS RESULTING FROM SERVICES PERFORMED UNDER THE AGREEMENT SHALL IN NO EVENT EXCEED THE 3 | P a g e All provisions of this Agreementagreement and any applicable service description exhibits, including any negligence arising hereunderschedules or attachments constitute a Service Agreement between Seller and Company or End User as fully identified on the Service Order Form. THERE IS NO WARRANTY ANNUAL SERVICES CHARGE PAID BY COMPANY OR BY END USER, EXCEPT FOR INSTANCES OF MERCHANTABILITY PHYSICAL INJURY TO PERSON OR TANGIBLE PERSONAL PROPERTY DAMAGE. SELLER DISCLAIMS ALL WARRANTIES WITH RESPECT TO THE SERVICES, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMEDPURPOSE OR USE OR NONINFRINGEMENT. THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXEMPLARY MAY BRING A LEGAL ACTION UNDER THE AGREEMENT OR INDIRECT DAMAGES, LOST PROFITS OR OTHER BUSINESS INTERRUPTION DAMAGES, BY STATUTE, IN TORT OR CONTRACT, UNDER ANY INDEMNITY PROVISION OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDED, AND SUBJECT RELATED TO THE PROVISIONS OF SECTION 8.3, IT IS THE INTENT OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE WITHOUT REGARD TO SERVICES MORE THAN TWO YEARS AFTER THE CAUSE OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINE, OR ACTION AROSE UNLESS PROVIDED OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSSBY APPLICABLE NONWAIVABLE LAW.

Limitation of Liabilities. To the extent permitted by lawEXCEPT FOR ANY LIABILITY ARISING UNDER SECTION 2 (LICENSE), no Party’s directorsSECTION 4 (RESTRICTIONS), members of its governing bodiesSECTION 7 (INDEMNITY), officers or employees, or in the case of Buyer any of its members or their governing bodies, officers or employees, shall be liable to any other party or parties for any loss or damage to property, loss of earnings or revenues, personal injury, or any other direct, indirect, or consequential damages or injury, or punitive damages, which may occur or result from the performance or non-performance of this Agreement, including any negligence arising hereunder. THERE IS OR SECTION 11 (CONFIDENTIALITY): (a) IN NO WARRANTY OF MERCHANTABILITY EVENT WILL CUSTOMER OR FITNESS FOR A PARTICULAR PURPOSE, AND ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMED. THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY CUSTOMER REPRESENTATIVES OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY MOBILEIRON OR MEASURE OF DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGORMOBILEIRON’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES LICENSORS OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL SUPPLIERS BE LIABLE TO THE OTHER PARTY FOR ANY LOST REVENUE, PROFIT, OR LOST OR DAMAGED DATA, BUSINESS INTERRUPTION, LOSS OF CAPITAL, OR FOR SPECIAL, INDIRECT, CONSEQUENTIAL, INCIDENTAL, PUNITIVEOR PUNITIVE DAMAGES HOWEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY OR WHETHER ARISING OUT OF THE USE OF OR INABILITY TO USE SOFTWARE OR OTHERWISE AND EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; AND (b) IN NO EVENT WILL THE AGGREGATE LIABILITY OF EITHER PARTY OR MOBILEIRON’S LICENSORS OR SUPPLIERS UNDER THIS AGREEMENT (UNDER ANY THEORY OF LIABILITY, EXEMPLARY OR INDIRECT DAMAGESWHETHER IN CONTRACT, LOST PROFITS OR OTHER BUSINESS INTERRUPTION DAMAGES, BY STATUTE, IN TORT OR CONTRACTOTHERWISE) EXCEED THE FEES RECEIVED BY MOBILEIRON FROM CUSTOMER FOR THE RELEVANT PRODUCT OR SERVICE (AND IN THE CASE OF CUSTOMER’S LIABILITY EXCEED THE FEES PAID AND DUE TO MOBILEIRON OR ITS AUTHORIZED RESELLER), UNDER WHETHER ANY INDEMNITY PROVISION REMEDY SET FORTH HEREIN FAILS OF ITS ESSENTIAL PURPOSE OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDED, AND SUBJECT TO THE PROVISIONS BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW LIMITATION OR EXCLUSION OF SECTION 8.3, IT IS THE INTENT OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE WITHOUT REGARD TO THE CAUSE CONSEQUENTIAL OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATEDINCIDENTAL DAMAGES, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE ABOVE LIMITATION MAY NOT APPLY TO DETERMINECUSTOMER. This clause shall not impair the U.S. Government’s right to recover for fraud or crimes arising out of or related to this Agreement under any federal fraud statute, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSSincluding the False Claims Act, 31 U.S.C. §§ 3729-3733.

Limitation of Liabilities. To IT IS EXPRESSLY AGREED THAT IN NO EVENT CUREMD OR ANY OF THE DIRECT OR INDIRECT OWNERS OF CUREMD, OR THEIR RESPECTIVE OFFICERS, DIRECTORS, STOCKHOLDERS, AGENTS, AND EMPLOYEES, OR ANY LICENSORS OF CUREMD SHALL HAVE ANY LIABILITY WHATSOEVER FOR INSTANCES INCLUDING BUT NOT LIMITED TO ANY LOSS OR CORRUPTION OF DATA, ANY INABILITY TO RECORD OR ACCESS DATA, ANY FAILURE TO RESTORE DATA, OR ANY SPECIAL, CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY OR PUNITIVE DAMAGES INCLUDING BUT NOT LIMITED TO, LOSS OF PROFITS, REVENUES OR GOODWILL, LOSS OF USE, OR LOSS OF INFORMATION OR DATA, OR FROM INCREASED EXPENSES OR COSTS, FORESEEABLE OR UNFORESEEABLE, WHETHER A CLAIM FOR ANY SUCH LIABILITY OR DAMAGES IS PREMISED UPON BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER THEORY OF LIABILITY, EVEN IF CUREMD HAS BEEN APPRISED OF THE POSSIBILITY OR LIKELIHOOD OF SUCH DAMAGES OCCURRING THAT MAY BE INCURRED OR SUFFERED BY THE LICENSEE OR ANY OTHER PERSON FROM THE USE OR INABILITY TO USE THE PROGRAMS AND SERVICES WHETHER UNDER THE LAWS OF CONTRACT, STRICT LIABILITY, TORT OR OTHERWISE, ARISING FROM THOSE OR OTHER CAUSES. CUREMD DISCLAIMS ANY AND ALL LIABILITY FOR ERRONEOUS TRANSMISSIONS AND LOSS OF SERVICE RESULTING FROM COMMUNICATION FAILURES BY TELECOMMUNICATION SERVICE PROVIDERS OR THE PROGRAMS. NOTWITHSTANDING ANYTHING IN THIS AGREEMENT TO THE CONTRARY, OUR AGGREGATE LIABILITY UNDER THIS AGREEMENT, REGARDLESS OF THEORY OF LIABILITY, SHALL BE LIMITED TO THE AGGREGATE FEES ACTUALLY PAID BY YOU UNDER THIS AGREEMENT FOR THE SIX (6) MONTH PERIOD PRECEDING THE EVENT FIRST GIVING RISE TO THE CLAIM. Conditions for Breach: We will not be deemed to be in violation of this Agreement unless you have first have given us written notice specifying the extent permitted by lawnature of the default, no Party’s directorsand we have failed within thirty (30) days of receipt of the notice either to cure the default or, members if cure within such period is not practicable, to be diligently proceeding to cure the default. In the event Licensee fails to comply with the CureMD implementation, training and policy guidelines, including but not limited to installation of its governing bodiescompliant hardware, officers bandwidth or employeesinfrastructure, HIPAA, HITECH, and other federal / state laws, or in as a result of inactivity fails to respond to any communication for a period of six (6) months after signing up, the case of Buyer any of its members Licensee shall be considered dormant and automatically released from this Agreement. Any payment deposits, up-front or their governing bodies, officers or employeesrecurring, shall be forfeited accordingly and CureMD will not be held liable to any other party or parties for any loss or damage suffered by the Licensee. Thereafter, if the Licensee wishes to propertyresume our services, loss of earnings or revenuesthey will have to renew their Agreement with CureMD, personal injury, or any other direct, indirect, or consequential damages or injury, or punitive damages, which may occur or result from the performance or non-performance of this Agreement, including any negligence arising hereunder. THERE IS NO WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMED. THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR INDIRECT DAMAGES, LOST PROFITS OR OTHER BUSINESS INTERRUPTION DAMAGES, BY STATUTE, IN TORT OR CONTRACT, UNDER ANY INDEMNITY PROVISION OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDED, AND SUBJECT TO THE PROVISIONS OF SECTION 8.3, IT IS THE INTENT OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE WITHOUT REGARD TO THE CAUSE OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINE, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSSsubject to additional charges.

Limitation of Liabilities. To the extent permitted by lawTosoh’s sole and exclusive remedy for Tosoh’s negligence, no Party’s directorsbreach of warranty, members breach of its governing bodies, officers contract or employees, or in the case of Buyer any of its members or their governing bodies, officers or employees, shall be liable to for any other party liability in any way connected with or parties for any loss or damage to property, loss of earnings or revenues, personal injury, or any other direct, indirect, or consequential damages or injury, or punitive damages, which may occur or result from the performance or non-performance arising out of this Agreement, including the Products or warranty service furnished on the Instruments shall be the repair or replacement of non-conforming Products, or, if Tosoh is unable or chooses not to repair or replace non-conforming Products, the crediting to Customer’s account of the price that has been paid for the non-conforming Products and the cancellation of any negligence obligation to pay the unpaid portions of the price of the non- conforming Products. Tosoh’s liability to Customer hereunder with respect to any Product shall in no event exceed the amount paid by Customer hereunder for such Product. Tosoh’s total aggregate liability to Customer arising out of or relating to this Agreement, the Products and warranty service furnished on the Instruments shall in no event exceed the total amount paid by Customer hereunder. THERE IS IN NO WARRANTY EVENT SHALL TOSOH BE LIABLE FOR COSTS OF MERCHANTABILITY PROCUREMENT OF SUBSTITUTE GOODS OR FITNESS SERVICES, LOSS OF USE OR PROFITS OR ANY OTHER SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE OR CONSEQUENTIAL DAMAGES, ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE USE OR PERFORMANCE OF THE PRODUCTS, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, WHETHER IN AN ACTION FOR A PARTICULAR PURPOSECONTRACT OR TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, AND ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMEDWHETHER OR NOT TOSOH HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES EACH LIMITATION OF DAMAGES PROVIDED LIABILITY OR LIMITED OR EXCLUSIVE REMEDY SET FORTH IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH IS INDEPENDENT OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE OTHER LIMITATION OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES IF ANY SUCH LIMITATION OF REMEDY FAILS OF ITS ESSENTIAL PURPOSE OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDEDIS OTHERWISE HELD TO BE UNENFORCEABLE, NEITHER PARTY THAT SHALL BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR INDIRECT DAMAGES, LOST PROFITS OR OTHER BUSINESS INTERRUPTION DAMAGES, BY STATUTE, IN TORT OR CONTRACT, UNDER ANY INDEMNITY PROVISION OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDED, AND SUBJECT TO NOT AFFECT THE PROVISIONS OF SECTION 8.3, IT IS THE INTENT OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE WITHOUT REGARD TO THE CAUSE OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE VALIDITY OF ANY PARTY, WHETHER OTHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINE, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION LIMITATION OF THE HARM OR LOSSREMEDY.

Limitation of Liabilities. To the extent permitted by lawIN NO EVENT SHALL CURB, no Party’s directorsITS AFFILIATES OR ANY OF CURB’S OR ITS AFFILIATES SHAREHOLDERS, members of its governing bodiesDIRECTORS, officers or employeesOFFICERS, or in the case of Buyer any of its members or their governing bodiesEMPLOYEES, officers or employeesLICENSORS, shall be liable to any other party or parties for any loss or damage to propertyAGENTS, loss of earnings or revenues, personal injury, or any other direct, indirect, or consequential damages or injury, or punitive damages, which may occur or result from the performance or non-performance of this Agreement, including any negligence arising hereunder. THERE IS NO WARRANTY REPRESENTATIVES OR ANY OF MERCHANTABILITY THE SUCCESSORS OR FITNESS FOR A PARTICULAR PURPOSE, AND ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMED. THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH ASSIGNS OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDYFOREGOING (COLLECTIVELY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL “CURB INDEMNITEES”) BE LIABLE (JOINTLY OR SEVERALLY) TO ORGANIZATION, ITS USERS OR ANY OTHER PARTY FOR CONSEQUENTIALPERSONAL INJURY OR ANY SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE, EXEMPLARY OR INDIRECT DAMAGESCONSEQUENTIAL DAMAGES OF ANY KIND, LOST PROFITS OR OTHER ANY DAMAGES WHATSOEVER RESULTING FROM LOSS OF USE, DATA OR PROFITS, BUSINESS INTERRUPTION DAMAGESOR ANY OTHER COMMERCIAL DAMAGES OR LOSS, BY STATUTE, IN TORT WHETHER OR CONTRACT, UNDER ANY INDEMNITY PROVISION OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDEDNOT ADVISED OF THE POSSIBILITY OF DAMAGE, AND SUBJECT TO ON ANY THEORY OF LIABILITY, ARISING OUT OF OR IN CONNECTION WITH THE PROVISIONS USE OF SECTION 8.3, IT IS THE INTENT CURB PRODUCTS OR PERFORMANCE OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE WITHOUT REGARD TO THE CAUSE OR CAUSES RELATED THERETOSERVICE, INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINEALL SOFTWARE ASSOCIATED THEREWITH, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT RELATED TO THE CURB PRODUCTS AND SERVICES, OR ANY OTHER FEATURES OR FUNCTIONALITIES ASSOCIATED WITH CURB PRODUCTS AND SERVICES. IN NO EVENT SHALL CURB’S TOTAL LIABILITY FOR ALL DAMAGES FOR LOSSES ARISING FROM CURB’S PERFORMANCE PURSUANT TO THIS AGREEMENT EXCEED THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION AMOUNT OF FEES ACTUALLY RECEIVED BY CURB FROM ORGANIZATION DURING THE HARM SIX-MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT, ACT OR LOSSOMISSION UNDERLYING SUCH PURPORTED LIABILITY.

Limitation of Liabilities. To the extent permitted by law‌‌‌‌‌‌‌‌‌‌ EXCEPT AS SET FORTH HEREIN, no Party’s directorsTHERE ARE NO WARRANTIES BY DRIFTWIND UNDER THIS AGREEMENT, members of its governing bodies, officers or employees, or in the case of Buyer any of its members or their governing bodies, officers or employees, shall be liable to any other party or parties for any loss or damage to property, loss of earnings or revenues, personal injury, or any other direct, indirect, or consequential damages or injury, or punitive damages, which may occur or result from the performance or non-performance of this Agreement, including any negligence arising hereunder. THERE IS NO INCLUDING ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMED. THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH XXXXXXX’X TOTAL LIABILITY WITH RESPECT TO ANY AND ALL CLAIMS REGARDLESS OF THE FORM OF ACTION WHETHER IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, ARISING OUT OF OR IN CONNECTION WITH THE PERFORMANCE OR NON-PERFORMANCE OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OF XXXXXXX’X OBLIGATIONS UNDER THIS AGREEMENT, OR MEASURE THE USE OF DAMAGES IS PROVIDEDTHE SERVICES BY OR ON BEHALF OF OWNER, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES ANY OTHER THIRD PARTY, SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGORSOLELY FOR OWNER’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLEDIRECT DAMAGES. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR INDIRECT DAMAGES, LOST PROFITS OR OTHER BUSINESS INTERRUPTION DAMAGES, BY STATUTE, IN TORT OR CONTRACT, UNDER ANY INDEMNITY PROVISION OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDED, AND SUBJECT TO THE PROVISIONS OF SECTION 8.3, IT IS THE INTENT OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE WITHOUT REGARD TO THE CAUSE OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINE, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSS.

Limitation of Liabilities. To the extent permitted by lawVIDSTART DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE, no Party’s directorsTHE INABILITY TO USE OR OPERATE, members of its governing bodiesOR THE RESULTS OF THE USE OR OPERATION OF THE SERVICES (OR ANY PART THEREOF). THE SERVICES (AND ANY PART THEREOF), officers or employeesINCLUDING WITHOUT LIMITATION ANY CONTENT, or in the case of Buyer any of its members or their governing bodiesDATA, officers or employeesPRODUCTS, shall be liable to any other party or parties for any loss or damage to propertyMARKETING MATERIALS, loss of earnings or revenuesREPORTS AND ANY INFORMATION RELATED THERETO, personal injuryARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, or any other directWITHOUT ANY WARRANTIES OF ANY KIND, indirectEXPRESS OR IMPLIED, or consequential damages or injuryINCLUDING WARRANTIES OF TITLE OR NON-INFRINGEMENT OR IMPLIED WARRANTIES OF USE, or punitive damages, which may occur or result from the performance or non-performance of this Agreement, including any negligence arising hereunder. THERE IS NO WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE. V IS NOT RESPONSIBLE FOR THE RESULTS OF PUBLISHERS’ USE OF THE SERVICES NOR ITS PUBLICATION OF CAMPAIGNS, INCLUDING FOR ANY SUCCESS OR FAILURE THEREOF. VIDSTART DOES NOT WARRANT OR REPRESENT THAT THE SERVICES UNDER THIS AGREEMENT WILL BE PROVIDED WITHOUT INTERRUPTIONS OR SHALL BE ERROR FREE, NOR THAT THE ADVERTISER CAMPAIGN OR THE SERVICES ARE OF SATISFACTORY QUALITY INCLUDING WITHOUT LIMITATIONS IN REGARDS TO MERCHANTIBILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INTERFERENCE, NON- INFRINGEMENT, USABILITY, QUALIY, AVAILABILITY, SECURITY, ACCURACY, SUITABILITY, COMPLETENESS, TRUTHFULNESS, EFFECTIVENESS AND/OR RELIABILITY OF THE TECHNOLOGY AND/OR THE SERVICES, INCLUDING OF ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMEDCONTENT, DATA, RESULTS, OR THER INFORMATION OBTAINED OR GENERATED IN CONNECTION WITH PUBLISHER’S USE OF THE SERVICES. VIDSTART DOES NOT ENDORSE ANY ENTITY, PRODUCT, SERVICE OR CREATIVE USED AND/OR TRANSMITTED IN CONNECTION WITH THE SERVICES, NOR ANY ADVERTISERS OR CAMPAIGNS. THE PARTIES CONFIRM THAT USE OF THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOFSERVICES ARE AT PUBLISHER’S OWN RISK. FOR BREACH OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES VIDSTART SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL NOT BE LIABLE FOR CONSEQUENTIALANY INDIRECT, INCIDENTAL, PUNITIVECONSEQUANTIAL, EXEMPLARY SPECIAL OR INDIRECT PUNITIVE DAMAGES, LOST PROFITS INCLUDING WITHOUT LIMITATION LOSS OF OR DAMAGE TO DATA, LOSS OF ANTICIPATED REVENUES OR PROFITS, WORK STOPPAGE OR IMPAIRMENT OF OTHER ASSETS, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE OR OTHER BUSINESS INTERRUPTION DAMAGESTORTIOUS ACTIONS RESULTING FROM OR ARISING OUT OF THE SERVICES (OR ANY PART THEREOF), USE OR INABILITY TO USE THE SERVICES, FAILURE OF THE SERVICES TO PERFORM AS REPRESENTED OR EXPECTED, LOSS OF GOODWILL OR PROFITS, THE PERFORMANCE OR FAILURE OF VIDSTART TO PERFORM UNDER THE AGREEMENT, ANY OTHER ACT OR OMISSION OF VIDSTART BY STATUTEANY OTHER CAUSE WHATSOEVER, IN TORT INCLUDING DAMAGES ARISING FROM THE CONDUCT OF PUBLISHER, ANY ADVERTISER AND/OR ANY END-USERS, OR ANY CAMPAINGS AND/OR MATERIALS USED AND/OR MADE AVAILABLE THROUGH THE SERVICES; OR BASED UPON BREACH OF WARRANTY, BREACH OF CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, REGARDLESS OF WHETHER OR NOT FORESEEABLE AND WHETHER OR NOT IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. WITHOUT DEROGATING FROM THE FOREGOING, THE AGGREGATE LIABILITY WHICH MAY BE IMPOSED UPON VIDSTART UNDER ANY INDEMNITY PROVISION OR OTHERWISETHIS AGREEMENT SHALL NOT EXCEED THE SUM OF ONE HUNDRED (100) US DOLLARS. UNLESS EXPRESSLY HEREIN PROVIDEDPUBLISHER XXXXXX ACKNOWLEDGES AND AGREES THAT THESE LIMITATIONS OF LIABILITY ARE AGREED ALLOCATIONS OF RISK CONSTITUTING IN PART THE CONSIDERATION FOR VIDSTART’S SERVICES TO PUBLISHER, AND SUBJECT TO SUCH LIMITATIONS WILL APPLY NOTWITHSTANDING THE PROVISIONS FAILURE OF SECTION 8.3, IT IS THE INTENT ESSENTIAL PURPOSE OF ANY LIMITED REMEDY AND EVEN IF VIDSTART HAS BEEN ADVISED OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE POSSIBILITY OF DAMAGES BE WITHOUT REGARD TO THE CAUSE SUCH LIABILITIES AND/OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINE, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSSDAMAGES.

Limitation of Liabilities. To the extent permitted by lawCORRESPONDENT ACKNOWLEDGES THAT RBC DCS DOES NOT OPERATE THE PLATFORM AND COULD NOT OFFER ACCESS TO THE PLATFORM WITHOUT THE FOLLOWING PROVISION: NONE OF RBC DCS, no Party’s directorsBONDDESK OR THE DATA PROVIDERS SHALL HAVE ANY LIABILITY TO CORRESPONDENT OR TO ANY THIRD PARTIES FOR THE CORRECTNESS, members of its governing bodiesQUALITY, officers or employeesACCURACY, or in the case of Buyer any of its members or their governing bodiesRELIABILITY, officers or employeesPERFORMANCE, shall be liable to any other party or parties for any loss or damage to propertyCOMPLETENESS, loss of earnings or revenuesTIMELINESS OR CONTINUED AVAILABILITY OF THE PLATFORM OR RELATED SERVICES, personal injuryOR FOR DELAYS OR OMISSIONS THEREIN, or any other direct, indirect, or consequential damages or injury, or punitive damages, which may occur or result from the performance or non-performance of this Agreement, including any negligence arising hereunderOR FOR INTERRUPTIONS IN THE DELIVERY OF THE SERVICES. THERE IS RBC DCS SHALL NOT BE RESPONSIBLE FOR DIRECT LOSS OR DAMAGE INCURRED BY CORRESPONDENT OR CUSTOMERS AS A RESULT OF ERRORS IN TRANSMISSION AND/OR PROCESSING. IN NO WARRANTY OF MERCHANTABILITY EVENT SHALL ANY PARTY HERETO OR FITNESS FOR A PARTICULAR PURPOSE, AND ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMED. BONDDESK OR THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL DATA PROVIDERS BE LIABLE FOR CONSEQUENTIALANY SPECIAL, INDIRECT, EXEMPLARY, INCIDENTAL, PUNITIVE, EXEMPLARY OR INDIRECT CONSEQUENTIAL DAMAGES RELATING IN ANY MANNER TO THIS SUPPLEMENT OR THE PLATFORM, EVEN IF SUCH PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN ADDITION, LOST PROFITS CORRESPONDENT ACKNOWLEDGES AND AGREES THAT THE SERVICES DERIVED FROM THE PLATFORM DO NOT AND SHALL NOT SERVE AS THE PRIMARY BASIS FOR ANY INVESTMENT DECISIONS MADE BY CORRESPONDENT WITH RESPECT TO CORRESPONDENT’S ACCOUNTS OR OTHER BUSINESS INTERRUPTION DAMAGES, BY STATUTE, IN TORT OR CONTRACT, UNDER ANY INDEMNITY PROVISION OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDEDCUSTOMER ACCOUNTS, AND SUBJECT TO THE PROVISIONS THAT NEITHER BONDDESK NOR RBC DCS IS OR SHALL BE AN ADVISOR OR A FIDUCIARY OF SECTION 8.3, IT IS THE INTENT CORRESPONDENT OR OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE WITHOUT REGARD TO THE CAUSE CORRESPONDENT’S MANAGED OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINE, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSSFIDUCIARY ACCOUNTS.

Limitation of Liabilities. To the extent permitted by law, no Party’s directors, members of its governing bodies, officers or employees, or in the case of Buyer any of its members or their governing bodies, officers or employees, shall be liable to any other party or parties for any loss or damage to property, loss of earnings or revenues, personal injury, or any other direct, indirect, or consequential damages or injury, or punitive damages, which may occur or result from the performance or non-performance of this Agreement, including any negligence arising hereunder. THERE IS NO WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSEBUYER SHALL NOT IN ANY EVENT BE ENTITLED TO, AND ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMED. THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES SELLER SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL NOT BE LIABLE FOR CONSEQUENTIALINDIRECT, INCIDENTALSPECIAL, PUNITIVEINCIDENTAL OR CONSEQUENTIAL DAMAGE OF ANY NATURE INCLUDING, EXEMPLARY OR INDIRECT DAMAGES, LOST PROFITS OR OTHER WITHOUT LIMITATION BUSINESS INTERRUPTION COSTS, REMOVAL AND/OR REINSTALLATION COSTS, REPROCUREMENT COSTS, LOSS OF PROFIT OR REVENUE, LOSS OF DATA, PROMOTIONAL OR MANUFACTURING EXPENSES, OVERHEAD, INJURY TO REPUTATION OR LOSS OF CUSTOMERS, EVEN IF SELLER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BUYER’S RECOVERY FROM SELLER FOR ANY CLAIM SHALL NOT EXCEED BUYER’S PURCHASE PRICE FOR THE PRODUCT GIVING RISE SUCH CLAIM IRRESPECTIVE OF THE NATURE OF THE CLAIM, BY STATUTE, WHETHER IN TORT OR CONTRACT, UNDER ANY INDEMNITY PROVISION TORT, WARRANTY OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDEDSELLER SHALL NOT BE LIABLE FOR AND BUYER SHALL INDEMNIFY, DEFEND AND HOLD SELLER HARMLESS FROM ANY CLAIMS BASED ON SELLER’S COMPLIANCE WITH BUYER’S DESIGNS, SPECIFICATIONS OR INSTRUCTIONS, MODIFICATION OF ANY PRODUCTS BY PARTIES OTHER THAN SELLER, OR USE IN COMBINATION WITH OTHER PRODUCTS. THE SALTEX GROUP CORP WILL NOT BE LIABLE FOR THE SAFETY AND PERFORMANCE OF THESE PRODUCTS IF UNAUTHORIZED USE, ACCESS AND/OR REPAIR, END USER SHOULD CONSULT APPLICABLE UL OR EN STANDARDS FOR PROPER INSTALLATION INSTRUCTION. THE SALTEX GROUP CORP PRODUCTS ARE NOT AUTHORIZED FOR USE AS MISSION CRITICAL COMPONENTS IN LIFE SUPPORT, HAZARDOUS ENVIRONMENT, NUCLEAR OR AIRCRAFT APPLICATION WITHOUT PRIOR WRITTEN APPROVAL FROM THE CEO OF XXXXXXX ELECTONICS USA, INC. CONTENTS OF THE SALTEX GROUP CORP. SPECIFICATIONS ARE SUBJECT TO THE PROVISIONS OF SECTION 8.3, IT IS THE INTENT OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE CHANGE WITHOUT REGARD TO THE CAUSE OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINE, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSSPRIOR NOTICE.

Limitation of Liabilities. To the extent permitted by lawEXCEPT FOR EDIFECS’ INTELLECTUAL PROPERTY INFRINGEMENT LIABILITY ARISING UNDER SECTION 8 (INDEMNIFICATION), no Party’s directors, members of its governing bodies, officers or employees, or in the case of Buyer any of its members or their governing bodies, officers or employees, shall be liable to any other party or parties for any loss or damage to property, loss of earnings or revenues, personal injury, or any other direct, indirect, or consequential damages or injury, or punitive damages, which may occur or result from the performance or non-performance of this Agreement, including any negligence arising hereunder. THERE IS IN NO WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMED. THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL EVENT WILL EDIFECS BE LIABLE FOR ANY LOST REVENUE, PROFIT, OR LOST OR DAMAGED DATA, BUSINESS INTERRUPTION, LOSS OF CAPITAL, OR FOR SPECIAL, INDIRECT, CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR INDIRECT PUNITIVE DAMAGES HOWSOEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY OR WHETHER ARISING OUT OF THE USE OF OR INABILITY TO USE SOFTWARE OR OTHERWISE AND EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, LOST PROFITS OR OTHER BUSINESS INTERRUPTION DAMAGES, BY STATUTE. EXCEPT FOR EDIFECS’ INTELLECTUAL PROPERTY INFRINGEMENT LIABILITY ARISING UNDER SECTION 8 (INDEMNIFICATION), IN TORT OR NO EVENT SHALL EDIFECS’ AGGREGATE MAXIMUM LIABILITY TO CUSTOMER, WHETHER IN CONTRACT, UNDER ANY INDEMNITY PROVISION TORT (INCLUDING NEGLIGENCE), BREACH OF WARRANTY, STRICT LIABILITY, OR OTHERWISE, EXCEED THE LICENSE FEES RECEIVED BY EDIFECS FROM CUSTOMER IN THE TWELVE (12) MONTH PERIOD PRIOR TO THE CLAIM PURSUANT TO THE ORDER FORM OR SOW, AS APPLICABLE, UNDER WHICH SUCH LIABILITY AROSE. UNLESS EXPRESSLY HEREIN PROVIDEDTHE FOREGOING LIMITATIONS SHALL REMAIN EFFECTIVE EVEN IF CUSTOMER’S REMEDIES FAIL OF THEIR ESSENTIAL PURPOSE. IF APPLICABLE LAW LIMITS THE APPLICATION OF THE FOREGOING LIMITATIONS, AND EDIFECS’ LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMISSIBLE. SUBJECT TO THE PROVISIONS LIMITATIONS IN THIS SECTION 9, EDIFECS’ LIABILITY FOR CUSTOMER’S DIRECT DAMAGES ARISING FROM A BREACH OF SECTION 8.3, IT IS THE INTENT EDIFECS’ CONTRACTED SECURITY OBLIGATIONS OR BREACH OF THE PARTIES THAT BUSINESS ASSOCIATE AGREEEMENT (“BAA”), AS DEFINED IN THE LIMITATIONS HEREIN BUSINESS ASSOCIATE AGREEMENT, WHERE THE ROOT CAUSE OF THE SECURITY INCIDENT AROSE FROM AN ACT OR OMISSION OF EDIFECS’ CONTRACTUAL OBLIGATIONS (AS DETERMINED BY AN INDEPENDENT INVESTIGATOR) WILL BE LIMITED TO (I) REASONABLE FEES AND EXPENSES CUSTOMER INCURS IN INVESTIGATING, RESPONDING TO, AND/OR MITIGATING THE SECURITY INCIDENT; AND/OR (II) FOR FINES, ASSESSMENTS, SANCTIONS, AND/OR CIVIL PENALTIES ASSESSED OR IMPOSED ON REMEDIES AND THE MEASURE AGAINST CUSTOMER BY ANY GOVERNMENT AGENCY/REGULATOR. ANY CAUSE OF DAMAGES ACTION RELATING TO THIS AGREEMENT MUST BE WITHOUT REGARD BROUGHT WITHIN TWO (2) YEARS AFTER A PARTY BECOMES AWARE OF OR REASONABLY SHOULD HAVE BECOME AWARE OF, SUCH ACTION. EDIFECS HAS NO LIABILITY TO THE CAUSE OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. CUSTOMER TO THE EXTENT ANY DAMAGES THAT: (I) THE SECURITY INCIDENT OR BREACH (AS DEFINED IN THE BAA) WAS CAUSED BY (A) CUSTOMER’S FAILURE TO MEET ITS OBLIGATIONS UNDER THE BAA, THE AGREEMENT, OR UNDER APPLICABLE LAW, INCLUDING BUT NOT LIMITED TO, HIPAA AND/OR HITECH AND/OR (B) A FORCE MAJEURE EVENT AS DEFINED IN THE AGREEMENT; (II) CUSTOMER’S COSTS AND EXPENSES ARE UNREASONABLE; (III) EDIFECS DID NOT HAVE, AND WAS NOT REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATEDHAVE, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINEPOSSESSION, CUSTODY, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION CONTROL OF THE HARM PHI INVOLVED IN THE SECURITY INCIDENT OR LOSSBREACH, OR (IV) AN INDEPENDENT THIRD PARTY FORENSIC ANALYSIS IDENTIFIES CUSTOMER AS THE ROOT CAUSE OF THE INCIDENT BY, THROUGH, OR FROM WHICH CUSTOMER’S DAMAGES ARISE.

Limitation of Liabilities. To the extent permitted by law, no Party’s directors, members of its governing bodies, officers or employees, or in the case of Buyer any of its members or their governing bodies, officers or employees, employees shall be liable to any other party or parties for any loss or damage to property, loss of earnings or revenues, personal injury, or any other direct, indirect, or consequential damages or injury, or punitive damages, which may occur or result from the performance or non-performance of this Agreement, including any negligence arising hereunder. Any liability or damages faced by an officer or employee of a federal agency or by that agency that would result from the operation of this provision shall not be inconsistent with federal law. THERE IS NO WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMED. THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLYONLY (WHICH SHALL INCLUDE PTCs, AS APPLICABLE), SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR INDIRECT DAMAGES, LOST PROFITS OR OTHER BUSINESS INTERRUPTION DAMAGES, BY STATUTE, IN TORT OR CONTRACT, UNDER ANY INDEMNITY PROVISION OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDED, AND SUBJECT TO THE PROVISIONS OF SECTION 8.39.4, IT IS THE INTENT OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE WITHOUT REGARD TO THE CAUSE OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINE, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSS.. PRIOR TO THE COMMERCIAL OPERATION DATE, AND NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, EACH PARTY'S LIABILITY ARISING UNDER OR RELATING TO THIS AGREEMENT, FROM ANY AND ALL CAUSES (AND WHETHER SUCH LIABILITY IS BASED IN CONTRACT, TORT OR OTHERWISE) SHALL BE LIMITED TO FIVE HUNDRED THOUSAND DOLLARS ($500,000), EXCEPT THAT SUCH LIMITATION SHALL NOT (A) APPLY IN CASES WHERE A PARTY WILLFULLY BREACHES OR REPUDIATES THIS AGREEMENT,

Limitation of Liabilities. To the extent permitted by lawIT IS EXPRESSLY AGREED THAT IN NO EVENT WELLWINK OR ANY OF THE DIRECT OR INDIRECT OWNERS OF WELLWINK, no Party’s directorsOR THEIR RESPECTIVE OFFICERS, members of its governing bodiesDIRECTORS, officers or employeesSTOCKHOLDERS, or in the case of Buyer any of its members or their governing bodies, officers or employees, shall be liable to any other party or parties for any loss or damage to property, loss of earnings or revenues, personal injury, or any other direct, indirect, or consequential damages or injury, or punitive damages, which may occur or result from the performance or non-performance of this Agreement, including any negligence arising hereunder. THERE IS NO WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSEAGENTS, AND EMPLOYEES, OR ANY LICENSORS OF WELLWINK SHALL HAVE ANY LIABILITY WHATSOEVER FOR INSTANCES INCLUDING BUT NOT LIMITED TO ANY LOSS OR CORRUPTION OF DATA, ANY INABILITY TO RECORD OR ACCESS DATA, ANY FAILURE TO RESTORE DATA, OR ANY SPECIAL, CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY OR PUNITIVE DAMAGES INCLUDING BUT NOT LIMITED TO, LOSS OF PROFITS, REVENUES OR GOODWILL, LOSS OF USE, OR LOSS OF INFORMATION OR DATA, OR FROM INCREASED EXPENSES OR COSTS, FORESEEABLE OR UNFORESEEABLE, WHETHER A CLAIM FOR ANY SUCH LIABILITY OR DAMAGES IS PREMISED UPON BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER THEORY OF LIABILITY, EVEN IF WELLWINK HAS BEEN APPRISED OF THE POSSIBILITY OR LIKELIHOOD OF SUCH DAMAGES OCCURRING THAT MAY BE INCURRED OR SUFFERED BY THE LICENSEE OR ANY OTHER PERSON FROM THE USE OR INABILITY TO USE THE PROGRAMS AND SERVICES WHETHER UNDER THE LAWS OF CONTRACT, STRICT LIABILITY, TORT OR OTHERWISE, ARISING FROM THOSE OR OTHER CAUSES. WELLWINK DISCLAIMS ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMEDLIABILITY FOR ERRONEOUS TRANSMISSIONS AND LOSS OF SERVICE RESULTING FROM COMMUNICATION FAILURES BY TELECOMMUNICATION SERVICE PROVIDERS OR THE PROGRAMS. THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED NOTWITHSTANDING ANYTHING IN THIS AGREEMENT SATISFY TO THE ESSENTIAL PURPOSES HEREOF. FOR BREACH CONTRARY, OUR AGGREGATE LIABILITY UNDER THIS AGREEMENT, REGARDLESS OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE THEORY OF DAMAGES IS PROVIDEDLIABILITY, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL BE LIABLE AGGREGATE FEES ACTUALLY PAID BY YOU UNDER THIS AGREEMENT FOR CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR INDIRECT DAMAGES, LOST PROFITS OR OTHER BUSINESS INTERRUPTION DAMAGES, BY STATUTE, IN TORT OR CONTRACT, UNDER ANY INDEMNITY PROVISION OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDED, AND SUBJECT THE SIX (6) MONTH PERIOD PRECEDING THE EVENT FIRST GIVING RISE TO THE PROVISIONS OF SECTION 8.3, IT IS THE INTENT OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE WITHOUT REGARD TO THE CAUSE OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINE, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSSCLAIM.

Limitation of Liabilities. To the extent permitted by law, no Party’s directors, members of its governing bodies, officers or employees, or in the case of Buyer any of its members or their governing bodies, officers or employees, shall be liable to any other party or parties for any loss or damage to property, loss of earnings or revenues, personal injury, or any other direct, indirect, or consequential damages or injury, or punitive damages, which may occur or result from the performance or non-performance of this Agreement, including any negligence arising hereunder. THERE IS NO WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMED. THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR INCIDENTAL, CONSEQUENTIAL, INCIDENTALPUNITIVE OR SPECIAL DAMAGES (SUCH AS, PUNITIVEBUT NOT LIMITED TO, EXEMPLARY OR INDIRECT DAMAGES, LOST LOSS OF PROFITS OR OTHER BUSINESS INTERRUPTION DAMAGESREVENUES OR DAMAGE TO OR LOSS OF PERSONAL PROPERTY OR DATA), BY STATUTE, IN TORT OR WHETHER BASED ON BREACH OF CONTRACT, UNDER ANY INDEMNITY PROVISION TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, WHETHER OR NOT SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. UNLESS EXPRESSLY HEREIN IN THE EVENT THAT EITHER PARTY BREACHES ITS OBLIGATIONS UNDER THIS AGREEMENT, THE NON- BREACHING PARTY SHALL HAVE THE RIGHT TO EXERCISE ALL RIGHTS AND REMEDIES AVAILABLE TO IT AT LAW OR IN EQUITY; PROVIDED, HOWEVER, THAT (I) THE LIABILITY OF THE BREACHING PARTY SHALL BE LIMITED TO DIRECT, ACTUAL DAMAGES ONLY AND SUBJECT ALL OTHER DAMAGES AND REMEDIES ARE WAIVED; AND (II) EACH PARTY WILL REMAIN LIABLE FOR THE AGGREGATE AMOUNT OF ANY PAYMENT OBLIGATIONS OWED TO THE OTHER PARTY PURSUANT TO THIS AGREEMENT. NOTWITHSTANDING THE FOREGOING PROVISIONS OF THIS SECTION 8.36(d), IT IS THE INTENT FOREGOING EXCLUSIONS AND LIMITATIONS OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE LIABILITY SHALL NOT APPLY TO (I) ANY BREACHES OF DAMAGES BE WITHOUT REGARD TO THE CAUSE OR CAUSES RELATED THERETOREPRESENTATIONS, INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENTWARRANTIES, OR ACTIVE OBLIGATIONS OF A PARTY UNDER SECTION 5(b) OR PASSIVE. TO THIS SECTION 6, (II) THE EXTENT ANY INDEMNIFICATION OBLIGATIONS UNDER SECTION 5(e) OR (III) DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINE, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSSRESULTING FROM INTENTIONAL MISCONDUCT.

Limitation of Liabilities. To the extent permitted by lawNOTWITHSTANDING ANYTHING TO THE CONTRARY IN THE AGREEMENT, no Party’s directorsIT IS EXPRESSLY AGREED THAT HASC AND ITS SUPPLIERS SHALL IN NO EVENT BE LIABLE FOR INDIRECT, members of its governing bodiesINCIDENTAL, officers or employeesSPECIAL OR CONSEQUENTIAL DAMAGES RELATING TO OR ARISING OUT OF THE AGREEMENT, or in the case of Buyer any of its members or their governing bodiesEVEN IF HASC IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SUCH EXCLUDED DAMAGES INCLUDE, officers or employeesBUT ARE NOT LIMITED TO, shall be liable to any other party or parties for any loss or damage to propertyLOSS OF GOODWILL, loss of earnings or revenuesLOSS OF USE, personal injuryLOSS OF PROFITS, or any other directTORTIOUS CONDUCT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE OR STRICT LIABILITY) OR INTERRUPTION OF BUSINESS. HASC AND ITS SUPPLIERS SHALL NOT BE LIABLE FOR ANY DAMAGES CAUSED BY DELAY IN DELIVERY, indirectINSTALLATION OR OPERATION OF THE DELIVERABLES UNDER THE AGREEMENT. HASC’S TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH ITS PERFORMANCE UNDER THE AGREEMENT, or consequential damages or injuryINCLUDING WITHOUT LIMITATION FAILURE OR NEGLIGENCE OF ITS EMPLOYEES, or punitive damagesCONTRACTORS AND AGENTS, which may occur or result from the performance or non-performance of this AgreementDEFECTIVE DELIVERABLES, including any negligence arising hereunder. THERE IS NO FAILURE OF THE ESSENTIAL PURPOSE OF THE LIMITED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSEAND REMEDIES PROVIDED HEREUNDER, AND ANY OTHER CAUSE (INCLUDING BUT NOT LIMITED TO TORTIOUS CONDUCT, STRICT LIABILITY, AND ALL IMPLIED WARRANTIES ARE DISCLAIMED. THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES SHALL BE THE CONTRACT) AND CUSTOMER’S SOLE AND EXCLUSIVE REMEDY, SUBJECT TO THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVEDPROVIDED UNDER THIS AGREEMENT, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR INDIRECT DAMAGES, LOST PROFITS OR OTHER BUSINESS INTERRUPTION DAMAGES, BY STATUTE, AN AMOUNT NOT IN TORT OR CONTRACT, UNDER ANY INDEMNITY PROVISION OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDED, AND SUBJECT TO THE PROVISIONS OF SECTION 8.3, IT IS THE INTENT EXCESS OF THE PARTIES FEES PAID FOR THE DELIVERABLES WHICH CAUSE SUCH LIABILITY. CUSTOMER AGREES THAT SUCH LIMITATION OF LIABILITY, WITHOUT LIMITING THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND GENERALITY OF THE MEASURE FOREGOING, EXTENDS TO LOSS OF DAMAGES BE WITHOUT REGARD DATA, LOSS OF ACTUAL OR ANTICIPATED REVENUE, LOSS DUE TO THE CAUSE OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE FAILURE OF ANY PARTYSOFTWARE, WHETHER SUCH NEGLIGENCE BE SOLEHARDWARE OR COMMUNICATIONS SERVICES COMPONENT, JOINT AND/OR CONCURRENTDAMAGE TO BUSINESS REPUTATION. DEFENSE OF CLAIMS HASC will defend Customer against any third party action against Customer that is based on a third party claim that the Software infringes a United States registered patent or copyright as of the Effective Date and shall pay any costs or damages that may be finally awarded against Customer resulting from such action, OR ACTIVE OR PASSIVEsubject to Customer promptly notifying HASC in writing of any such action. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATEDHASC will not defend Customer, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINEhowever, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSSif the claim of infringement is caused by: (1) Customer’s misuse or modification of the Software or System; (2) Customer’s failure to use corrections or enhancements made available by HASC; (3) Customer’s use of the System or Software in combination with any product or information not developed or authorized by HASC; (4) Customer’s distribution, marketing or use for the benefit of third parties of the System or Software not in accordance with this Agreement; or (5) information, direction, specification or materials provided by Customer or any third party. If the Software is, or in HASC’s opinion is likely to be, held to be infringing, HASC shall at its expense and option either (a) procure the right for Customer to continue using it, (b) replace it with a noninfringing equivalent, (c) modify it to be noninfringing or (d) direct the return of the Software and have the right to terminate the Agreement. The foregoing remedies constitute Customer’s sole and exclusive remedies and HASC’s entire liability with respect to intellectual property claims and actions. APPENDIX A-1 - HIPAA Requirements To the extent that Customer is a covered entity or business associate under the Health Insurance Portability and Accountability Act of 1996, as amended, and its implementing regulations (collectively, “HIPAA”), HASC provides services to the Customer that may involve Protected Health Information (PHI), as the term is defined at 45 CFR § 160.103, and therefore HASC may qualify as the Customer’s business associate under HIPAA. For the purpose of both parties complying with HIPAA, HASC and Customer agree that: Permitted Uses and Disclosures of Protected Health Information (PHI). HASC may use and disclose PHI for the purposes contemplated by the Agreement, as the same is amended or supplemented from time to time, and to the extent that such use or disclosure would not violate HIPAA if done by Customer. HASC also may use and disclose PHI for the proper management and administration of its business and to carry out its own legal responsibilities, as long as, in the case of any such disclosure, either: The disclosure is required by law; or HASC obtains reasonable assurances from the person to whom the information is disclosed that it will be held confidentially and used or further disclosed only as required by law or for the purposes for which it was disclosed to such person, and that the person will notify HASC of any instances of which it is aware in which the confidentiality of the information has been breached.

Limitation of Liabilities. To the extent permitted by lawPREQUEL DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE, no Party’s directorsTHE INABILITY TO USE OR OPERATE, members of its governing bodiesOR THE RESULTS OF THE USE OR OPERATION OF THE SERVICES (OR ANY PART THEREOF). THE SERVICES (AND ANY PART THEREOF), officers or employeesINCLUDING WITHOUT LIMITATION ANY CONTENT, or in the case of Buyer any of its members or their governing bodiesDATA, officers or employeesPRODUCTS, shall be liable to any other party or parties for any loss or damage to propertyMARKETING MATERIALS, loss of earnings or revenuesREPORTS AND ANY INFORMATION RELATED THERETO, personal injuryARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, or any other directWITHOUT ANY WARRANTIES OF ANY KIND, indirectEXPRESS OR IMPLIED, or consequential damages or injuryINCLUDING WARRANTIES OF TITLE OR NON-INFRINGEMENT OR IMPLIED WARRANTIES OF USE, or punitive damages, which may occur or result from the performance or non-performance of this Agreement, including any negligence arising hereunder. THERE IS NO WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE. PREQUEL IS NOT RESPONSIBLE FOR THE RESULTS OF PUBLISHERS’ USE OF THE SERVICES NOR ITS PUBLICATION OF CAMPAIGNS, INCLUDING FOR ANY SUCCESS OR FAILURE THEREOF. PREQUEL DOES NOT WARRANT OR REPRESENT THAT THE SERVICES UNDER THIS AGREEMENT WILL BE PROVIDED WITHOUT INTERRUPTIONS OR SHALL BE ERROR FREE, NOR THAT THE ADVERTISER CAMPAIGN OR THE SERVICES ARE OF SATISFACTORY QUALITY INCLUDING WITHOUT LIMITATIONS IN REGARDS TO MERCHANTIBILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INTERFERENCE, NON- INFRINGEMENT, USABILITY, QUALITY, AVAILABILITY, SECURITY, ACCURACY, SUITABILITY, COMPLETENESS, TRUTHFULNESS, EFFECTIVENESS AND/OR RELIABILITY OF THE TECHNOLOGY AND/OR THE SERVICES, INCLUDING OF ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMEDCONTENT, DATA, RESULTS, OR THER INFORMATION OBTAINED OR GENERATED IN CONNECTION WITH PUBLISHER’S USE OF THE SERVICES. PREQUEL DOES NOT ENDORSE ANY ENTITY, PRODUCT, SERVICE OR CREATIVE USED AND/OR TRANSMITTED IN CONNECTION WITH THE SERVICES, NOR ANY ADVERTISERS OR CAMPAIGNS. THE PARTIES CONFIRM THAT USE OF THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOFSERVICES ARE AT PUBLISHER’S OWN RISK. FOR BREACH OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES PREQUEL SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL NOT BE LIABLE FOR CONSEQUENTIALANY INDIRECT, INCIDENTAL, PUNITIVECONSEQUANTIAL, EXEMPLARY SPECIAL OR INDIRECT PUNITIVE DAMAGES, LOST PROFITS INCLUDING WITHOUT LIMITATION LOSS OF OR DAMAGE TO DATA, LOSS OF ANTICIPATED REVENUES OR PROFITS, WORK STOPPAGE OR IMPAIRMENT OF OTHER ASSETS, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE OR OTHER BUSINESS INTERRUPTION TORTIOUS ACTIONS RESULTING FROM OR ARISING OUT OF THE SERVICES (OR ANY PART THEREOF), USE OR INABILITY TO USE THE SERVICES, FAILURE OF THE SERVICES TO PERFORM AS REPRESENTED OR EXPECTED, LOSS OF GOODWILL OR PROFITS, THE PERFORMANCE OR FAILURE OF PREQUEL TO PERFORM UNDER THE AGREEMENT, ANY OTHER ACT OR OMISSION OF PREQUEL BY ANY OTHER CAUSE WHATSOEVER, INCLUDING DAMAGES ARISING FROM THE CONDUCT OF PUBLISHER, ANY ADVERTISER AND/OR ANY END-USERS, OR ANY CAMPAINGS AND/OR MATERIALS USED AND/OR MADE AVAILABLE THROUGH THE SERVICES; OR BASED UPON BREACH OF WARRANTY, BREACH OF CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, REGARDLESS OF WHETHER OR NOT FORESEEABLE AND WHETHER OR NOT IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. WITHOUT DEROGATING FROM THE FOREGOING, THE AGGREGATE LIABILITY WHICH MAY BE IMPOSED UPON PREQUEL UNDER THIS AGREEMENT SHALL NOT EXCEED THE SUM OF ONE HUNDRED (100) US DOLLARS. PUBLISHER HEREBY ACKNOWLEDGES AND AGREES THAT THESE LIMITATIONS OF LIABILITY ARE AGREED ALLOCATIONS OF RISK CONSTITUTING IN PART THE CONSIDERATION FOR PREQUEL’S SERVICES TO PUBLISHER, AND SUCH LIMITATIONS WILL APPLY NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY AND EVEN IF PREQUEL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LIABILITIES AND/OR DAMAGES. Indemnification PUBLISHER ACKNOWLEDGES, WARRANTS AND AGREES THAT ITS USE OF THE SERVICES IS SUBJECT TO PUBLISHER’S REPRESENTATION THAT PUBLISHER IS AUTHORIZED AND HOLDS ALL CONSENTS AND AUTHORIZATIONS REQUIRED TO USE THE SERVICES AND ACT AS PUBLISHER OF THE CAMPAIGNS IN THE PUBLISHER SERVICES, AND THAT ALL DATA REGARDING END-USERS OBTAINED PURSUANT TO THE EXECUTION OF THIS AGREEMENT, WILL BE ONLY USED FOR LEGAL PURPOSES AND ACCORDING TO ANY APPLICABLE LAWS. PUBLISHER SHALL INDEMNIFY AND HOLD HARMLESS PREQUEL, ITS ASSIGNEES, AGENTS, EMPLOYEES, OFFICERS, DIRECTORS, CLIENTS, ACQUIRERS AND SUPPLIERS FROM AND AGAINST ANY CLAIMS, ACTIONS, DEMANDS, LOSSES OR DAMAGES, BY STATUTEINCLUDING WITHOUT LIMITATION, IN TORT ATTORNEYS’ FEES, COSTS RELATED TO IN-HOUSE COUNSEL TIME, COURT COSTS AND RELATED WITNESS FEES, RELATING OR CONTRACT, UNDER ANY INDEMNITY PROVISION OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDED, AND SUBJECT TO THE PROVISIONS OF SECTION 8.3, IT IS THE INTENT OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE WITHOUT REGARD TO THE CAUSE OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE ARISING FROM PUBLISHER’S VIOLATION OF ANY PARTY, WHETHER TERM OF THIS AGREEMENT. THE INDEMNITY OBLIGATIONS OF THIS PARAGRAPH ARE CONTINGENT ON PREQUEL GIVING REASONABLE WRITTEN NOTICE OF ANY SUCH NEGLIGENCE BE SOLE, JOINT CLAIM OR CONCURRENT, SUIT. PREQUEL WILL HAVE SOLE CONTROL OVER THE LITIGATION OR ACTIVE SETTLEMENT OF SUCH CLAIM OR PASSIVE. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINE, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSSSUIT.

Limitation of Liabilities. To the extent permitted by law, no Party’s directors, members of its governing bodies, officers or employees, or in the case of Buyer any of its members or their governing bodies, officers or employees, shall be liable to any other party or parties for any loss or damage to property, loss of earnings or revenues, personal injury, or any other direct, indirect, or consequential damages or injury, or punitive damages, which may occur or result from the performance or non-performance of this Agreement, including any negligence arising hereunder. THERE IS NO WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSEBUYER SHALL NOT IN ANY EVENT BE ENTITLED TO, AND ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMED. THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES SELLER SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL NOT BE LIABLE FOR CONSEQUENTIALINDIRECT, INCIDENTALSPECIAL, PUNITIVEINCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY NATURE INCLUDING, EXEMPLARY OR INDIRECT DAMAGES, LOST PROFITS OR OTHER WITHOUT LIMITATION BUSINESS INTERRUPTION COSTS, REMOVAL AND/OR REINSTALLATION COSTS, REPROCUREMENT COSTS, LOSS OF PROFIT OR REVENUE, LOSS OF DATA, PROMOTIONAL OR MANUFACTURING EXPENSES, OVERHEAD, INJURY TO REPUTATION OR LOSS OF CUSTOMERS, EVEN IF SELLER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BUYER’S RECOVERY FROM SELLER FOR ANY CLAIM SHALL NOT EXCEED BUYER’S PURCHASE PRICE FOR THE PRODUCT GIVING RISE SUCH CLAIM IRRESPECTIVE OF THE NATURE OF THE CLAIM, BY STATUTE, WHETHER IN TORT OR CONTRACT, UNDER ANY INDEMNITY PROVISION TORT, WARRANTY OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDEDSELLER SHALL NOT BE LIABLE FOR AND BUYER SHALL INDEMNIFY, DEFEND AND HOLD SELLER HARMLESS FROM ANY CLAIMS BASED ON SELLER’S COMPLIANCE WITH BUYER’S DESIGNS, SPECIFICATIONS OR INSTRUCTIONS, OR MODIFICATION OF ANY PRODUCTS BY PARTIES OTHER THAN SELLER, OR USE IN COMBINATION WITH OTHER PRODUCTS. GLOBTEK INC. WILL NOT BE LIABLE FOR THE SAFETY AND PERFORMANCE OF THESE PRODUCTS IF UNAUTHORIZED USE, ACCESS AND/OR REPAIR. END USER SHOULD CONSULT APPLICABLE UL, CSA OR EN STANDARDS FOR PROPER INSTALLATION INSTRUCTIONS. GLOBTEK PRODUCTS ARE NOT AUTHORIZED FOR USE AS MISSION CRITICAL COMPONENTS IN LIFE SUPPORT, HAZARDOUS ENVIRONMENT, NUCLEAR OR AIRCRAFT APPLICATIONS WITHOUT PRIOR WRITTEN APPROVAL FROM THE CEO OF GLOBTEK INC. CONTENTS OF GLOBTEK SPECIFICATIONS ARE SUBJECT TO THE PROVISIONS OF SECTION 8.3, IT IS THE INTENT OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE CHANGE WITHOUT REGARD TO THE CAUSE OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINE, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSSPRIOR NOTICE.

Limitation of Liabilities. To the extent permitted by lawAPPUSH DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE, no Party’s directorsTHE INABILITY TO USE OR OPERATE, members of its governing bodiesOR THE RESULTS OF THE USE OR OPERATION OF THE SERVICES (OR ANY PART THEREOF). THE SERVICES (AND ANY PART THEREOF), officers or employeesINCLUDING WITHOUT LIMITATION ANY CONTENT, or in the case of Buyer any of its members or their governing bodiesDATA, officers or employeesPRODUCTS, shall be liable to any other party or parties for any loss or damage to propertyMARKETING MATERIALS, loss of earnings or revenuesREPORTS AND ANY INFORMATION RELATED THERETO, personal injuryARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, or any other directWITHOUT ANY WARRANTIES OF ANY KIND, indirectEXPRESS OR IMPLIED, or consequential damages or injuryINCLUDING WARRANTIES OF TITLE OR NON-INFRINGEMENT OR IMPLIED WARRANTIES OF USE, or punitive damages, which may occur or result from the performance or non-performance of this Agreement, including any negligence arising hereunder. THERE IS NO WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE. V IS NOT RESPONSIBLE FOR THE RESULTS OF PUBLISHERS’ USE OF THE SERVICES NOR ITS PUBLICATION OF CAMPAIGNS, INCLUDING FOR ANY SUCCESS OR FAILURE THEREOF. APPUSH DOES NOT WARRANT OR REPRESENT THAT THE SERVICES UNDER THIS AGREEMENT WILL BE PROVIDED WITHOUT INTERRUPTIONS OR SHALL BE ERROR FREE, NOR THAT THE ADVERTISER CAMPAIGN OR THE SERVICES ARE OF SATISFACTORY QUALITY INCLUDING WITHOUT LIMITATIONS IN REGARDS TO MERCHANTIBILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INTERFERENCE, NON- INFRINGEMENT, USABILITY, QUALIY, AVAILABILITY, SECURITY, ACCURACY, SUITABILITY, COMPLETENESS, TRUTHFULNESS, EFFECTIVENESS AND/OR RELIABILITY OF THE TECHNOLOGY AND/OR THE SERVICES, INCLUDING OF ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMEDCONTENT, DATA, RESULTS, OR THER INFORMATION OBTAINED OR GENERATED IN CONNECTION WITH PUBLISHER’S USE OF THE SERVICES. APPUSH DOES NOT ENDORSE ANY ENTITY, PRODUCT, SERVICE OR CREATIVE USED AND/OR TRANSMITTED IN CONNECTION WITH THE SERVICES, NOR ANY ADVERTISERS OR CAMPAIGNS. THE PARTIES CONFIRM THAT USE OF THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOFSERVICES ARE AT PUBLISHER’S OWN RISK. FOR BREACH OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES APPUSH SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL NOT BE LIABLE FOR CONSEQUENTIALANY INDIRECT, INCIDENTAL, PUNITIVECONSEQUANTIAL, EXEMPLARY SPECIAL OR INDIRECT PUNITIVE DAMAGES, LOST PROFITS INCLUDING WITHOUT LIMITATION LOSS OF OR DAMAGE TO DATA, LOSS OF ANTICIPATED REVENUES OR PROFITS, WORK STOPPAGE OR IMPAIRMENT OF OTHER ASSETS, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE OR OTHER BUSINESS INTERRUPTION TORTIOUS ACTIONS RESULTING FROM OR ARISING OUT OF THE SERVICES (OR ANY PART THEREOF), USE OR INABILITY TO USE THE SERVICES, FAILURE OF THE SERVICES TO PERFORM AS REPRESENTED OR EXPECTED, LOSS OF GOODWILL OR PROFITS, THE PERFORMANCE OR FAILURE OF APPUSH TO PERFORM UNDER THE AGREEMENT, ANY OTHER ACT OR OMISSION OF APPUSH BY ANY OTHER CAUSE WHATSOEVER, INCLUDING DAMAGES ARISING FROM THE CONDUCT OF PUBLISHER, ANY ADVERTISER AND/OR ANY END-USERS, OR ANY CAMPAINGS AND/OR MATERIALS USED AND/OR MADE AVAILABLE THROUGH THE SERVICES; OR BASED UPON BREACH OF WARRANTY, BREACH OF CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, REGARDLESS OF WHETHER OR NOT FORESEEABLE AND WHETHER OR NOT IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. WITHOUT DEROGATING FROM THE FOREGOING, THE AGGREGATE LIABILITY WHICH MAY BE IMPOSED UPON APPUSH UNDER THIS AGREEMENT SHALL NOT EXCEED THE SUM OF ONE HUNDRED (100) US DOLLARS. PUBLISHER HEREBY ACKNOWLEDGES AND AGREES THAT THESE LIMITATIONS OF LIABILITY ARE AGREED ALLOCATIONS OF RISK CONSTITUTING IN PART THE CONSIDERATION FOR APPUSH’S SERVICES TO PUBLISHER, AND SUCH LIMITATIONS WILL APPLY NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY AND EVEN IF APPUSH HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LIABILITIES AND/OR DAMAGES. Indemnification PUBLISHER ACKNOWLEDGES, WARRANTS AND AGREES THAT ITS USE OF THE SERVICES IS SUBJECT TO PUBLISHER’S REPRESENTATION THAT PUBLISHER IS AUTHORIZED AND HOLDS ALL CONSENTS AND AUTHORIZATIONS REQUIRED TO USE THE SERVICES AND ACT AS PUBLISHER OF THE CAMPAIGNS IN THE PUBLISHER SERVICES, AND THAT ALL DATA REGARDING END-USERS OBTAINED PURSUANT TO THE EXECUTION OF THIS AGREEMENT, WILL BE ONLY USED FOR LEGAL PURPOSES AND ACCORDING TO ANY APPLICABLE LAWS. PUBLISHER SHALL INDEMNIFY AND HOLD HARMLESS APPUSH, ITS ASSIGNEES, AGENTS, EMPLOYEES, OFFICERS, DIRECTORS, CLIENTS, ACQUIRERS AND SUPPLIERS FROM AND AGAINST ANY CLAIMS, ACTIONS, DEMANDS, LOSSES OR DAMAGES, BY STATUTEINCLUDING WITHOUT LIMITATION, IN TORT ATTORNEYS’ FEES, COSTS RELATED TO REASONABLE LEGAL FEES, COURT COSTS RELATING OR CONTRACT, UNDER ANY INDEMNITY PROVISION OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDED, AND SUBJECT TO THE PROVISIONS OF SECTION 8.3, IT IS THE INTENT OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE WITHOUT REGARD TO THE CAUSE OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE ARISING FROM PUBLISHER’S VIOLATION OF ANY PARTYTERM OF THIS AGREEMENT. THE INDEMNITY OBLIGATIONS OF THIS PARAGRAPH ARE CONTINGENT ON APPUSH GIVING REASONABLE WRITTEN NOTICE OF ANY SUCH CLAIM OR SUIT. APPUSH WILL HAVE SOLE CONTROL OVER THE LITIGATION OR SETTLEMENT OF SUCH CLAIM OR SUIT. Intellectual Property and Maintenance The Services and any and all intellectual property rights pertaining thereto, WHETHER SUCH NEGLIGENCE BE SOLEincluding, JOINT OR CONCURRENTbut not limited to, OR ACTIVE OR PASSIVEinventions, patents and patent applications, trademarks, trade names, logos, copyrightable materials, graphics, text, images, designs (including the “look and feel” of the Services), specifications, methods, procedures, information, know-how, algorithms, data, technical data, interactive features, source and object code, files, interface and trade secrets, whether or not registered or capable of being registered (collectively, “Intellectual Property”), are owned and/or licensed to Appush and are subject to copyright and other applicable intellectual property rights under domestic laws, foreign laws and international conventions. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATEDAppush hereby grants Publisher, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINEand Publisher accepts, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSSa nonexclusive, non-transferrable, non-sub-licensable and fully revocable limited license to use the Services only in accordance with the Agreement and for the duration of the Term. Publisher hereby grants Appush a non-exclusive, transferable, sublicensable, royalty-free, worldwide license to promote Creative via Publisher’s website and/or mobile application in connection with the Services and pursuant to this Agreement. to receive, transmit and promote creative images, text, videos and/or other advertising and promotional materials regarding products or services advertised by advertisers via Appush (“Creative” and “Advertiser(s)”, respectively), (ii) to use Appush’s revenue tracking and optimization technology, and (iii) to receive payments based on clicks-per-mille or a share in the revenues (collectively, “Commission”) received by Appush due to the promotion of such Creative via such website and/or mobile application (“Campaign(s), and collectively, the “Services”). Publisher may not copy, distribute, display, execute publicly, make available to the public, reduce to human readable form, decompile, disassemble, adapt, sublicense, make any commercial use, sell, rent, lend, process, compile, reverse engineer, combine with other software, translate, modify or create derivative works of any material that is subject to the Appush’s proprietary rights, including the Appush’s Intellectual Property, either by itself or by anyone on its behalf, in any way or by any means, unless expressly permitted in these Terms. Furthermore, Publisher may not (i) violate the legal rights of others and/or transmit or otherwise make available in connection with the Services any virus, worm, Trojan Horse, time bomb, web bug, spyware, or any other computer code, file, or program that may or is intended to damage or hijack the operation of any hardware, software, or telecommunications equipment, or any other actually or potentially harmful, disruptive, or invasive code or component including code to monitor users without their prior consent; (ii) interfere with or disrupt the operation of the Services; (iii) create a database by systematically downloading and storing all or any of the content from Appush’s software and/or forward any data generated from the Services without the prior written consent of Appush; (iv) impersonate any person or entity, including, but not limited to, any Company agent or representative, falsely state or otherwise misrepresent your affiliation with any person or entity, or express or imply that Appush endorses Publisher; and/or (v) use the Services in any way or context that xxxxx the goodwill or reputation of Appush or that may disparage or bring Appush into disrepute, including any use that contains and/or may be perceived as indecent, illegal, misleading, harmful, abusive, harassing, liable, defamatory or other offensive materials. Appush has no obligation to provide support, maintenance, upgrades, modifications, or new releases under these Terms.

Limitation of Liabilities. To the extent permitted by law, no Party’s directors, members of its governing bodies, officers or employees, or in the case of Buyer any of its members or their governing bodies, officers or employees, shall be liable to any other party or parties for any loss or damage to property, loss of earnings or revenues, personal injury, or any other direct, indirect, or consequential damages or injury, or punitive damages, which may occur or result from the performance or non-performance of this Agreement, including any negligence arising hereunder. THERE IS NO WARRANTY THE PROVISIONS OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSETHIS SECTION ALLOCATE THE RISKS UNDER THIS AGREEMENT BETWEEN THE PARTIES, AND THE PARTIES HAVE RELIED ON THE LIMITATIONS SET FORTH HEREIN IN DETERMINING WHETHER TO ENTER INTO THIS AGREEMENT. UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, WHETHER IN TORT, CONTRACT, OR OTHERWISE, WILL WE BE LIABLE TO YOU THE CUSTOMER FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OF ANY CHARACTER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, LOST PROFITS, LOST SALES OR BUSINESS, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, LOST DATA, OR FOR ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMEDOTHER DAMAGES OR LOSSES, EVEN IF WE HAVE BEEN ADVISED, KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES UNDER NO CIRCUMSTANCES AND MEASURES OF DAMAGES PROVIDED UNDER NO LEGAL THEORY, WHETHER IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY TORT, CONTRACT, OR MEASURE OF DAMAGES IS PROVIDEDOTHERWISE, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL WILL WE BE LIABLE TO YOU THE CUSTOMER FOR CONSEQUENTIALANY DIRECT DAMAGES, COSTS, OR LIABILITIES IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER DURING THE TWELVE MONTHS PRECEDING THE INCIDENT OR CLAIM. UNDER NO CIRCUMSTANCES, INCLUDING CONTRACT, TORT, OR SOME OTHER LEGAL BASIS, SHALL WE, OUR LICENSORS OR LICENSEES, OR ANY OF THE FOREGOING ENTITIES' RESPECTIVE RESELLERS, DISTRIBUTORS, SERVICE PROVIDERS OR SUPPLIERS, BE LIABLE TO YOU THE CUSTOMER OR ANY OTHER PERSON OR ENTITY FOR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, EXEMPLARY SPECIAL OR INDIRECT CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS PROFITS, PERSONAL INJURY (INCLUDING DEATH) AND PROPERTY DAMAGE OF ANY NATURE WHATSOEVER, THAT RESULT FROM (A) THE USE OF, OR THE INABILITY TO USE, THIS SYSTEM OR CONTENT, OR (B) THE CONDUCT OR ACTIONS, WHETHER ONLINE OR OFFLINE, OF ANY OTHER BUSINESS INTERRUPTION USER OF THE SYSTEM OR ANY OTHER PERSON OR ENTITY, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES, BY STATUTE, LOSSES AND CAUSES OF ACTION WHETHER IN TORT OR CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE EXCEED THE AMOUNT PAID BY YOU, IF ANY, FOR THE PARTICULAR SERVICE OR SYSTEM CAUSING SUCH LIABILITY. MOREOVER, UNDER NO CIRCUMSTANCES SHALL WE, OUR LICENSORS OR LICENSEES, OR ANY INDEMNITY PROVISION OF THE FOREGOING ENTITIES' RESPECTIVE RESELLERS, DISTRIBUTORS, SERVICE PROVIDERS OR OTHERWISESUPPLIERS, BE HELD LIABLE FOR ANY DELAY OR FAILURE IN PERFORMANCE RESULTING DIRECTLY OR INDIRECTLY FROM AN ACT OF FORCE MAJEURE OR CAUSES BEYOND OUR OR THEIR REASONABLE CONTROL. UNLESS EXPRESSLY HEREIN PROVIDED, AND SUBJECT WE MAY TERMINATE YOUR FURTHER ACCESS TO THE PROVISIONS SYSTEM OR CHANGE THE SYSTEM OR DELETE CONTENT OR FEATURES IN ANY WAY, AT ANY TIME AND FOR ANY REASON OR NO REASON. THE LIMITATIONS, EXCLUSIONS AND DISCLAIMERS IN THIS SECTION AND ELSEWHERE IN THESE TERMS OF SECTION 8.3, IT IS THE INTENT OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE WITHOUT REGARD USE APPLY TO THE CAUSE OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. TO THE MAXIMUM EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINE, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSSPERMITTED BY APPLICABLE LAW.

Limitation of Liabilities. To the extent permitted by law(A) EXCEPT IN THE CASE OF INFRADAPT’S OBLIGATION TO INDEMNIFY CUSTOMER UNDER THE INDEMNIFICATION SECTION HEREIN, no Party’s directorsINFRADAPT’S MAXIMUM CUMULATIVE LIABILITY ARISING OUT OF OR RELATING TO THIS AGREEMENT, members of its governing bodiesWHETHER BASED UPON WARRANTY, officers or employeesCONTRACT, or in the case of Buyer any of its members or their governing bodiesTORT, officers or employeesOR OTHERWISE, shall be liable to any other party or parties for any loss or damage to property, loss of earnings or revenues, personal injury, or any other direct, indirect, or consequential damages or injury, or punitive damages, which may occur or result from the performance or non-performance of this Agreement, including any negligence arising hereunder. THERE IS NO WARRANTY OF MERCHANTABILITY OR FITNESS SHALL NOT EXCEED: (I) FOR A PARTICULAR PURPOSECLAIM BASED ON A PRODUCT OR THE USE THEREOF, THE PAYMENTS ACTUALLY RECEIVED BY INFRADAPT FROM CUSTOMER FOR THE PRODUCT, WHICHEVER IS THE SUBJECT OF CUSTOMER’S CLAIM OR SERIES OF CLAIMS, (II) FOR A CLAIM BASED ON THE PROVISION OF SERVICES INFRADAPT'S AGGREGATE LIABILITY FOR CLAIMS RELATING TO THIS AGREEMENT AND ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMED. THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. SERVICES, WHETHER FOR BREACH OF ANY PROVISION CONTRACT, IN TORT OR OTHERWISE, SHALL NOT EXCEED THE GREATER OF (Y) AMOUNT PAID BY CUSTOMER FOR THE SERVICE FOR THE TWO (2) MONTHS PRIOR TO THE OCCURRENCE OF THE EVENT(S) GIVING RISE TO THE CLAIM, OR (Z) AN AMOUNT EQUAL TO THE MONTHLY FEE APPLICABLE TO THE SERVICE FOR THE MONTH IN WHICH AN EXPRESS REMEDY THE EVENT(S) GIVING RISE TO THE CLAIM OCCURRED (WHETHER OR MEASURE NOT SUCH FEE WAS PAID BY CUSTOMER). (B) IF INFRADAPT ACCESSES OR TAKES POSSESSION OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE CUSTOMER EQUIPMENT AS PART OF DAMAGES SHALL BE THE SOLE PROVIDING SERVICES AND EXCLUSIVE REMEDYDAMAGE RESULTS TO SAID EQUIPMENT, THE OBLIGOR’S LIABILITY OF INFRADAPT FOR DAMAGE OR DESTRUCTION OF THE EQUIPMENT SHALL BE LIMITED TO THE CURRENT OR DEPRECIATED, AS ESTABLISHED BY THE TAX RECORDS OF CUSTOMER, VALUE THEREOF, WHICHEVER IS LOWER. INFRADAPT SHALL NOT BE LIABLE FOR THE LOSS OF DATA CONTAINED THEREON OR THE USE THEREOF. (C) INFRADAPT SHALL NOT BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOSS OF PROFITS, LOSS OF DATA, DAMAGE TO REPUTATION OR LOSS OF USE DAMAGES, ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE CREATION OR SUPPLYING OF THE PRODUCTS AND/OR SERVICES, OR DISRUPTING SERVICE FOR NONPAYMENT, EVEN IF INFRADAPT WAS AWARE OF OR WAS NOTIFIED OF THE POSSIBILITY OF SUCH DAMAGES. IN ANY JURISDICTION IN WHICH THE LIMITATIONS OF LIABILITY SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY THIS SECTION 13.6 ARE WAIVEDRESTRICTED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S INFRADAPT'S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR INDIRECT DAMAGES, LOST PROFITS OR OTHER BUSINESS INTERRUPTION DAMAGES, GREATEST EXTENT PERMITTED BY STATUTE, IN TORT OR CONTRACT, UNDER ANY INDEMNITY PROVISION OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDED, AND SUBJECT TO THE PROVISIONS OF SECTION 8.3, IT IS THE INTENT OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE WITHOUT REGARD TO THE CAUSE OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINE, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSSLAW.

Limitation of Liabilities. To the extent permitted by lawWINVID DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE, no Party’s directorsTHE INABILITY TO USE OR OPERATE, members of its governing bodiesOR THE RESULTS OF THE USE OR OPERATION OF THE SERVICES (OR ANY PART THEREOF). THE SERVICES (AND ANY PART THEREOF), officers or employeesINCLUDING WITHOUT LIMITATION ANY CONTENT, or in the case of Buyer any of its members or their governing bodiesDATA, officers or employeesPRODUCTS, shall be liable to any other party or parties for any loss or damage to propertyMARKETING MATERIALS, loss of earnings or revenuesREPORTS AND ANY INFORMATION RELATED THERETO, personal injuryARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, or any other directWITHOUT ANY WARRANTIES OF ANY KIND, indirectEXPRESS OR IMPLIED, or consequential damages or injuryINCLUDING WARRANTIES OF TITLE OR NON-INFRINGEMENT OR IMPLIED WARRANTIES OF USE, or punitive damages, which may occur or result from the performance or non-performance of this Agreement, including any negligence arising hereunder. THERE IS NO WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE. V IS NOT RESPONSIBLE FOR THE RESULTS OF PUBLISHERS’ USE OF THE SERVICES NOR ITS PUBLICATION OF CAMPAIGNS, INCLUDING FOR ANY SUCCESS OR FAILURE THEREOF. WINVID DOES NOT WARRANT OR REPRESENT THAT THE SERVICES UNDER THIS AGREEMENT WILL BE PROVIDED WITHOUT INTERRUPTIONS OR SHALL BE ERROR FREE, NOR THAT THE ADVERTISER CAMPAIGN OR THE SERVICES ARE OF SATISFACTORY QUALITY INCLUDING WITHOUT LIMITATIONS IN REGARDS TO MERCHANTIBILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INTERFERENCE, NON- INFRINGEMENT, USABILITY, QUALIY, AVAILABILITY, SECURITY, ACCURACY, SUITABILITY, COMPLETENESS, TRUTHFULNESS, EFFECTIVENESS AND/OR RELIABILITY OF THE TECHNOLOGY AND/OR THE SERVICES, INCLUDING OF ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMEDCONTENT, DATA, RESULTS, OR THER INFORMATION OBTAINED OR GENERATED IN CONNECTION WITH PUBLISHER’S USE OF THE SERVICES. WINVID DOES NOT ENDORSE ANY ENTITY, PRODUCT, SERVICE OR CREATIVE USED AND/OR TRANSMITTED IN CONNECTION WITH THE SERVICES, NOR ANY ADVERTISERS OR CAMPAIGNS. THE PARTIES CONFIRM THAT USE OF THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOFSERVICES ARE AT PUBLISHER’S OWN RISK. FOR BREACH OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES WINVID SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL NOT BE LIABLE FOR CONSEQUENTIALANY INDIRECT, INCIDENTAL, PUNITIVECONSEQUANTIAL, EXEMPLARY SPECIAL OR INDIRECT PUNITIVE DAMAGES, LOST PROFITS INCLUDING WITHOUT LIMITATION LOSS OF OR DAMAGE TO DATA, LOSS OF ANTICIPATED REVENUES OR PROFITS, WORK STOPPAGE OR IMPAIRMENT OF OTHER ASSETS, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE OR OTHER BUSINESS INTERRUPTION TORTIOUS ACTIONS RESULTING FROM OR ARISING OUT OF THE SERVICES (OR ANY PART THEREOF), USE OR INABILITY TO USE THE SERVICES, FAILURE OF THE SERVICES TO PERFORM AS REPRESENTED OR EXPECTED, LOSS OF GOODWILL OR PROFITS, THE PERFORMANCE OR FAILURE OF WINVID TO PERFORM UNDER THE AGREEMENT, ANY OTHER ACT OR OMISSION OF WINVID BY ANY OTHER CAUSE WHATSOEVER, INCLUDING DAMAGES ARISING FROM THE CONDUCT OF PUBLISHER, ANY ADVERTISER AND/OR ANY END-USERS, OR ANY CAMPAINGS AND/OR MATERIALS USED AND/OR MADE AVAILABLE THROUGH THE SERVICES; OR BASED UPON BREACH OF WARRANTY, BREACH OF CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, REGARDLESS OF WHETHER OR NOT FORESEEABLE AND WHETHER OR NOT IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. WITHOUT DEROGATING FROM THE FOREGOING, THE AGGREGATE LIABILITY WHICH MAY BE IMPOSED UPON WINVID UNDER THIS AGREEMENT SHALL NOT EXCEED THE SUM OF ONE HUNDRED (100) US DOLLARS. PUBLISHER XXXXXX ACKNOWLEDGES AND AGREES THAT THESE LIMITATIONS OF LIABILITY ARE AGREED ALLOCATIONS OF RISK CONSTITUTING IN PART THE CONSIDERATION FOR WINVID’S SERVICES TO PUBLISHER, AND SUCH LIMITATIONS WILL APPLY NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY AND EVEN IF WINVID HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LIABILITIES AND/OR DAMAGES. Indemnification PUBLISHER ACKNOWLEDGES, WARRANTS AND AGREES THAT ITS USE OF THE SERVICES IS SUBJECT TO PUBLISHER’S REPRESENTATION THAT PUBLISHER IS AUTHORIZED AND HOLDS ALL CONSENTS AND AUTHORIZATIONS REQUIRED TO USE THE SERVICES AND ACT AS PUBLISHER OF THE CAMPAIGNS IN THE PUBLISHER SERVICES, AND THAT ALL DATA REGARDING END-USERS OBTAINED PURSUANT TO THE EXECUTION OF THIS AGREEMENT, WILL BE ONLY USED FOR LEGAL PURPOSES AND ACCORDING TO ANY APPLICABLE LAWS. PUBLISHER SHALL INDEMNIFY AND HOLD HARMLESS WINVID, ITS ASSIGNEES, AGENTS, EMPLOYEES, OFFICERS, DIRECTORS, CLIENTS, ACQUIRERS AND SUPPLIERS FROM AND AGAINST ANY CLAIMS, ACTIONS, DEMANDS, LOSSES OR DAMAGES, BY STATUTEINCLUDING WITHOUT LIMITATION, IN TORT ATTORNEYS’ FEES, COSTS RELATED TO REASONABLE LEGAL FEES, COURT COSTS RELATING OR CONTRACT, UNDER ANY INDEMNITY PROVISION OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDED, AND SUBJECT TO THE PROVISIONS OF SECTION 8.3, IT IS THE INTENT OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE WITHOUT REGARD TO THE CAUSE OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE ARISING FROM PUBLISHER’S VIOLATION OF ANY PARTY, WHETHER TERM OF THIS AGREEMENT. THE INDEMNITY OBLIGATIONS OF THIS PARAGRAPH ARE CONTINGENT ON WINVID GIVING REASONABLE WRITTEN NOTICE OF ANY SUCH NEGLIGENCE BE SOLE, JOINT CLAIM OR CONCURRENT, SUIT. WINVID WILL HAVE SOLE CONTROL OVER THE LITIGATION OR ACTIVE SETTLEMENT OF SUCH CLAIM OR PASSIVE. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINE, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSSSUIT.

Limitation of Liabilities. To the extent permitted by lawVELISMEDIA DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE, no Party’s directorsTHE INABILITY TO USE OR OPERATE, members of its governing bodiesOR THE RESULTS OF THE USE OR OPERATION OF THE SERVICES (OR ANY PART THEREOF). THE SERVICES (AND ANY PART THEREOF), officers or employeesINCLUDING WITHOUT LIMITATION ANY CONTENT, or in the case of Buyer any of its members or their governing bodiesDATA, officers or employeesPRODUCTS, shall be liable to any other party or parties for any loss or damage to propertyMARKETING MATERIALS, loss of earnings or revenuesREPORTS AND ANY INFORMATION RELATED THERETO, personal injuryARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, or any other directWITHOUT ANY WARRANTIES OF ANY KIND, indirectEXPRESS OR IMPLIED, or consequential damages or injuryINCLUDING WARRANTIES OF TITLE OR NON-INFRINGEMENT OR IMPLIED WARRANTIES OF USE, or punitive damages, which may occur or result from the performance or non-performance of this Agreement, including any negligence arising hereunder. THERE IS NO WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE. VELISMEDIA IS NOT RESPONSIBLE FOR THE RESULTS OF PUBLISHERS’ USE OF THE SERVICES NOR ITS PUBLICATION OF CAMPAIGNS, INCLUDING FOR ANY SUCCESS OR FAILURE THEREOF. VELISMEDIA DOES NOT WARRANT OR REPRESENT THAT THE SERVICES UNDER THIS AGREEMENT WILL BE PROVIDED WITHOUT INTERRUPTIONS OR SHALL BE ERROR FREE, NOR THAT THE ADVERTISER CAMPAIGN OR THE SERVICES ARE OF SATISFACTORY QUALITY INCLUDING WITHOUT LIMITATIONS IN REGARDS TO MERCHANTIBILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INTERFERENCE, NON- INFRINGEMENT, USABILITY, QUALIY, AVAILABILITY, SECURITY, ACCURACY, SUITABILITY, COMPLETENESS, TRUTHFULNESS, EFFECTIVENESS AND/OR RELIABILITY OF THE TECHNOLOGY AND/OR THE SERVICES, INCLUDING OF ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMEDCONTENT, DATA, RESULTS, OR THER INFORMATION OBTAINED OR GENERATED IN CONNECTION WITH PUBLISHER’S USE OF THE SERVICES. VELISMEDIA DOES NOT ENDORSE ANY ENTITY, PRODUCT, SERVICE OR CREATIVE USED AND/OR TRANSMITTED IN CONNECTION WITH THE SERVICES, NOR ANY ADVERTISERS OR CAMPAIGNS. THE PARTIES CONFIRM THAT USE OF THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOFSERVICES ARE AT PUBLISHER’S OWN RISK. FOR BREACH OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES VELISMEDIA SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL NOT BE LIABLE FOR CONSEQUENTIALANY INDIRECT, INCIDENTAL, PUNITIVECONSEQUANTIAL, EXEMPLARY SPECIAL OR INDIRECT PUNITIVE DAMAGES, LOST PROFITS INCLUDING WITHOUT LIMITATION LOSS OF OR DAMAGE TO DATA, LOSS OF ANTICIPATED REVENUES OR PROFITS, WORK STOPPAGE OR IMPAIRMENT OF OTHER ASSETS, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE OR OTHER BUSINESS INTERRUPTION TORTIOUS ACTIONS RESULTING FROM OR ARISING OUT OF THE SERVICES (OR ANY PART THEREOF), USE OR INABILITY TO USE THE SERVICES, FAILURE OF THE SERVICES TO PERFORM AS REPRESENTED OR EXPECTED, LOSS OF GOODWILL OR PROFITS, THE PERFORMANCE OR FAILURE OF VELISMEDIA TO PERFORM UNDER THE AGREEMENT, ANY OTHER ACT OR OMISSION OF VELISMEDIA BY ANY OTHER CAUSE WHATSOEVER, INCLUDING DAMAGES ARISING FROM THE CONDUCT OF PUBLISHER, ANY ADVERTISER AND/OR ANY END-USERS, OR ANY CAMPAINGS AND/OR MATERIALS USED AND/OR MADE AVAILABLE THROUGH THE SERVICES; OR BASED UPON BREACH OF WARRANTY, BREACH OF CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, REGARDLESS OF WHETHER OR NOT FORESEEABLE AND WHETHER OR NOT IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. WITHOUT DEROGATING FROM THE FOREGOING, THE AGGREGATE LIABILITY WHICH MAY BE IMPOSED UPON VELISMEDIA UNDER THIS AGREEMENT SHALL NOT EXCEED THE SUM OF ONE HUNDRED (100) US DOLLARS. PUBLISHER XXXXXX ACKNOWLEDGES AND AGREES THAT THESE LIMITATIONS OF LIABILITY ARE AGREED ALLOCATIONS OF RISK CONSTITUTING IN PART THE CONSIDERATION FOR XXXXXXXXXX’S SERVICES TO PUBLISHER, AND SUCH LIMITATIONS WILL APPLY NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY AND EVEN IF VELISMEDIA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LIABILITIES AND/OR DAMAGES. Indemnification PUBLISHER ACKNOWLEDGES, WARRANTS AND AGREES THAT ITS USE OF THE SERVICES IS SUBJECT TO PUBLISHER’S REPRESENTATION THAT PUBLISHER IS AUTHORIZED AND HOLDS ALL CONSENTS AND AUTHORIZATIONS REQUIRED TO USE THE SERVICES AND ACT AS PUBLISHER OF THE CAMPAIGNS IN THE PUBLISHER SERVICES, AND THAT ALL DATA REGARDING END-USERS OBTAINED PURSUANT TO THE EXECUTION OF THIS AGREEMENT, WILL BE ONLY USED FOR LEGAL PURPOSES AND ACCORDING TO ANY APPLICABLE LAWS. PUBLISHER SHALL INDEMNIFY AND HOLD HARMLESS VELISMEDIA, ITS ASSIGNEES, AGENTS, EMPLOYEES, OFFICERS, DIRECTORS, CLIENTS, ACQUIRERS AND SUPPLIERS FROM AND AGAINST ANY CLAIMS, ACTIONS, DEMANDS, LOSSES OR DAMAGES, BY STATUTEINCLUDING WITHOUT LIMITATION, IN TORT ATTORNEYS’ FEES, COSTS RELATED TO REASONABLE LEGAL FEES, COURT COSTS RELATING OR CONTRACT, UNDER ANY INDEMNITY PROVISION OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDED, AND SUBJECT TO THE PROVISIONS OF SECTION 8.3, IT IS THE INTENT OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE WITHOUT REGARD TO THE CAUSE OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE ARISING FROM PUBLISHER’S VIOLATION OF ANY PARTY, WHETHER TERM OF THIS AGREEMENT. THE INDEMNITY OBLIGATIONS OF THIS PARAGRAPH ARE CONTINGENT ON VELISMEDIA GIVING REASONABLE WRITTEN NOTICE OF ANY SUCH NEGLIGENCE BE SOLE, JOINT CLAIM OR CONCURRENT, SUIT. VELISMEDIA WILL HAVE SOLE CONTROL OVER THE LITIGATION OR ACTIVE SETTLEMENT OF SUCH CLAIM OR PASSIVE. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINE, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSSSUIT.

Limitation of Liabilities. To the extent permitted by lawLIMPID DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE, no Party’s directorsTHE INABILITY TO USE OR OPERATE, members of its governing bodiesOR THE RESULTS OF THE USE OR OPERATION OF THE SERVICES (OR ANY PART THEREOF). THE SERVICES (AND ANY PART THEREOF), officers or employeesINCLUDING WITHOUT LIMITATION ANY CONTENT, or in the case of Buyer any of its members or their governing bodiesDATA, officers or employeesPRODUCTS, shall be liable to any other party or parties for any loss or damage to propertyMARKETING MATERIALS, loss of earnings or revenuesREPORTS AND ANY INFORMATION RELATED THERETO, personal injuryARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, or any other directWITHOUT ANY WARRANTIES OF ANY KIND, indirectEXPRESS OR IMPLIED, or consequential damages or injuryINCLUDING WARRANTIES OF TITLE OR NON-INFRINGEMENT OR IMPLIED WARRANTIES OF USE, or punitive damages, which may occur or result from the performance or non-performance of this Agreement, including any negligence arising hereunder. THERE IS NO WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR USE. V IS NOT RESPONSIBLE FOR THE RESULTS OF PUBLISHERS’ USE OF THE SERVICES NOR ITS PUBLICATION OF CAMPAIGNS, INCLUDING FOR ANY SUCCESS OR FAILURE THEREOF. LIMPID DOES NOT WARRANT OR REPRESENT THAT THE SERVICES UNDER THIS AGREEMENT WILL BE PROVIDED WITHOUT INTERRUPTIONS OR SHALL BE ERROR FREE, NOR THAT THE ADVERTISER CAMPAIGN OR THE SERVICES ARE OF SATISFACTORY QUALITY INCLUDING WITHOUT LIMITATIONS IN REGARDS TO MERCHANTIBILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON- INTERFERENCE, NONINFRINGEMENT, USABILITY, QUALIY, AVAILABILITY, SECURITY, ACCURACY, SUITABILITY, COMPLETENESS, TRUTHFULNESS, EFFECTIVENESS AND/OR RELIABILITY OF THE TECHNOLOGY AND/OR THE SERVICES, INCLUDING OF ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMEDCONTENT, DATA, RESULTS, OR THER INFORMATION OBTAINED OR GENERATED IN CONNECTION WITH PUBLISHER’S USE OF THE SERVICES. LIMPID DOES NOT ENDORSE ANY ENTITY, PRODUCT, SERVICE OR CREATIVE USED AND/OR TRANSMITTED IN CONNECTION WITH THE SERVICES, NOR ANY ADVERTISERS OR CAMPAIGNS. THE PARTIES CONFIRM THAT USE OF THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOFSERVICES ARE AT PUBLISHER’S OWN RISK. FOR BREACH OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES LIMPID SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL NOT BE LIABLE FOR CONSEQUENTIALANY INDIRECT, INCIDENTAL, PUNITIVECONSEQUANTIAL, EXEMPLARY SPECIAL OR INDIRECT PUNITIVE DAMAGES, LOST PROFITS INCLUDING WITHOUT LIMITATION LOSS OF OR DAMAGE TO DATA, LOSS OF ANTICIPATED REVENUES OR PROFITS, WORK STOPPAGE OR IMPAIRMENT OF OTHER ASSETS, WHETHER IN AN ACTION OF CONTRACT, NEGLIGENCE OR OTHER BUSINESS INTERRUPTION DAMAGESTORTIOUS ACTIONS RESULTING FROM OR ARISING OUT OF THE SERVICES (OR ANY PART THEREOF), USE OR INABILITY TO USE THE SERVICES, FAILURE OF THE SERVICES TO PERFORM AS REPRESENTED OR EXPECTED, LOSS OF GOODWILL OR PROFITS, THE PERFORMANCE OR FAILURE OF LIMPID TO PERFORM UNDER THE AGREEMENT, ANY OTHER ACT OR OMISSION OF LIMPID BY STATUTEANY OTHER CAUSE WHATSOEVER, IN TORT INCLUDING DAMAGES ARISING FROM THE CONDUCT OF PUBLISHER, ANY ADVERTISER AND/OR ANY END-USERS, OR ANY CAMPAINGS AND/OR MATERIALS USED AND/OR MADE AVAILABLE THROUGH THE SERVICES; OR BASED UPON BREACH OF WARRANTY, BREACH OF CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, REGARDLESS OF WHETHER OR NOT FORESEEABLE AND WHETHER OR NOT IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. WITHOUT DEROGATING FROM THE FOREGOING, THE AGGREGATE LIABILITY WHICH MAY BE IMPOSED UPON LIMPID UNDER ANY INDEMNITY PROVISION OR OTHERWISETHIS AGREEMENT SHALL NOT EXCEED THE SUM OF ONE HUNDRED (100) US DOLLARS. UNLESS EXPRESSLY HEREIN PROVIDEDPUBLISHER HEREBY ACKNOWLEDGES AND AGREES THAT THESE LIMITATIONS OF LIABILITY ARE AGREED ALLOCATIONS OF RISK CONSTITUTING IN PART THE CONSIDERATION FOR LIMPID’S SERVICES TO PUBLISHER, AND SUBJECT TO SUCH LIMITATIONS WILL APPLY NOTWITHSTANDING THE PROVISIONS FAILURE OF SECTION 8.3, IT IS THE INTENT ESSENTIAL PURPOSE OF ANY LIMITED REMEDY AND EVEN IF LIMPID HAS BEEN ADVISED OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE POSSIBILITY OF DAMAGES BE WITHOUT REGARD TO THE CAUSE SUCH LIABILITIES AND/OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINE, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSSDAMAGES.

Limitation of Liabilities. To the extent permitted by lawCUSTOMER RENTS THE EQUIPMENT AS IS AND, no Party’s directorsNOT BEING THE MANUFACTURER OF THE EQUIPMENT, members of its governing bodiesTHE MANUFACTURER’S AGENT OR THE SELLER’S AGENT, officers or employees, or in the case of Buyer any of its members or their governing bodies, officers or employees, shall be liable to any other party or parties for any loss or damage to property, loss of earnings or revenues, personal injury, or any other direct, indirect, or consequential damages or injury, or punitive damages, which may occur or result from the performance or non-performance of this Agreement, including any negligence arising hereunder. THERE IS VERACITY MAKES NO WARRANTY OF MERCHANTABILITY OR REPRESENTATION WHATSOEVER, EXPRESS OR IMPLIED, AS TO THE MERCHANTABILITY, FITNESS FOR A ANY PARTICULAR PURPOSE, DESIGN OR CONDITION OF THE EQUIPMENT, OR INTELLECTUAL PROPERTY RIGHTS (INCLUDING WITHOUT LIMITATION ANY PATENT, COPYRIGHT AND ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMED. THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH TRADEMARK RIGHTS, OF ANY PROVISION THIRD PARTY WITH RESPECT TO THE EQUIPMENT, WHETHER RELATING TO INFRINGEMENT OR OTHERWISE) WITH RESPECT TO THE EQUIPMENT. VERACITY SHALL NOT BE RESPONSIBLE FOR WHICH AN EXPRESS REMEDY ANY DIRECT, INDIRECT, INCIDENTAL OR MEASURE CONSEQUENTIAL DAMAGES ARISING FROM POSSESSION OR USE OF DAMAGES IS PROVIDEDTHE EQUIPMENT, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE INCLUDING BUT NOT LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR INDIRECT DAMAGESTO, LOST PROFITS OR OTHER BUSINESS INTERRUPTION DAMAGESREVENUE, BY STATUTE, IN TORT OR CONTRACT, UNDER ANY INDEMNITY PROVISION OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDED, AND SUBJECT TO THE PROVISIONS OF SECTION 8.3, IT IS THE INTENT OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE WITHOUT REGARD TO THE CAUSE OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE OF ANY PARTYLOST BUSINESS, WHETHER SUCH NEGLIGENCE DAMAGES ARE FORESEEABLE AND WHETHER VERACITY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. CUSTOMER AGREES THAT VERACITY SHALL NOT BE SOLE, JOINT LIABLE FOR ANY DELAY IN DELIVERY OR CONCURRENTINSTALLATION OF, OR ACTIVE ANY FAILURE TO DELIVER OR PASSIVEINSTALL, ANY EQUIPMENT. NOTWITHSTANDING THE FOREGOING, IN NO EVENT SHALL VERACITY’S LIABILITY (WHETHER IN TORT, NEGLIGENCE OR OTHERWISE) TO CUSTOMER WITH RESPECT TO THE EXTENT ANY DAMAGES REQUIRED EQUIPMENT UNDER THIS SCHEDULE EXCEED AN AMOUNT EQUAL TO BE THE AGGREGATE CHARGES OR FEES ACTUALLY PAID HEREUNDER ARE LIQUIDATED, BY CUSTOMER WITH RESPECT TO THE PARTIES ACKNOWLEDGE THAT EQUIPMENT FOR THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE ONE (1) MONTH PERIOD IMMEDIATELY PRECEDING THE MONTH DURING WHICH THE EVENT GIVING RISE TO DETERMINE, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSSVERACITY’S LIABILITY OCCURS.

Limitation of Liabilities. To the extent permitted by law, no Party’s directors, members of its governing bodies, officers or employees, or in the case of Buyer any of its members or their governing bodies, officers or employees, shall be liable to any other party or parties for any loss or damage to property, loss of earnings or revenues, personal injury, or any other direct, indirect, or consequential damages or injury, or punitive damages, which may occur or result from the performance or non-performance of this Agreement, including any negligence arising hereunder. THERE IS NO WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMED. THE PARTIES CONFIRM YOU AGREE THAT THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES HEARTLAND UNITED XXXXXX ITS PROVIDERS SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL NOT BE LIABLE FOR CONSEQUENTIALANY DAMAGES, LOSS, OR EXPENSE OF ANY KIND ARISING OUT OF OR RESULTING FROM YOUR POSSESSION OR USE OF THE MATERIALS, CONTENT, OR INFORMATION ON THE WEBSITE REGARDLESS OF WHETHER SUCH LIABILITY IS BASED IN TORT, CONTRACT, OR OTHERWISE. IN NO EVENT, INCLUDING WITHOUT LIMITATION A NEGLIGENT ACT, SHALL HEARTLAND UNITED WAYOR ANY OF ITS PROVIDERS BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, PUNITIVECONSEQUENTIAL, EXEMPLARY OR INDIRECT DAMAGESPUNITIVE DAMAGES (INCLUDING WITHOUT LIMITATION, LOST PROFITS LOSS OF PROFITS, LOSS OR OTHER BUSINESS CORRUPTION OF DATA, LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR INTERRUPTION DAMAGESOF BUSINESS), BY STATUTE, ARISING OUT OF OR IN TORT OR CONTRACT, UNDER ANY INDEMNITY PROVISION OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDED, AND SUBJECT WAY RELATED TO THE PROVISIONS OF SECTION 8.3MATERIALS, IT IS CONTENT OR INFORMATION ON THE INTENT OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE WITHOUT REGARD TO THE CAUSE WEBSITE OR CAUSES RELATED THERETOANY OTHER PRODUCTS, INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENTSERVICES, OR ACTIVE INFORMATION OFFERED, SOLD, OR PASSIVE. DISPLAYED ON THE WEBSITE, YOUR USE OF, OR INABILITY TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATEDUSE, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINEWEBSITE GENERALLY, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION IN CONNECTION WITH THIS AGREEMENT, REGARDLESS OF WHETHER HEARTLAND UNITED WAYOR ANY OF ITS PROVIDERS HAVE BEEN ADVISED OF THE HARM POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME STATES DO NOT ALLOW THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR LOSSINCIDENTAL DAMAGES, THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

Limitation of Liabilities. To the extent permitted by lawWITH THE EXCEPTION OF EITHER PARTY'S INDEMNIFICATION OBLIGATIONS, no Party’s directors, members of its governing bodies, officers or employees, or in the case of Buyer any of its members or their governing bodies, officers or employees, shall be liable to any other party or parties for any loss or damage to property, loss of earnings or revenues, personal injury, or any other direct, indirect, or consequential damages or injury, or punitive damages, which may occur or result from the performance or non-performance of this Agreement, including any negligence arising hereunder. THERE IS NO WARRANTY ANY LIABILITY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMED. THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED IN PARTY HERETO RELATING TO COMMISSIONS UNDER THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL THE TOTAL OF COMMISSIONS PAID AND PAYABLE TO MARKETER BY DENTALPLANS OR BY MARKETER TO DENTALPLANS, PLUS INTEREST, DURING THE TERM OF THIS AGREEMENT. WITH THE EXCEPTION OF A PARTY'S INDEMNIFICATION OBLIGATIONS, DENTALPLANS SHALL NOT BE LIABLE TO ANY THIRD PARTY FOR ACTS OR CONDUCT OF THE MARKETER, FOR ANY CONSEQUENTIAL, EXEMPLARY, SPECIAL, INCIDENTAL, OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOSS OF GOODWILL, LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR OTHER DATA, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES ONLYOR CLAIM. HOWEVER, SUCH DIRECT ACTUAL IN THE EVENT THAT MARKETER, THROUGH MARKETER’S BREACH OF THIS AGREEMENT, AND/OR OTHER ACTIVITIES AND/OR CONDUCT, CAUSE DAMAGE TO DENTALPLANS’ ONGOING BUSINESS CONCERNS THAT RESULT IN DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES TO DENTALPLANS THAT ARE NON-RELATED TO OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDEDMEASURED BY COMMISSIONS UNDER THIS AGREEMENT, NEITHER PARTY MARKETER SHALL BE LIABLE FOR THE FULL EXTENT OF SUCH DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR CONSEQUENTIAL, EXEMPLARY, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR INDIRECT PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOSS OF GOODWILL, LOST PROFITS PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR OTHER BUSINESS INTERRUPTION DAMAGES, BY STATUTE, IN TORT OR CONTRACT, UNDER ANY INDEMNITY PROVISION OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDED, AND SUBJECT TO THE PROVISIONS OF SECTION 8.3, IT IS THE INTENT OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE WITHOUT REGARD TO THE CAUSE OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINE, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSSDATA.

Limitation of Liabilities. To End-User and Administrator understand that FAESC obtains the extent permitted by law, no Party’s directors, members of its governing bodies, officers or employees, or information reported in the case of Buyer any of its members or their governing bodiesConsumer Reports from various third party sources “AS IS” and is therefore providing the information to End-User and Administrator “AS IS”. End-User and Administrator acknowledge and understand that this information may be obtained through procedures and means that are fallible and subject to human error. Therefore, officers or employeesFAESC MAKES NO REPRESENTATIONS OR WARRANTIES WHATSOEVER, shall be liable to any other party or parties for any loss or damage to propertyEXPRESS OR IMPLIED, loss of earnings or revenues, personal injury, or any other direct, indirect, or consequential damages or injury, or punitive damages, which may occur or result from the performance or non-performance of this Agreement, including any negligence arising hereunder. THERE IS NO WARRANTY INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND IMPLIED WARRANTIES ARISING FROM THE COURSE OF DEALING OR A COURSE OF PERFORMANCE WITH RESPECT TO THE ACCURACY, VALIDITY, OR COMPLETENESS OF ANY CONSUMER REPORT, THAT WILL MEET END-USER’S NEEDS, OR THAT WILL BE PROVIDED ON AN UNINTERRUPTED BASIS, AND FAESC EXPRESSLY DISCLAIMS ALL SUCH REPRESENTATIONS AND WARRANTIES. FAESC SHALL NOT BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, OR SPECIAL DAMAGES FOR LOSS OF PROFITS, WHETHER INCURRED AS A RESULT OF NEGLIGENCE OR OTHERW ISE, EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FAESC SHALL USE REASONABLE PROCEDURES TO ACCURATELY REPORT THE INFORMATION IN ACCORDANCE WITH THE FCRA OR OTHER LEGAL LIMITATION FROM THE THIRD PARTY SOURCES, AND THE END-USER’S SOLE REMEDY FOR ANY CONSUMER REPORT ORDERED FROM FAESC SHALL BE THE REPERFORMANCE OF THE CONSUMER REPORT AT NO ADDITIONAL COST. EACH PARTY SHALL BE RESPONSIBLE FOR ITS OWN COMPLIANCE WITH THE LAWS AND THE USE OF THE CONSUMER REPORTS, AND HEREBY AGREES TO INDEMNIFY, DEFEND AND HOLDS HARMLESS THE OTHER PARTIES FROM AND AGAINST ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMED. CLAIMS, SUITS, PROCEEDINGS, DAMAGES, COSTS, EXPENSES (INCLUDING, WITHOUT LIMITATION, REASONABLE ATTORNEY FEES AND COURT COSTS) BROUGHT AGAINST, OR SUFFERED BY SUCH PARTY ARISING OR RESULTING FROM, OR OTHERWISE IN CONNECTION WITH, ANY BREACH OF ITS COMPLIANCE RESPONSIBILITIES, USE OF THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES REPORT, OR OF DAMAGES PROVIDED ANY OF ITS REPRESENTATIONS, WARRANTIES, OR AGREEMENTS IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY ITS GROSS NEGLIGENCE OR MEASURE OF DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR INDIRECT DAMAGES, LOST PROFITS OR OTHER BUSINESS INTERRUPTION DAMAGES, BY STATUTE, IN TORT OR CONTRACT, UNDER ANY INDEMNITY PROVISION OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDED, AND SUBJECT TO THE PROVISIONS OF SECTION 8.3, IT IS THE INTENT OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE WITHOUT REGARD TO THE CAUSE OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINE, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSSWILLFUL MISCONDUCT.

Limitation of Liabilities. To the extent permitted by lawTO THE MAXIMUM EXTENT PERMITTED BY LAW, no Party’s directorsSELLER WILL NOT BE LIABLE TO COMPANY AND/OR TO END USER, members of its governing bodiesTHEIR RESPECTIVE AFFILIATES OR ANY OTHER PERSON FOR ANY LOST REVENUES, officers or employeesPROFITS, or in the case of Buyer any of its members or their governing bodiesGOODWILL OR USE, officers or employeesTHE COST OF SUBSTITUTED PRODUCTS OR SERVICES, shall be liable to any other party or parties for any loss or damage to propertyBUSINESS INTERRUPTION OR ANY DAMAGE TO OR LOSS OF ANY SOFTWARE PROGRAMS, loss of earnings or revenuesDATA OR REMOVABLE DATA STORAGE MEDIA, personal injuryFOR THE RESTORATION OR REINSTALLATION OF ANY SOFTWARE PROGRAMS OR DATA, or any other directOR FOR ANY INDIRECT, indirectCONSEQUENTIAL, or consequential damages or injurySPECIAL, or punitive damagesINCIDENTAL OR PUNITIVE DAMAGES OF ANY KIND HOWEVER CAUSED RELATED TO THE SERVICES OR THE AGREEMENT, which may occur or result from the performance or non-performance of this AgreementOR THE INABILITY TO USE THE PRODUCTS, including any negligence arising hereunderWHETHER ARISING UNDER CONTRACT, TORT (INCLUDING STRICT LIABILITY AND NEGLIGENCE), EQUITY OR ANY OTHER THEORY OF LIABILITY, EVEN IF SELLER HAS BEEN ADVISED OF THE POSSIBILITY OF THOSE DAMAGES OR EVEN IF THOSE DAMAGES ARE FORESEEABLE. THERE COMPANY AND/OR END USER’S EXCLUSIVE REMEDY IS EXPRESSLY LIMITED TO PERFORMANCE OF THE SERVICES PROVIDED FOR BY THE AGREEMENT OR THE FAIR MARKET VALUE THEREOF. SELLER’S ENTIRE LIABILITY FOR DAMAGES TO COMPANY AND/OR TO END USER OR OTHERS RESULTING FROM SERVICES PERFORMED UNDER THE AGREEMENT SHALL IN NO WARRANTY EVENT EXCEED THE ANNUAL SERVICES CHARGE PAID BY COMPANY OR BY END USER, EXCEPT FOR INSTANCES OF MERCHANTABILITY PHYSICAL INJURY TO PERSON OR TANGIBLE PERSONAL PROPERTYDAMAGE. SELLER DISCLAIMS ALL WARRANTIES WITH RESPECT TO THE SERVICES, INCLUDING ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMEDPURPOSE OR USE OR NONINFRINGEMENT. THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXEMPLARY MAY BRING A LEGAL ACTION UNDER THE AGREEMENT OR INDIRECT DAMAGES, LOST PROFITS OR OTHER BUSINESS INTERRUPTION DAMAGES, BY STATUTE, IN TORT OR CONTRACT, UNDER ANY INDEMNITY PROVISION OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDED, AND SUBJECT RELATED TO THE PROVISIONS OF SECTION 8.3, IT IS THE INTENT OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE WITHOUT REGARD TO SERVICES MORE THAN TWO YEARS AFTER THE CAUSE OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINE, OR ACTION AROSE UNLESS PROVIDED OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSSBY APPLICABLE NONWAIVABLE LAW.

Limitation of Liabilities. To the extent permitted by lawRhinostics’ sole and exclusive remedy for Rhinostics’ negligence, no Party’s directorsbreach of warranty, members breach of its governing bodies, officers contract or employees, or in the case of Buyer any of its members or their governing bodies, officers or employees, shall be liable to for any other party liability in any way connected with or parties for any loss or damage to property, loss of earnings or revenues, personal injury, or any other direct, indirect, or consequential damages or injury, or punitive damages, which may occur or result from the performance or non-performance arising out of this Agreement, including the Products or warranty service furnished on the Instruments shall be the repair or replacement of non-conforming Products, or, if Rhinostics is unable or chooses not to repair or replace non- conforming Products, the crediting to Customer’s account of the price that has been paid for the non- conforming Products and the cancellation of any negligence obligation to pay the unpaid portions of the price of the non-conforming Products. Rhinostics’ liability to Customer hereunder with respect to a Product shall in no event exceed the amount paid by Customer hereunder for such Product. Rhinostics’ total aggregate liability to Customer arising out of or relating to this Agreement, the Products and warranty service furnished on the Instruments shall in no event exceed the total amount paid by Customer hereunder. THERE IS IN NO WARRANTY EVENT SHALL RHINOSTICS BE LIABLE FOR COSTS OF MERCHANTABILITY PROCUREMENT OF SUBSTITUTE GOODS OR FITNESS SERVICES, LOSS OF USE OR PROFITS OR ANY OTHER SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE OR CONSEQUENTIAL DAMAGES, ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE USE OR PERFORMANCE OF THE PRODUCTS, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, WHETHER IN AN ACTION FOR A PARTICULAR PURPOSECONTRACT OR TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, AND ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMEDWHETHER OR NOT RHINOSTICS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES EACH LIMITATION OF DAMAGES PROVIDED LIABILITY OR LIMITED OR EXCLUSIVE REMEDY SET FORTH IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH IS INDEPENDENT OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE OTHER LIMITATION OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES IF ANY SUCH LIMITATION OF REMEDY FAILS OF ITS ESSENTIAL PURPOSE OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDEDIS OTHERWISE HELD TO BE UNENFORCEABLE, NEITHER PARTY THAT SHALL BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR INDIRECT DAMAGES, LOST PROFITS OR OTHER BUSINESS INTERRUPTION DAMAGES, BY STATUTE, IN TORT OR CONTRACT, UNDER ANY INDEMNITY PROVISION OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDED, AND SUBJECT TO NOT AFFECT THE PROVISIONS OF SECTION 8.3, IT IS THE INTENT OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE WITHOUT REGARD TO THE CAUSE OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE VALIDITY OF ANY PARTYOTHER SUCH LIMITATION OF REMEDY. The allocation of risk in these Terms and Conditions of Sale is material to this transaction, WHETHER SUCH NEGLIGENCE BE SOLEthe limitations of liability in this Section will be given full effect, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINE, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSSand Customer acknowledges and agrees that Rhinostics would not enter into this transaction without these limitations of liability.

Limitation of Liabilities. To Except as expressly provided to the extent permitted contrary in a writing by lawUs, no Party’s directorsour Services are provided on an "As is" and "As available" basis. WE EXPRESSLY DISCLAIM, members of its governing bodiesAND YOU WAIVE, officers or employeesALL WARRANTIES OF ANY KIND, or in the case of Buyer any of its members or their governing bodiesWHETHER EXPRESS OR IMPLIED, officers or employeesINCLUDING, shall be liable to any other party or parties for any loss or damage to propertyWITHOUT LIMITATION, loss of earnings or revenuesIMPLIED WARRANTIES OF MERCHANTABILITY, personal injury, or any other direct, indirect, or consequential damages or injury, or punitive damages, which may occur or result from the performance or non-performance of this Agreement, including any negligence arising hereunder. THERE IS NO WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, TITLE AND ANY NON-INFRINGEMENT AS TO OUR SERVICES, INCLUDING THE INFORMATION, CONTENT AND ALL IMPLIED WARRANTIES ARE DISCLAIMEDMATERIALS CONTAINED THEREIN. THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED Except as otherwise required by law, IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY NO EVENT SHALL TECHROO, OUR DIRECTORS, OFFICERS, MEMBERS, EMPLOYEES OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL AGENTS BE LIABLE FOR CONSEQUENTIALANY DIRECT, INCIDENTALINDIRECT, PUNITIVE, EXEMPLARY CONSEQUENTIAL OR INDIRECT SPECIAL DAMAGES, LOST OR ANY OTHER DAMAGES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, LOSS OF USE, LOSS OF PROFITS OR LOSS OF DATA, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE) OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF OR INABILITY TO USE OUR SERVICES, INCLUDING WITHOUT LIMITATION ANY DAMAGES CAUSED BY OR RESULTING FROM RELIANCE BY ANY USER ON ANY INFORMATION OBTAINED FROM TECHROO, OR THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR EMAIL, ERRORS, DEFECTS, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM A FORCE MAJEURE EVENT, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO TECHROO'S RECORDS, PROGRAMS OR SERVICES. Exchanges via our Services cannot be canceled by TECHROO. Therefore, check the details of your exchange details before making such exchange. TECHROO is not responsible for your crypto assets once they have been sent outside of the Services. Moreover, TECHROO doesn’t guarantee the uptime of the exchange. To the maximum extent permitted by applicable law, IN NO EVENT SHALL THE AGGREGATE LIABILITY OF TECHROO (INCLUDING OUR DIRECTORS, OFFICERS, MEMBERS, EMPLOYEES AND AGENTS), WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY, STRICT LIABILITY OR OTHER BUSINESS INTERRUPTION THEORY, ARISING OUT OF OR RELATING TO THE USE OF, OR INABILITY TO USE, TECHROO OR TO THESE TERMS EXCEED THE FEES PAID BY YOU TO TECHROO WITHIN 3 MONTHS IMMEDIATELY PRECEDING THE DATE OF ANY CLAIM GIVING RISE TO SUCH LIABILITY. We strive to protect our users from fraudulent and scam activities in the sphere of crypto assets. It is possible, that some crypto assets are purposed for unlawful seizure of the property, or are construed as a fraud, scam or any other activity, recognized by the laws as illegal and/or non-compliant with legal requirements. TECHROO cooperates with law enforcements agencies and other competent authorities in order to determine and disclose such crypto assets. We reserve the right to prohibit and discontinue any Exchanges via our Services with such crypto asset at our sole discretion, without any prior notice to you and without publication of the reason for such decision, whenever this comes to our knowledge. YOU INDEMNIFY AND HOLD TECHROO HARMLESS AGAINST ANY CLAIMS, DEMANDS AND DAMAGES, BY STATUTEWHETHER DIRECT, INDIRECT, CONSEQUENTIAL OR SPECIAL, OR ANY OTHER DAMAGES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, LOSS OF USE, LOSS OF PROFITS OR LOSS OF DATA, WHETHER IN TORT OR AN ACTION IN CONTRACT, UNDER ANY INDEMNITY PROVISION TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE) OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDED, ORIGINATED FROM OR IN ANY WAY CONNECTED WITH PROHIBITION AND SUBJECT TO THE PROVISIONS DISCONTINUATION OF SECTION 8.3, IT IS THE INTENT OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE WITHOUT REGARD TO THE CAUSE OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE OF EXCHANGES IN OUR WEBSITE WITH ANY PARTY, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINE, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSSCRYPTO ASSET.

Limitation of Liabilities. To the extent permitted by lawEXCEPT FOR ANY LIABILITY ARISING UNDER SECTION 6 (INDEMNITY) OR SECTION 9 (CONFIDENTIALITY), no Party’s directors, members of its governing bodies, officers or employees, or in the case of Buyer any of its members or their governing bodies, officers or employees, shall be liable to any other party or parties for any loss or damage to property, loss of earnings or revenues, personal injury, or any other direct, indirect, or consequential damages or injury, or punitive damages, which may occur or result from the performance or non-performance of this Agreement, including any negligence arising hereunder. THERE IS IN NO WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND EVENT WILL ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMED. THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR’S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED, UNLESS THE PROVISION IN QUESTION PROVIDES THAT THE EXPRESS REMEDIES ARE IN ADDITION TO OTHER REMEDIES THAT MAY BE AVAILABLE. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR’S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL BE LIABLE FOR ANY LOST REVENUE, PROFIT, OR LOST OR DAMAGED DATA, BUSINESS INTERRUPTION, LOSS OF CAPITAL, OR FOR SPECIAL, INDIRECT, CONSEQUENTIAL, INCIDENTAL, PUNITIVEOR PUNITIVE DAMAGES HOWSOEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY OR WHETHER ARISING OUT OF THE USE OF OR INABILITY TO USE SOFTWARE OR OTHERWISE AND EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. EXCEPT FOR ANY LIABILITY ARISING UNDER SECTION 6 (INDEMNITY), EXEMPLARY OR INDIRECT DAMAGES, LOST PROFITS OR OTHER BUSINESS INTERRUPTION DAMAGES, BY STATUTESECTION 9 (CONFIDENTIALITY), IN TORT OR NO EVENT SHALL ANY PARTY’S LIABILITY TO THE OTHER, WHETHER IN CONTRACT, UNDER TORT (INCLUDING NEGLIGENCE), BREACH OF WARRANTY, OR OTHERWISE, EXCEED THE LICENSE FEES RECEIVED BY COMPANY FROM CUSTOMER (AND IN THE CASE OF CUSTOMER FEES PAID AND DUE TO COMPANY OR ITS AUTHORIZED RESELLER) IN THE TWELVE (12) MONTH PERIOD PRIOR TO THE CLAIM, WHETHER ANY INDEMNITY PROVISION REMEDY SET FORTH HEREIN FAILS OF ITS ESSENTIAL PURPOSE OR OTHERWISE. UNLESS EXPRESSLY HEREIN PROVIDED, AND SUBJECT TO THE PROVISIONS BECAUSE SOME JURISDICTIONS DO NOT ALLOW LIMITATION OR EXCLUSION OF SECTION 8.3, IT IS THE INTENT OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE WITHOUT REGARD TO THE CAUSE CONSEQUENTIAL OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH NEGLIGENCE BE SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATEDINCIDENTAL DAMAGES, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE ABOVE LIMITATION MAY NOT APPLY TO DETERMINE, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSSCUSTOMER. Customer agrees that the limitations of liability and disclaimers set forth herein will apply regardless of whether Customer has accepted the Software or Documentation or any other product or service delivered by Company or its Authorized Resellers.