Common use of LIMITATION OF LIABILITY AND REMEDIES Clause in Contracts

LIMITATION OF LIABILITY AND REMEDIES. Esri will use commercially reasonable efforts to provide corrections or workaround solutions for any problem or issue reported and determined to be in the Software or the documentation at no cost to Licensee for the term of this Agreement. While it is Esri's goal to provide an acceptable resolution for incoming problems/issues and incidents, Esri cannot predict a resolution time and is unable to guarantee that all problems or issues can be resolved or addressed. EXCEPT FOR THE ABOVE EXPRESS LIMITED WARRANTY, ESRI DISCLAIMS ALL OTHER WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINTERFERENCE, SYSTEM INTEGRATION, AND NONINFRINGEMENT. ESRI DOES NOT WARRANT THAT THE SOFTWARE OR DOCUMENTATION WILL MEET LICENSEE'S NEEDS, OR THAT LICENSEE'S OPERATION OF THE SAME WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ALL NONCONFORMITIES CAN OR WILL BE CORRECTED. If Esri fails to fulfill its obligations under this Agreement, Licensee's sole and exclusive remedy is the right to terminate this Agreement immediately for the affected Software. IN NO EVENT SHALL ESRI BE LIABLE TO LICENSEE FOR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOST PROFITS; LOST SALES OR BUSINESS EXPENDITURES; INVESTMENTS; OR COMMITMENTS IN CONNECTION WITH ANY BUSINESS, LOSS OF ANY GOODWILL, OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT OR USE OF THE SOFTWARE OR DOCUMENTATION, HOWEVER CAUSED, ON ANY THEORY OF LIABILITY, AND WHETHER OR NOT ESRI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.

LIMITATION OF LIABILITY AND REMEDIES. Esri During the term of the Annual Support and Upgrades Agreement, COMSPOC will use commercially reasonable efforts to provide corrections You with Technical Support to address any issue or workaround solutions for any problem or issue reported and determined to be in the Software or the documentation at no cost to Licensee for the term of this AgreementSoftware. While it is Esri's COMSPOC’s goal to provide an acceptable resolution for incoming answers or solutions which address such issues or problems/issues and incidents, Esri cannot predict a resolution time and COMSPOC is unable to guarantee that all problems every issue or issues problem can or will be resolved or addressedresolved. EXCEPT FOR THE ABOVE EXPRESS LIMITED WARRANTY, ESRI COMSPOC DISCLAIMS ALL OTHER WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TOLIMITED, TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, NONINTERFERENCE, SYSTEM INTEGRATION, AND NONINFRINGEMENT. ESRI DOES NOT WARRANT THAT THE SOFTWARE OR DOCUMENTATION WILL MEET LICENSEE'S NEEDS, OR THAT LICENSEE'S OPERATION OF THE SAME WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ALL NONCONFORMITIES CAN OR WILL BE CORRECTED. If Esri fails to fulfill its obligations under this Agreement, Licensee's sole and exclusive remedy is the right to terminate this Agreement immediately for the affected Software. IN NO EVENT SHALL ESRI WILL COMSPOC BE LIABLE TO LICENSEE YOU FOR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS ANY, INDIRECT OR SERVICES; OTHER DAMAGES, INCLUDING ANY LOST PROFITS; , LOST SALES SAVINGS OR BUSINESS EXPENDITURES; INVESTMENTS; OR COMMITMENTS IN CONNECTION WITH ANY BUSINESS, LOSS OF ANY GOODWILL, OR FOR ANY INDIRECTOTHER INCIDENTAL, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR CONSEQUENTIAL EXEMPLARY DAMAGES ARISING OUT OF TECHNICAL SUPPORT, OR RELATED TO THIS AGREEMENT A LOSS OF DATA OR USE PROFITS, WHETHER IN AN ACTION OF THE SOFTWARE CONTRACT, NEGLIENCE OR DOCUMENTATIONOTHER TORTIOUS ACTION, HOWEVER CAUSED, ON EVEN IF COMSPOC OR ANY THEORY OF LIABILITY, AND WHETHER OR NOT ESRI HAS AUTHORIZED COMSPOC BUSINESS PARTNER HAD BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGEDAMAGES, NOR SHALL COMSPOC BE LIABLE FOR ANY SIMILAR CLAIM AGAINST YOU BY ANY OTHER PARTY. THESE LIMITATIONS COMSPOC’S OBLIGATIONS UNDER THE ANNUAL SUPPORT AND UPGRADES AGREEMENT, UNDER ANY THEORY OF LIABILITY OR CONTRIBUTION, SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDYNOT EXCEED THE AMOUNT PAID BY YOU FOR THE APPLICABLE ANNUAL SUPPORT AND UPGRADE AGREEMENT.

LIMITATION OF LIABILITY AND REMEDIES. Esri During the term of the Annual Support and Upgrades Agreement, AGI will use commercially reasonable efforts to provide corrections You with Technical Support to address any issue or workaround solutions for any problem or issue reported and determined to be in the Software or the documentation at no cost to Licensee for the term of this AgreementSoftware. While it is Esri's AGI’s goal to provide an acceptable resolution for incoming answers or solutions which address such issues or problems/issues and incidents, Esri cannot predict a resolution time and AGI is unable to guarantee that all problems every issue or issues problem can or will be resolved or addressedresolved. EXCEPT FOR THE ABOVE EXPRESS LIMITED WARRANTY, ESRI AGI DISCLAIMS ALL OTHER WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TOLIMITED, TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, NONINTERFERENCE, SYSTEM INTEGRATION, AND NONINFRINGEMENT. ESRI DOES NOT WARRANT THAT THE SOFTWARE OR DOCUMENTATION WILL MEET LICENSEE'S NEEDS, OR THAT LICENSEE'S OPERATION OF THE SAME WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ALL NONCONFORMITIES CAN OR WILL BE CORRECTED. If Esri fails to fulfill its obligations under this Agreement, Licensee's sole and exclusive remedy is the right to terminate this Agreement immediately for the affected Software. IN NO EVENT SHALL ESRI WILL AGI BE LIABLE TO LICENSEE YOU FOR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS ANY DIRECT, INDIRECT OR SERVICES; OTHER DAMAGES, INCLUDING ANY LOST PROFITS; , LOST SALES SAVINGS OR BUSINESS EXPENDITURES; INVESTMENTS; OR COMMITMENTS IN CONNECTION WITH ANY BUSINESS, LOSS OF ANY GOODWILL, OR FOR ANY INDIRECTOTHER INCIDENTAL, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR CONSEQUENTIAL EXEMPLARY DAMAGES ARISING OUT OF TECHNICAL SUPPORT, OR RELATED TO THIS AGREEMENT A LOSS OF DATA OR USE PROFITS, WHETHER IN AN ACTION OF THE SOFTWARE CONTRACT, NEGLIENCE OR DOCUMENTATIONOTHER TORTIOUS ACTION, HOWEVER CAUSED, ON EVEN IF AGI OR ANY THEORY OF LIABILITY, AND WHETHER OR NOT ESRI HAS AUTHORIZED AGI BUSINESS PARTNER HAD BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGEDAMAGES, NOR SHALL AGI BE LIABLE FOR ANY SIMILAR CLAIM AGAINST YOU BY ANY OTHER PARTY. THESE LIMITATIONS AGI’S OBLIGATIONS UNDER THE ANNUAL SUPPORT AND UPGRADES AGREEMENT, UNDER ANY THEORY OF LIABILITY OR CONTRIBUTION, SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDYNOT EXCEED THE AMOUNT PAID BY YOU FOR THE APPLICABLE ANNUAL SUPPORT AND UPGRADE AGREEMENT.

LIMITATION OF LIABILITY AND REMEDIES. Esri MarshallGIS will use commercially reasonable efforts to provide corrections or workaround solutions for any problem or issue reported and determined to be in the Software Software, Services or the documentation at no cost to Licensee for the term of this Agreement. While it is Esri's MarshallGIS' goal to provide an acceptable resolution for incoming problems/issues and incidents, Esri MarshallGIS cannot predict a resolution time and is unable to guarantee that all problems or issues can be resolved or addressed. EXCEPT FOR THE ABOVE EXPRESS LIMITED WARRANTY, ESRI MARSHALLGIS DISCLAIMS ALL OTHER WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINTERFERENCE, SYSTEM INTEGRATION, AND NONINFRINGEMENT. ESRI MARSHALLGIS DOES NOT WARRANT THAT THE SOFTWARE SOFTWARE, SERVICES OR DOCUMENTATION WILL MEET LICENSEE'S NEEDS, OR THAT LICENSEE'S OPERATION OF THE SAME WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ALL NONCONFORMITIES CAN OR WILL BE CORRECTED. If Esri MarshallGIS fails to fulfill its obligations under this Agreement, Licensee's sole and exclusive remedy is the right to terminate this Agreement immediately for the affected Software. IN NO EVENT SHALL ESRI MARSHALLGIS BE LIABLE TO LICENSEE FOR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOST PROFITS; LOST SALES OR BUSINESS EXPENDITURES; INVESTMENTS; OR COMMITMENTS IN CONNECTION WITH ANY BUSINESS, LOSS OF ANY GOODWILL, OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT OR USE OF THE SOFTWARE SOFTWARE, SERVICES OR DOCUMENTATION, HOWEVER CAUSED, ON ANY THEORY OF LIABILITY, AND WHETHER OR NOT ESRI MARSHALLGIS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.

LIMITATION OF LIABILITY AND REMEDIES. Esri During the term of this Agreement, AGI will use commercially reasonable efforts to provide corrections You with Technical Support to address any issue or workaround solutions for any problem or issue reported and determined to be in the Software or the documentation at no cost to Licensee for the term of this AgreementSoftware. While it is Esri's AGI’s goal to provide an acceptable resolution for incoming answers or solutions which address such issues or problems/issues and incidents, Esri cannot predict a resolution time and AGI is unable to guarantee that all problems every issue or issues problem can or will be resolved or addressedresolved. EXCEPT FOR THE ABOVE EXPRESS LIMITED WARRANTY, ESRI AGI DISCLAIMS ALL OTHER WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TOLIMITED, TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, NONINTERFERENCE, SYSTEM INTEGRATION, AND NONINFRINGEMENT. ESRI DOES NOT WARRANT THAT THE SOFTWARE OR DOCUMENTATION WILL MEET LICENSEE'S NEEDS, OR THAT LICENSEE'S OPERATION OF THE SAME WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ALL NONCONFORMITIES CAN OR WILL BE CORRECTED. If Esri fails to fulfill its obligations under this Agreement, Licensee's sole and exclusive remedy is the right to terminate this Agreement immediately for the affected Software. IN NO EVENT SHALL ESRI WILL AGI BE LIABLE TO LICENSEE YOU FOR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS ANY DIRECT, INDIRECT OR SERVICES; OTHER DAMAGES, INCLUDING ANY LOST PROFITS; , LOST SALES SAVINGS OR BUSINESS EXPENDITURES; INVESTMENTS; OR COMMITMENTS IN CONNECTION WITH ANY BUSINESS, LOSS OF ANY GOODWILL, OR FOR ANY INDIRECTOTHER INCIDENTAL, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR CONSEQUENTIAL EXEMPLARY DAMAGES ARISING OUT OF TECHNICAL SUPPORT, OR RELATED TO THIS AGREEMENT A LOSS OF DATA OR USE PROFITS, WHETHER IN AN ACTION OF THE SOFTWARE CONTRACT, NEGLIENCE OR DOCUMENTATIONOTHER TORTIOUS ACTION, HOWEVER CAUSED, ON EVEN IF AGI OR ANY THEORY OF LIABILITY, AND WHETHER OR NOT ESRI HAS AUTHORIZED AGI BUSINESS PARTNER HAD BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGEDAMAGES, NOR SHALL AGI BE LIABLE FOR ANY SIMILAR CLAIM AGAINST YOU BY ANY OTHER PARTY. THESE LIMITATIONS AGI’S OBLIGATIONS UNDER THIS AGREEMENT, UNDER ANY THEORY OF LIABILITY OR CONTRIBUTION, SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDYNOT EXCEED THE AMOUNT PAID BY YOU FOR THE APPLICABLE ANNUAL SUPPORT AND UPGRADE AGREEMENT.

LIMITATION OF LIABILITY AND REMEDIES. Esri will use commercially reasonable efforts to provide corrections or workaround solutions for any problem or issue reported and determined to be in the Software or the documentation at no cost to Licensee for the term of this Agreement. While it is Esri's goal to provide an acceptable resolution for incoming problems/issues and incidentsEXCEPT AS PROVIDED BELOW AND EXCEPT WHEN THERE HAS BEEN A FINDING OF GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, Esri cannot predict a resolution time and is unable to guarantee that all problems or issues can be resolved or addressed. EXCEPT IN NO EVENT SHALL ERISX, ITS AFFILIATES OR ITS OR THEIR OFFICERS, DIRECTORS, MEMBERS, EMPLOYEES, PARTNERS AGENTS AND REPRESENTATIVES BE LIABLE TO ANY PERSON FOR THE ABOVE EXPRESS LIMITED WARRANTYANY LOSSES, ESRI DISCLAIMS ALL OTHER WARRANTIES OF ANY KINDDAMAGES, EITHER EXPRESS COSTS OR IMPLIED, EXPENSES INCLUDING, BUT NOT LIMITED TOTO LOSS OF PROFITS, LOSS OF USE, DIRECT, SPECIAL, PUNITIVE, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, ARISING FROM: (A) ANY FAILURE OR MALFUNCTION OF THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINTERFERENCE, SYSTEM INTEGRATION, AND NONINFRINGEMENT. ESRI DOES NOT WARRANT THAT THE SOFTWARE OR DOCUMENTATION WILL MEET LICENSEE'S NEEDSSERVICES, OR THAT LICENSEE'S OPERATION OF ANY FACILITIES USED TO SUPPORT THE SAME WILL BE UNINTERRUPTED (B) ANY FAULT IN DELIVERY, DELAY, OMISSION, SUSPENSION, INACCURACY OR ERROR FREETERMINATION, OR THAT ALL NONCONFORMITIES CAN OR WILL BE CORRECTED. If Esri fails to fulfill its obligations under this AgreementANY OTHER CAUSE, Licensee's sole and exclusive remedy is the right to terminate this Agreement immediately for the affected Software. IN NO EVENT SHALL ESRI BE LIABLE TO LICENSEE FOR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOST PROFITS; LOST SALES OR BUSINESS EXPENDITURES; INVESTMENTS; OR COMMITMENTS IN CONNECTION WITH THE FURNISHING, PERFORMANCE, MAINTENANCE, USE OF OR INABILITY TO USE ALL OR ANY BUSINESSPART OF THE SERVICES OR OTHER INFORMATION MADE AVAILABLE ON THE SITE, LOSS OF ANY GOODWILLTHE SERVICES, OR ANY FACILITIES USED TO SUPPORT THE SERVICES. THE FOREGOING SHALL APPLY REGARDLESS OF WHETHER A CLAIM ARISES IN CONTRACT, TORT (INCLUDING NEGLIGENCE AND BREACH OF STATUTORY DUTY), STRICT LIABILITY OR OTHERWISE. THE SOLE LIABILITY OF ERISX, ITS AFFILIATES AND/OR ANY OF THEIR RESPECTIVE SUCCESSORS OR ASSIGNS, AND ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, MEMBERS, EMPLOYEES, PARTNERS, AGENTS AND REPRESENTATIVES FOR ANY INDIRECTDIRECT LOSS OR DAMAGE WHETHER IN CONTRACT, SPECIALTORT (INCLUDING NEGLIGENCE AND BREACH OF STATUTORY DUTY), INCIDENTAL, STRICT LIABILITY OR CONSEQUENTIAL DAMAGES OTHERWISE ARISING OUT OF OR RELATED IN CONNECTION WITH THE SERVICES OR THE TERMS OF USE SHALL BE LIMITED TO THIS AGREEMENT OR USE OF THE SOFTWARE OR DOCUMENTATION, HOWEVER CAUSED, ON (A) $1,000 FOR ANY THEORY OF LIABILITY, SINGLE CLAIM AND WHETHER OR NOT ESRI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY(B) $10,000 FOR ALL CLAIMS.

LIMITATION OF LIABILITY AND REMEDIES. Esri will use commercially reasonable efforts to provide corrections or workaround solutions for any problem or issue reported and determined to be in the Software or the documentation at no cost to Licensee for the term of this Agreement. While it is Esri's goal to provide an acceptable resolution for incoming problemsMEMBER UNDERSTANDS AND AGREES THAT THE NETWORK ADMINISTRATOR OPERATES THE RCI POINTS EXCHANGE PROGRAM AND DOES NOT SUPPLY TRAVEL SERVICES, AND NEITHER THE NETWORK ADMINISTRATOR NOR ANY INDEMNITEE IS RESPONSIBLE FOR OR CONTROLS THE TRAVEL-RELATED SERVICES OR BENEFITS THAT MAY BE MADE AVAILABLE TO MEMBERS BY THE NETWORK, AND MEMBER FURTHER UNDERSTANDS AND AGREES THAT THE LIABILITY OF AND REMEDIES AVAILABLE FROM THE NETWORK ADMINISTRATOR AND/issues and incidentsOR ANY INDEMNITEE ARISING OUT OF THESE TERMS AND CONDITIONS, Esri cannot predict a resolution time and is unable to guarantee that all problems or issues can be resolved or addressed. EXCEPT OR ANY OTHER NETWORK DOCUMENTS ARE AND SHALL BE LIMITED AS FOLLOWS: A. IN THE EVENT THAT THE NETWORK ADMINISTRATOR AND/OR ANY INDEMNITEE IS FOUND TO BE LIABLE FOR THE ABOVE EXPRESS LIMITED WARRANTY, ESRI DISCLAIMS ALL OTHER WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TODAMAGES, THE IMPLIED WARRANTIES TOTAL AMOUNT OF MERCHANTABILITY, FITNESS FOR DAMAGES A PARTICULAR PURPOSE, NONINTERFERENCE, SYSTEM INTEGRATION, MEMBER OR GUEST MAY RECOVER SHALL BE LIMITED TO THE AMOUNT OF NETWORK DUES AND NONINFRINGEMENT. ESRI DOES NOT WARRANT OTHER FEES THAT SUCH MEMBER ACTUALLY HAS PAID TO RCI DURING THE SOFTWARE OR DOCUMENTATION WILL MEET LICENSEE'S NEEDS, OR THAT LICENSEE'S OPERATION OF USE YEAR IN WHICH THE SAME WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ALL NONCONFORMITIES CAN OR WILL BE CORRECTED. If Esri fails to fulfill its obligations under this Agreement, Licensee's sole and exclusive remedy is the right to terminate this Agreement immediately for the affected Software. LIABILITY AROSE. B. IN NO EVENT SHALL ESRI THE NETWORK ADMINISTRATOR BE LIABLE TO LICENSEE A MEMBER OR GUEST FOR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOST PROFITS; LOST SALES OR BUSINESS EXPENDITURES; INVESTMENTS; OR COMMITMENTS IN CONNECTION WITH ANY BUSINESS, LOSS OF ANY GOODWILL, OR FOR ANY INDIRECT, SPECIAL, INCIDENTALCONSEQUENTIAL, INCIDENTAL OR CONSEQUENTIAL INDIRECT DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT IN CONNECTION WITH THE MEMBER’S PARTICIPATION IN OR USE OF THE SOFTWARE NETWORK. C. THE NETWORK ADMINISTRATOR OR DOCUMENTATIONINDEMNITEE SHALL NOT BE RESPONSIBLE, HOWEVER CAUSEDIN CONTRACT, TORT OR BY STATUTE, FOR THE ACTS OR OMISSIONS AND/OR REPRESENTATIONS (WHETHER ORAL OR WRITTEN) OF ANY THIRD PARTIES, INCLUDING BUT NOT LIMITED TO RESORTS OR INVENTORY PROVIDERS, AND MEMBER WAIVES AND RELEASES ANY CLAIM AGAINST THE NETWORK ADMINISTRATOR OR ANY INDEMNITEE FOR SUCH ACTS OR OMISSIONS. D. MEMBER ACKNOWLEDGES AND UNDERSTANDS THAT NEITHER THE NETWORK ADMINISTRATOR NOR ANY INDEMNITEE HAS THE ABILITY TO CONTROL THE OPERATIONS OF RESORTS OR INVENTORY PROVIDERS, INCLUDING THE FORM OF ACCESS PROVIDED TO THEIR FACILITIES (INCLUDING ACCESS FOR INDIVIDUALS WITH DISABILITIES), AND NEITHER THE NETWORK ADMINISTRATOR NOR ANY INDEMNITEE SHALL BE RESPONSIBLE FOR THE ACTIONS OR OMISSIONS OF RESORTS OR INVENTORY PROVIDERS. E. MEMBER ACKNOWLEDGES AND UNDERSTANDS THAT NEITHER THE NETWORK ADMINISTRATOR NOR ANY INDEMNITEE IS RESPONSIBLE FOR THE FINANCIAL VIABILITY OR THE QUALITY OF ACCOMMODATIONS, FACILITIES, AMENITIES, MANAGEMENT AND SERVICES THAT MAY BE MADE AVAILABLE THROUGH THE NETWORK, OR FOR ENSURING COMPLIANCE WITH ALL LAWS, RULES AND REGULATIONS BY INVENTORY. F. THE INFORMATION THAT THE NETWORK ADMINISTRATOR PROVIDES TO MEMBERS AND GUESTS ABOUT INVENTORY IS BASED ON INFORMATION OBTAINED FROM THE INVENTORY PROVIDER. THE NETWORK ADMINISTRATOR EXPRESSLY DISCLAIMS LIABILITY RESULTING FROM INACCURATE, INCOMPLETE OR MISLEADING INFORMATION CONCERNING ANY THEORY INVENTORY PROVIDED BY SUCH PROVIDERS. G. MEMBER ACKNOWLEDGES THAT THE PROVISIONS OF THIS PARAGRAPH 21 SHALL APPLY IF ANY LOSS, DAMAGE OR INJURY, IRRESPECTIVE OF CAUSE OR ORIGIN, RESULTS DIRECTLY OR INDIRECTLY FROM THE PERFORMANCE OR NONPERFORMANCE OF OBLIGATIONS IMPOSED BY THE NETWORK DOCUMENTS OR FROM NEGLIGENCE, ACTIVE OR OTHERWISE, STRICT LIABILITY, AND WHETHER VIOLATION OF ANY APPLICABLE CONSUMER PROTECTION LAW, OR NOT ESRI HAS BEEN ADVISED ANY OTHER ALLEGED FAULT ON THE PART OF THE POSSIBILITY OF SUCH DAMAGE. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING NETWORK ADMINISTRATOR OR ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDYINDEMNITEE.

LIMITATION OF LIABILITY AND REMEDIES. Esri will use commercially reasonable efforts to provide corrections or workaround solutions for any problem or issue reported and determined to be in the Software or the documentation at no cost to Licensee for the term of this Agreement. While it is Esri's goal to provide an acceptable resolution for incoming problems/issues and incidents, Esri cannot predict a resolution time and is unable to guarantee that all problems or issues can be resolved or addressed. EXCEPT FOR a. IN THE ABOVE EXPRESS LIMITED WARRANTY, ESRI DISCLAIMS ALL OTHER WARRANTIES EVENT OF ANY KINDMATERIAL BREACH, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINTERFERENCE, SYSTEM INTEGRATION, AND NONINFRINGEMENT. ESRI DOES NOT WARRANT THAT THE SOFTWARE OR DOCUMENTATION WILL MEET LICENSEE'S NEEDSOMISSION, OR NEGLIGENCE BY HCRI IN THE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT, SPONSOR AGREES THAT LICENSEE'S OPERATION ITS FIRST RECOURSE SHALL BE TO SEEK REPERFORMANCE BY HCRI OF THE SAME WILL BE UNINTERRUPTED SERVICES DETRIMENTALLY IMPACTED BY SUCH ERROR OR ERROR FREE, OR THAT ALL NONCONFORMITIES CAN OR WILL BE CORRECTED. If Esri fails to fulfill its obligations under this Agreement, Licensee's sole and exclusive remedy is the right to terminate this Agreement immediately for the affected SoftwareOMISSION AT THE SOLE COST AND EXPENSE OF HCRI. IN NO EVENT SHALL ESRI HCRI’S LIABILITY FOR SUCH MATERIAL BREACH OR OMISSION EXCEED 1.5 TIMES FEES PAID TO HCRI FOR THE AFFECTED SERVICE. SPONSOR FURTHER AGREES THAT HCRI SHALL NOT BE LIABLE TO LICENSEE SPONSOR FOR COSTS ANY SPECIAL, INDIRECT, EXEMPLARY, INCIDENTAL OR CONSEQUENTIAL DAMAGES INCLUDING BUT NOT LIMITED TO ANY DAMAGES RESULTING FROM LOSS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOST PROFITS; LOST SALES OR BUSINESS EXPENDITURES; INVESTMENTS; OR COMMITMENTS DATA, DELAY IN CONNECTION WITH ANY BUSINESSTHE STUDY, LOSS OF ANY GOODWILL, PROFITS OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES LOSS OF BUSINESS ARISING OUT OF OR RELATED TO IN CONNECTION WITH THIS AGREEMENT OR USE OF THE SOFTWARE ANY PRODUCTS, SERVICES OR DOCUMENTATIONMATERIALS FURNISHED HEREUNDER, HOWEVER CAUSED, ON ANY THEORY OF LIABILITY, AND WHETHER OR NOT ESRI EVEN IF HCRI HAS BEEN ADVISED OR SHOULD KNOW OF THE POSSIBILITY OF SUCH DAMAGES. b. EXCEPT AS EXPRESSLY STATED TO THE CONTRARY, THE LIMITATIONS STATED IN THIS SECTION’S SUBPARAGRAPH (a) SHALL APPLY WHETHER THE ASSERTED CLAIM, LIABILITY OR DAMAGES ARE BASED ON CONTRACT (INCLUDING BUT NOT LIMITED TO BREACH OF WARRANTY), TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE AND STRICT LIABILITY) OR ANY OTHER LEGAL OR EQUITABLE GROUNDS, AND REGARDLESS OF WHETHER THE ASSERTED CLAIM, LIABILITY OR DAMAGES ARISE FROM PERSONAL INJURY, PROPERTY DAMAGE, ECONOMIC LOSS OR ANY OTHER KIND OF INJURY, LOSS OR DAMAGE. THESE EACH OF SUCH LIMITATIONS IS INTENDED TO BE ENFORCEABLE REGARDLESS OF WHETHER ANY OTHER EXCLUSIVE OR NON-EXCLUSIVE REMEDY UNDER THIS AGREEMENT FAILS OF ITS ESSENTIAL PURPOSE. THE LIMITATIONS STATED IN THIS SECTION’S SUBPARAGRAPH (a) SHALL NOT APPLY NOTWITHSTANDING ANY FAILURE TO CLAIMS, LIABILITIES OR DAMAGES WHICH ARE THE RESULT OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDYARE A WILFULL MISCONDUCT BY HCRI.

LIMITATION OF LIABILITY AND REMEDIES. Esri will use commercially reasonable efforts to provide corrections or workaround solutions for any problem or issue reported and determined to be in the Software or the documentation at no cost to Licensee for the term of this Agreement. While it is Esri's goal to provide an acceptable resolution for incoming problemsMEMBER UNDERSTANDS AND AGREES THAT THE NETWORK ADMINISTRATOR OPERATES THE RCI POINTS EXCHANGE PROGRAM AND DOES NOT SUPPLY TRAVEL SERVICES, AND NEITHER THE NETWORK ADMINISTRATOR NOR ANY INDEMNITEE IS RESPONSIBLE FOR OR CONTROLS THE TRAVEL-RELATED SERVICES OR BENEFITS THAT MAY BE MADE AVAILABLE TO MEMBERS BY THE NETWORK, AND MEMBER FURTHER UNDERSTANDS AND AGREES THAT THE LIABILITY OF AND REMEDIES AVAILABLE FROM THE NETWORK ADMINISTRATOR AND/issues and incidents, Esri cannot predict a resolution time and is unable to guarantee that all problems or issues can be resolved or addressed. EXCEPT FOR THE ABOVE EXPRESS LIMITED WARRANTY, ESRI DISCLAIMS ALL OTHER WARRANTIES OR ANY INDEMNITEE ARISING OUT OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TOTHESE TERMS AND CONDITIONS, THE IMPLIED WARRANTIES OF MERCHANTABILITYPOINTS PARTNER PROGRAM TERMS AND CONDITIONS (IF IN EFFECT), FITNESS FOR A PARTICULAR PURPOSE, NONINTERFERENCE, SYSTEM INTEGRATION, OR ANY OTHER NETWORK DOCUMENTS ARE AND NONINFRINGEMENT. ESRI DOES NOT WARRANT SHALL BE LIMITED AS FOLLOWS: A. IN THE EVENT THAT THE SOFTWARE NETWORK ADMINISTRATOR AND/OR DOCUMENTATION WILL MEET LICENSEE'S NEEDSANY INDEMNITEE IS FOUND TO BE LIABLE FOR ANY DAMAGES, THE TOTAL AMOUNT OF DAMAGES A MEMBER OR GUEST MAY RECOVER SHALL BE LIMITED TO THE AMOUNT OF NETWORK DUES AND OTHER FEES THAT LICENSEE'S OPERATION OF SUCH MEMBER ACTUALLY HAS PAID TO RCI DURING THE SAME WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ALL NONCONFORMITIES CAN OR WILL BE CORRECTED. If Esri fails to fulfill its obligations under this Agreement, Licensee's sole and exclusive remedy is the right to terminate this Agreement immediately for the affected Software. USE YEAR IN WHICHTHE LIABILITY AROSE. B. IN NO EVENT SHALL ESRI THE NETWORK ADMINISTRATOR BE LIABLE TO LICENSEE A MEMBER OR GUEST FOR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOST PROFITS; LOST SALES OR BUSINESS EXPENDITURES; INVESTMENTS; OR COMMITMENTS IN CONNECTION WITH ANY BUSINESS, LOSS OF ANY GOODWILL, OR FOR ANY INDIRECT, SPECIAL, INCIDENTALCONSEQUENTIAL, INCIDENTAL OR CONSEQUENTIAL INDIRECT DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT IN CONNECTION WITH THE MEMBER’S PARTICIPATION IN OR USE OF THE SOFTWARE NETWORK. C. THE NETWORK ADMINISTRATOR OR DOCUMENTATIONINDEMNITEE SHALL NOT BE RESPONSIBLE, HOWEVER CAUSEDIN CONTRACT, TORT OR BY STATUTE, FOR THE ACTS OR OMISSIONS AND/OR REPRESENTATIONS (WHETHER ORAL OR WRITTEN) OF ANY THIRD PARTIES, INCLUDING BUT NOT LIMITED TO RESORTS, INVENTORY PROVIDERS OR POINTS PARTNER, AND MEMBER WAIVES AND RELEASES ANY CLAIM AGAINST THE NETWORK ADMINISTRATOR OR ANY INDEMNITEE FOR SUCH ACTS OR OMISSIONS. D. MEMBER ACKNOWLEDGES AND UNDERSTANDS THAT NEITHER THE NETWORK ADMINISTRATOR NOR ANY INDEMNITEE HAS THE ABILITY TO CONTROL THE OPERATIONS OF RESORTS, INVENTORY PROVIDERS OR POINTS PARTNER PROVIDERS (TO THE EXTENT POINTS PARTNER BENEFITS ARE MADE AVAILABLE), INCLUDING THE FORM OF ACCESS PROVIDED TO THEIR FACILITIES (INCLUDING ACCESS FOR INDIVIDUALS WITH DISABILITIES), AND NEITHER THE NETWORK ADMINISTRATOR NOR ANY INDEMNITEE SHALL BE RESPONSIBLE FOR THE ACTIONS OR OMISSIONS OF RESORTS, INVENTORY PROVIDERS OR POINTS PARTNER. E. MEMBER ACKNOWLEDGES AND UNDERSTANDS THAT NEITHER THE NETWORK ADMINISTRATOR NOR ANY INDEMNITEE IS RESPONSIBLE FOR THE FINANCIAL VIABILITY OR THE QUALITY OF ACCOMMODATIONS, FACILITIES, AMENITIES, MANAGEMENT AND SERVICES THAT MAY BE MADE AVAILABLE THROUGH THE NETWORK, OR FOR ENSURING COMPLIANCE WITH ALL LAWS, RULES AND REGULATIONS BY INVENTORY OR POINTS PARTNER. F. THE INFORMATION THAT THE NETWORK ADMINISTRATOR PROVIDES TO MEMBERS AND GUESTS ABOUT INVENTORY AND, IF AVAILABLE, POINTS PARTNER INVENTORY, IS BASED ON INFORMATION OBTAINED FROM THE INVENTORY PROVIDER OR POINTS PARTNER. THE NETWORK ADMINISTRATOR EXPRESSLY DISCLAIMS LIABILITY RESULTING FROM INACCURATE, INCOMPLETE OR MISLEADING INFORMATION CONCERNING ANY THEORY INVENTORY OR POINTS PARTNER INVENTORY PROVIDED BY SUCH PROVIDERS. G. MEMBER ACKNOWLEDGES THAT THE PROVISIONS OF THIS PARAGRAPH 22 SHALL APPLY IF ANY LOSS, DAMAGE OR INJURY, IRRESPECTIVE OF CAUSE OR ORIGIN, RESULTS DIRECTLY OR INDIRECTLY FROM THE PERFORMANCE OR NONPERFORMANCE OF OBLIGATIONS IMPOSED BY THE NETWORK DOCUMENTS OR FROM NEGLIGENCE, ACTIVE OR OTHERWISE, STRICT LIABILITY, AND WHETHER VIOLATION OF ANY APPLICABLE CONSUMER PROTECTION LAW, OR NOT ESRI HAS BEEN ADVISED ANY OTHER ALLEGED FAULT ON THE PART OF THE POSSIBILITY OF SUCH DAMAGE. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING NETWORK ADMINISTRATOR OR ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDYINDEMNITEE.

LIMITATION OF LIABILITY AND REMEDIES. Esri will use commercially reasonable efforts to provide corrections or workaround solutions for any problem or issue reported and determined to be in the Software or the documentation at no cost to Licensee for the term of this Agreement. While it is Esri's goal to provide an acceptable resolution for incoming problemsMEMBER UNDERSTANDS AND AGREES THAT THE NETWORK ADMINISTRATOR OPERATES THE RCI POINTS EXCHANGE PROGRAM AND DOES NOT SUPPLY TRAVEL SERVICES, AND NEITHER THE NETWORK ADMINISTRATOR NOR ANY INDEMNITEE IS RESPONSIBLE FOR OR CONTROLS THE TRAVEL-RELATED SERVICES OR BENEFITS THAT MAY BE MADE AVAILABLE TO MEMBERS BY THE NETWORK, AND MEMBER FURTHER UNDERSTANDS AND AGREES THAT THE LIABILITY OF AND REMEDIES AVAILABLE FROM THE NETWORK ADMINISTRATOR AND/issues and incidents, Esri cannot predict a resolution time and is unable to guarantee that all problems or issues can be resolved or addressed. EXCEPT FOR THE ABOVE EXPRESS LIMITED WARRANTY, ESRI DISCLAIMS ALL OTHER WARRANTIES OR ANY INDEMNITEE ARISING OUT OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TOTHESE TERMS AND CONDITIONS, THE IMPLIED WARRANTIES OF MERCHANTABILITYPOINTS PARTNER PROGRAM TERMS AND CONDITIONS (IF IN EFFECT), FITNESS FOR A PARTICULAR PURPOSE, NONINTERFERENCE, SYSTEM INTEGRATION, OR ANY OTHER NETWORK DOCUMENTS ARE AND NONINFRINGEMENT. ESRI DOES NOT WARRANT SHALL BE LIMITED AS FOLLOWS: A. IN THE EVENT THAT THE SOFTWARE NETWORK ADMINISTRATOR AND/OR DOCUMENTATION WILL MEET LICENSEE'S NEEDSANY INDEMNITEE IS FOUND TO BE LIABLE FOR ANY DAMAGES, THE TOTAL AMOUNT OF DAMAGES A MEMBER OR GUEST MAY RECOVER SHALL BE LIMITED TO THE AMOUNT OF NETWORK DUES AND OTHER FEES THAT LICENSEE'S OPERATION OF SUCH MEMBER ACTUALLY HAS PAID TO RCI DURING THE SAME WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ALL NONCONFORMITIES CAN OR WILL BE CORRECTED. If Esri fails to fulfill its obligations under this Agreement, Licensee's sole and exclusive remedy is the right to terminate this Agreement immediately for the affected Software. USE YEAR IN WHICH THE LIABILITY AROSE. B. IN NO EVENT SHALL ESRI THE NETWORK ADMINISTRATOR BE LIABLE TO LICENSEE A MEMBER OR GUEST FOR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOST PROFITS; LOST SALES OR BUSINESS EXPENDITURES; INVESTMENTS; OR COMMITMENTS IN CONNECTION WITH ANY BUSINESS, LOSS OF ANY GOODWILL, OR FOR ANY INDIRECT, SPECIAL, INCIDENTALCONSEQUENTIAL, INCIDENTAL OR CONSEQUENTIAL INDIRECT DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT IN CONNECTION WITH THE MEMBER’S PARTICIPATION IN OR USE OF THE SOFTWARE NETWORK. C. THE NETWORK ADMINISTRATOR OR DOCUMENTATIONINDEMNITEE SHALL NOT BE RESPONSIBLE, HOWEVER CAUSEDIN CONTRACT, TORT OR BY STATUTE, FOR THE ACTS OR OMISSIONS AND/OR REPRESENTATIONS (WHETHER ORAL OR WRITTEN) OF ANY THIRD PARTIES, INCLUDING BUT NOT LIMITED TO RESORTS, INVENTORY PROVIDERS OR POINTS PARTNER, AND MEMBER WAIVES AND RELEASES ANY CLAIM AGAINST THE NETWORK ADMINISTRATOR OR ANY INDEMNITEE FOR SUCH ACTS OR OMISSIONS. D. MEMBER ACKNOWLEDGES AND UNDERSTANDS THAT NEITHER THE NETWORK ADMINISTRATOR NOR ANY INDEMNITEE HAS THE ABILITY TO CONTROL THE OPERATIONS OF RESORTS, INVENTORY PROVIDERS OR POINTS PARTNER PROVIDERS (TO THE EXTENT POINTS PARTNER BENEFITS ARE MADE AVAILABLE), INCLUDING THE FORM OF ACCESS PROVIDED TO THEIR FACILITIES (INCLUDING ACCESS FOR INDIVIDUALS WITH DISABILITIES), AND NEITHER THE NETWORK ADMINISTRATOR NOR ANY INDEMNITEE SHALL BE RESPONSIBLE FOR THE ACTIONS OR OMISSIONS OF RESORTS, INVENTORY PROVIDERS OR POINTS PARTNER. E. MEMBER ACKNOWLEDGES AND UNDERSTANDS THAT NEITHER THE NETWORK ADMINISTRATOR NOR ANY INDEMNITEE IS RESPONSIBLE FOR THE FINANCIAL VIABILITY OR THE QUALITY OF ACCOMMODATIONS, FACILITIES, AMENITIES, MANAGEMENT AND SERVICES THAT MAY BE MADE AVAILABLE THROUGH THE NETWORK, OR FOR ENSURING COMPLIANCE WITH ALL LAWS, RULES AND REGULATIONS BY INVENTORY OR POINTS PARTNER. F. THE INFORMATION THAT THE NETWORK ADMINISTRATOR PROVIDES TO MEMBERS AND GUESTS ABOUT INVENTORY AND, IF AVAILABLE, POINTS PARTNER INVENTORY, IS BASED ON INFORMATION OBTAINED FROM THE INVENTORY PROVIDER OR POINTS PARTNER. THE NETWORK ADMINISTRATOR EXPRESSLY DISCLAIMS LIABILITY RESULTING FROM INACCURATE, INCOMPLETE OR MISLEADING INFORMATION CONCERNING ANY THEORY INVENTORY OR POINTS PARTNER INVENTORY PROVIDED BY SUCH PROVIDERS. G. MEMBER ACKNOWLEDGES THAT THE PROVISIONS OF THIS PARAGRAPH 22 SHALL APPLY IF ANY LOSS, DAMAGE OR INJURY, IRRESPECTIVE OF CAUSE OR ORIGIN, RESULTS DIRECTLY OR INDIRECTLY FROM THE PERFORMANCE OR NONPERFORMANCE OF OBLIGATIONS IMPOSED BY THE NETWORK DOCUMENTS OR FROM NEGLIGENCE, ACTIVE OR OTHERWISE, STRICT LIABILITY, AND WHETHER VIOLATION OF ANY APPLICABLE CONSUMER PROTECTION LAW, OR NOT ESRI HAS BEEN ADVISED ANY OTHER ALLEGED FAULT ON THE PART OF THE POSSIBILITY OF SUCH DAMAGE. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING NETWORK ADMINISTRATOR OR ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDYINDEMNITEE.

LIMITATION OF LIABILITY AND REMEDIES. Esri will use commercially reasonable efforts 3.1 Communications from RANGE, its’ parent, subsidiary organizations, or other likewise linked entities are not considered SPAM. All communications from RANGE to provide corrections or workaround solutions for any problem or issue reported and determined to be in the Software or the documentation at no cost to Licensee for the term of this Agreement. While it is Esri's goal to provide an acceptable resolution for incoming problems/issues and incidentsits customers are exempt from SPAM filtering. 3.2 THE SERVICE PROVIDED BY THE ANTI-SPAM / ANTI-VIRUS PROTECTION SERVICE AND ITS LICENSORS IS PROVIDED ON A “BEST EFFORT”, Esri cannot predict a resolution time and is unable to guarantee that all problems or issues can be resolved or addressed. EXCEPT FOR “AS IS,” “WITH ALL FAULTS,” AND TO THE ABOVE EXPRESS LIMITED WARRANTYMAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ESRI DISCLAIMS THE SERVICE AND ITS LICENSORS DISCLAIM ANY AND ALL OTHER WARRANTIES OF ANY KINDWARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDINGWITH RESPECT TO THE SERVICES PROVIDED HEREUNDER, BUT NOT LIMITED TO, THE IMPLIED INCLUDING WITHOUT LIMITATION ALL WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE (EVEN IF ADVISED OF SUCH PURPOSE) AND AGAINST ERROR-FREE OR UNINTERRUPTED SERVICE. 3.3 EXCEPT AS OTHERWISE SPECIFICALLY SET FORTH IN THIS AGREEMENT, RANGE, ITS THIRD PARTY LICENSORS AND THIRD PARTY PROVIDERS, DISCLAIM ANY AND ALL WARRANTIES FOR THE SERVICE, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, NONINTERFERENCEACCURACY, SYSTEM NON-INFRINGEMENT, NON-INTERFERENCE, TITLE, COMPATIBILITY OF COMPUTER SYSTEMS, INTEGRATION, AND NONINFRINGEMENT. ESRI DOES NOT WARRANT THAT THOSE ARISING FROM THE SOFTWARE OR DOCUMENTATION WILL MEET LICENSEE'S NEEDSCOURSE OF DEALING, COURSE OF TRADE, OR THAT LICENSEE'S OPERATION OF THE SAME WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ALL NONCONFORMITIES CAN OR WILL BE CORRECTED. If Esri fails to fulfill its obligations under this Agreement, Licensee's sole and exclusive remedy is the right to terminate this Agreement immediately for the affected Software. THOSE ARISING UNDER STATUTE. 3.4 IN NO EVENT SHALL ESRI RANGE, ITS THIRD PARTY LICENSORS OR THIRD PARTY PROVIDERS BE LIABLE TO LICENSEE FOR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOST PROFITS; LOST SALES OR BUSINESS EXPENDITURES; INVESTMENTS; OR COMMITMENTS IN CONNECTION WITH FOR: (A) ANY BUSINESSDIRECT, LOSS OF ANY GOODWILL, OR FOR ANY INDIRECT, SPECIAL, INCIDENTALCONSEQUENTIAL OR INCIDENTAL DAMAGES, INCLUDING WITHOUT LIMITATION, LOST PROFITS OR CONSEQUENTIAL DAMAGES LOSS OF REVENUE OR DAMAGE TO DATA ARISING OUT OF THE USE, PARTIAL USE, OR RELATED INABILITY TO THIS AGREEMENT USE THE ANTI-SPAM / ANTI-VIRUS PROTECTION SERVICE. 3.5 RANGE, ITS THIRD PARTY LICENSORS AND THIRD PARTY PROVIDERS DISCLAIM ANY LIABILITY OR RESPONSIBILITY ARISING FROM ON ANY CLAIM THAT YOUR ACCESS OR USE OF THE SOFTWARE OR DOCUMENTATION, HOWEVER CAUSED, ON SERVICE PROVIDED UNDER THIS AGREEMENT INFRINGES ANY THEORY OF LIABILITY, AND WHETHER OR NOT ESRI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDYTHIRD PARTY’S INTELLECTUAL PROPERTY RIGHTS.

LIMITATION OF LIABILITY AND REMEDIES. Esri will use commercially reasonable efforts to provide corrections or workaround solutions for any problem or issue reported and determined to be in the Software or the documentation at no cost to Licensee for the term of this AgreementA. THE SERVICE IS PROVIDED ON AN "AS IS" OR "AS AVAILABLE" BASIS. While it is Esri's goal to provide an acceptable resolution for incoming problems/issues and incidentsDO NOT USE THE SERVICE IN ANY HIGH RISK ACTIVITIES WHERE DAMAGE OR INJURY TO PERSON, Esri cannot predict a resolution time and is unable to guarantee that all problems or issues can be resolved or addressedPROPERTY, ENVIRONMENT OR BUSINESS MAY RESULT IF AN ERROR OCCURS. YOU EXPRESSLY ASSUME ALL RISK FOR SUCH USE. THE CITY DOES NOT WARRANT THAT THE SERVICE OR EQUIPMENT PROVIDED BY IT WILL PERFORM AT A PARTICULAR SPEED, BANDWIDTH OR DATA THROUGHPUT RATE, OR WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE. B. EXCEPT AS OTHERWISE SPECIFICALLY SET FORTH IN THIS AGREEMENT, AND AS OTHERWISE SPECIFICALLY SET FORTH IN ANY MANUFACTURER WARRANTY FOR ANY EQUIPMENT PROVIDED BY THE CITY (BUT ONLY IF SUCH WARRANTY IS INCLUDED WITH SUCH EQUIPMENT), THE CITY, ITS THIRD PARTY LICENSORS AND THIRD PARTY PROVIDERS, INCLUDING GPSS, DISCLAIM ANY AND ALL WARRANTIES FOR THE ABOVE EXPRESS LIMITED WARRANTYSERVICE AND CITY-PROVIDED EQUIPMENT OR SOFTWARE, ESRI DISCLAIMS ALL OTHER WARRANTIES OF ANY KIND, EITHER WHETHER EXPRESS OR IMPLIED, INCLUDING, INCLUDING BUT NOT LIMITED TO, TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, NONINTERFERENCEACCURACY, SYSTEM NON-INFRINGEMENT, NON- INTERFERENCE, TITLE, COMPATIBILITY OF COMPUTER SYSTEMS, INTEGRATION, AND NONINFRINGEMENT. ESRI DOES NOT WARRANT THAT THOSE ARISING FROM THE SOFTWARE OR DOCUMENTATION WILL MEET LICENSEE'S NEEDSCOURSE OF DEALING, COURSE OF TRADE, OR THAT LICENSEE'S OPERATION OF THE SAME WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ALL NONCONFORMITIES CAN OR WILL BE CORRECTEDTHOSE ARISING UNDER STATUTE. If Esri fails to fulfill its obligations under this Agreement, Licensee's sole and exclusive remedy is the right to terminate this Agreement immediately for the affected Software. C. IN NO EVENT SHALL ESRI THE CITY, ITS THIRD PARTY LICENSORS OR THIRD PARTY PROVIDERS BE LIABLE TO LICENSEE FOR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOST PROFITS; LOST SALES OR BUSINESS EXPENDITURES; INVESTMENTS; OR COMMITMENTS IN CONNECTION WITH FOR: (A) ANY BUSINESSDIRECT, LOSS OF ANY GOODWILL, OR FOR ANY INDIRECT, SPECIAL, INCIDENTALCONSEQUENTIAL OR INCIDENTAL DAMAGES, INCLUDING WITHOUT LIMITATION, LOST PROFITS OR CONSEQUENTIAL DAMAGES LOSS OF REVENUE OR DAMAGE TO DATA ARISING OUT OF THE USE, PARTIAL USE OR RELATED INABILITY TO THIS AGREEMENT OR USE OF THE SOFTWARE OR DOCUMENTATION, HOWEVER CAUSED, ON ANY THEORY OF LIABILITYSERVICE, AND WHETHER ANY CITY-PROVIDED EQUIPMENT PROVIDED UNDER THIS AGREEMENT, AND WITH REGARD TO ANY MERCHANDISE, INFORMATION OR NOT ESRI SERVICE PROVIDED THROUGH THE INTERNET OR ANY TRANSACTIONS CONDUCTED ON THE INTERNET, EVEN IF VIS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGEDAMAGES, OR (B) ANY CLAIMS AGAINST YOU BY ANY OTHER PARTY. D. THE CITY, ITS THIRD PARTY LICENSORS AND THIRD PARTY PROVIDERS DISCLAIM ANY LIABILITY OR RESPONSIBILITY ARISING FROM ON ANY CLAIM THAT YOUR ACCESS OR USE OF THE SERVICE PROVIDED UNDER THIS AGREEMENT INFRINGES ANY THIRD PARTY'S INTELLECTUAL PROPERTY RIGHTS. E. This Paragraph applies to all claims by you irrespective of the cause of action underlying your claim, including, but not limited to: (a) breach of contract, even if in the nature of a breach of condition or a fundamental term or a fundamental breach, or (b) tort, including but not limited to the City’s negligence or misrepresentation. F. All limitations and disclaimers stated also apply to City' third party licensors and third party providers as third party beneficiaries of this Agreement. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDYAny rights or limits stated herein are the maximum for which the City, its third party licensors and providers are collectively responsible. G. The remedies expressly set forth in this Agreement are your sole and exclusive remedies.

LIMITATION OF LIABILITY AND REMEDIES. Esri will use commercially reasonable efforts to provide corrections or workaround solutions for any problem or issue reported and determined to be in the Software or the documentation at no cost to Licensee for the term of this Agreement. While it is Esri's goal to provide an acceptable resolution for incoming problems/issues and incidentsYOU EXPRESSLY AGREE THAT THE SERVICES, Esri cannot predict a resolution time and is unable to guarantee that all problems or issues can be resolved or addressed. EXCEPT FOR THE ABOVE EXPRESS LIMITED WARRANTYINCLUDING ANY ASSOCIATED INSTALLATION, ESRI DISCLAIMS ALL OTHER WARRANTIES OF MAINTENANCE, OR REPAIR AND ANY KINDASSOCIATED EQUIPMENT, SOFTWARE, OR CONTENT, IS PROVIDED TO YOU ON AN "AS IS," “AS AVAILABLE” BASIS W ITHOUT WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, NONINFRINGEMENT, TITLE, OR FITNESS FOR A PARTICULAR PURPOSE, NONINTERFERENCE, SYSTEM INTEGRATION, ALL SUCH WARRANTIES BEING EXPRESSLY DISCLAIMED. Special Disclaimer on Behalf of Building Owners and Managers. YOU ACKNOWLEDGE AND NONINFRINGEMENT. ESRI DOES NOT WARRANT ACCEPT THAT THE SOFTWARE FACILITIES AND SERVICES ARE NOT BEING PROVIDED OR DOCUMENTATION WILL MEET LICENSEE'S NEEDSMAINTAINED BY THE BUILDING OWNER OR MANAGER; THAT THE OWNER OR MANAGER HAS NO RESPONSIBILITY OR LIABILITY FOR THE INSTALLATION, OPERATION, MAINTENANCE, USE, REPAIR OR REPLACEMENT OF THE FACILITIES, OR THAT LICENSEE'S OPERATION THE PROVISION, QUALITY OR SUFFICIENCY OF THE SAME WILL BE UNINTERRUPTED OR ERROR FREESERVICES; AND THAT BY SUBSCRIBING TO AND ACCEPTING SUCH SERVICE, OR THAT ALL NONCONFORMITIES CAN OR WILL BE CORRECTEDYOU RELEASE THE OWNER AND MANAGER FROM ANY SUCH LIABILITY. If Esri fails THIS PROVISION IS EXPRESSLY INTENDED FOR THE BENEFIT OF OWNER AND MANAGER. Voice over IP Disclaimer: BBO’s enhanced voice communications services is delivered in a manner whereby the voice communication is converted to fulfill its obligations under this AgreementInternet Protocol (“IP”) and carried, Licenseein part, over Broadband Office’s managed IP network. This service may be generically referred to as “voice over IP”. It is separate and distinct from the traditional Local, Local Toll and Long-Distance services. "Service" or "Services" is defined to include Voice over IP unlimited local and nationwide direct dialed calling within the United States and certain calling and call management features or advanced features associated with the Service. For any VoIP Service traffic that is not transmitted 100% over BBO's sole managed IP network, and exclusive remedy is the right to terminate this Agreement immediately passes through any third party network, BBO shall not be responsible for the affected SoftwareQuality of the Service (QOS) of the voice calls and/or any outages that result due to the inability to reach Broadband Office's managed IP network through the third party carrier. IN NO EVENT SHALL ESRI BE LIABLE TO LICENSEE FOR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOST PROFITS; LOST SALES OR BUSINESS EXPENDITURES; INVESTMENTS; OR COMMITMENTS IN CONNECTION WITH ANY BUSINESSIn addition, LOSS OF ANY GOODWILLDisaster Recovery:/Redundancy Options Review. BBO advises the customer to use 2 separate access type for redundancy and business continuity. The customer acknowledges that they may be prone to extended outages in the event if the customer has not implemented redundancy, OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT OR USE OF THE SOFTWARE OR DOCUMENTATION, HOWEVER CAUSED, ON ANY THEORY OF LIABILITY, AND WHETHER OR NOT ESRI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDYand the customer has not acquired a backup access connection.

LIMITATION OF LIABILITY AND REMEDIES. Esri will use commercially reasonable efforts to provide corrections or workaround solutions for any problem or issue reported and determined to be in the Software or the documentation at no cost to Licensee for the term of this Agreement. While it is Esri's goal to provide an acceptable resolution for incoming problems/issues and incidents, Esri cannot predict a resolution time and is unable to guarantee that all problems or issues can be resolved or addressed. EXCEPT FOR a. IN THE ABOVE EXPRESS LIMITED WARRANTY, ESRI DISCLAIMS ALL OTHER WARRANTIES EVENT OF ANY KINDMA'T'ERIAL BREACH, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINTERFERENCE, SYSTEM INTEGRATION, AND NONINFRINGEMENT. ESRI DOES NOT WARRANT THAT THE SOFTWARE OR DOCUMENTATION WILL MEET LICENSEE'S NEEDSOMISSION, OR NEGLIGENCE BY HCRI IN THE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT, VICOR AGREES THAT LICENSEE'S OPERATION ITS FIRST RECOURSE SHALL BE TO SEEK REPERFORMANCE, BY HCRI, OF THE SAME WILL BE UNINTERRUPTED SERVICES DETRIMENTALLY IMPACTED BY SUCH ERROR OR ERROR FREE, OR THAT ALL NONCONFORMITIES CAN OR WILL BE CORRECTED. If Esri fails to fulfill its obligations under this Agreement, Licensee's sole and exclusive remedy is the right to terminate this Agreement immediately for the affected SoftwareOMISSION AT THE SOLE COST AND EXPENSE OF HCRI. IN NO EVENT SHALL ESRI HCRI'S LIABILITY FOR SUCH MATERIAL BREACH OR OMISSION EXCEED THE FEES PAID TO HCRI FOR THE AFFECTED SERVICE. VICOR FURTHER AGREES THAT HCRI SHALL NOT BE LIABLE TO LICENSEE VICOR FOR COSTS ANY SPECIAL, INDIRECT, EXEMPLARY, INCIDENTAL OR CONSEQUENTIAL DAMAGES INCLUDING BUT NOT LIMITED TO ANY DAMAGES RESULTING FROM LOSS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOST PROFITS; LOST SALES OR BUSINESS EXPENDITURES; INVESTMENTS; OR COMMITMENTS IN CONNECTION WITH ANY BUSINESSDATA, DELAY IN- THE STUDY, LOSS OF ANY GOODWILL, PROFITS OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES LOSS OF BUSINESS ARISING OUT OF OR RELATED TO IN CONNECTION WITH THIS AGREEMENT OR USE OF THE SOFTWARE ANY PRODUCTS, SERVICES OR DOCUMENTATIONMATERIALS FURNISHED HEREUNDER, HOWEVER CAUSED, ON ANY THEORY OF LIABILITY, AND WHETHER OR NOT ESRI EVEN IF HCRI HAS BEEN ADVISED OR SHOULD KNOW OF THE POSSIBILITY OF SUCH DAMAGES. b. EXCEPT AS EXPRESSLY STATED TO THE CONTRARY, THE LIMITATIONS STATED IN SECTION 11 (a) SHALL APPLY WHETHER THE ASSEKLED CLAIM, LIABILITY OR DAMAGES ARE BASED ON CONTRACT (INCLUDING BUT NOT LIMITED TO BREACH OF WARRANTY), TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE AND STRICT LIABILITY) OR ANY OTHER LEGAL OR EQUITABLE GROUNDS, AND REGARDLESS OF WHETHER THE ASSERTED CLAIM, LIABILITY OR DAMAGES ARISE FROM PERSONAL INJURY, PROPERTY DAMAGE, ECONOMIC LOSS OR ANY OTHER KIND OF INJURY, LOSS OR DAMAGE. THESE EACH OF SUCH LIMITATIONS SHALL APPLY NOTWITHSTANDING IS INTENDED TO BE ENFORCEABLE REGARDLESS OF WHETHER ANY FAILURE OTHER EXCLUSIVE OR NONEXCLUSIVE REMEDY UNDER THIS AGREEMENT FAILS OF ITS ESSENTIAL PURPOSE OF ANY LIMITED REMEDYPURPOSE. -------------------------------------------------------------------------------- VICAR PD2i Cardiac Analyzer CTSA (VIC00) (Final) Date: March 16, 2007 6 Harvard Clinical Research Institute, Inc. o VICOR Technologies, Inc. -------------------------------------------------------------------------------- c. VICOR acknowledges that the fees described in Exhibit A and the other economic terms of this Agreement and its Exhibits reflect the allocation of risks and the limitations of HCRI' s liability hereunder.

LIMITATION OF LIABILITY AND REMEDIES. Esri will use commercially reasonable efforts to provide corrections or workaround solutions for any problem or issue reported To the extent permitted by applicable xxx, Xxxx Xxxxx’s entire liability and determined to be in the Software or the documentation at no cost to Licensee for the term of this Agreement. While it is Esri's goal to provide an acceptable resolution for incoming problems/issues and incidents, Esri cannot predict a resolution time and is unable to guarantee that all problems or issues can be resolved or addressed. EXCEPT FOR THE ABOVE EXPRESS LIMITED WARRANTY, ESRI DISCLAIMS ALL OTHER WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINTERFERENCE, SYSTEM INTEGRATION, AND NONINFRINGEMENT. ESRI DOES NOT WARRANT THAT THE SOFTWARE OR DOCUMENTATION WILL MEET LICENSEE'S NEEDS, OR THAT LICENSEE'S OPERATION OF THE SAME WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ALL NONCONFORMITIES CAN OR WILL BE CORRECTED. If Esri fails to fulfill its obligations under this Agreement, LicenseeCustomer's sole and exclusive remedy is remedies for any damages arising from the right performance or nonperformance under this Contract related to terminate the use of the Service shall be the remedies set forth herein. Xxxx Deere shall not be liable for any loss or damage arising from Customer’s failure to comply with the provisions set forth in this Agreement immediately for the affected SoftwareContract. IN NO EVENT SHALL ESRI JOHN DEERE, THE DEALERS, JOHN DEERE’S WIRELESS SERVICE CARRIERS, THE SATELLITE PROVIDER, JOHN DEERE’S LICEN SORS, OR JOHN DEERE’S AFFILIATES BE LIABLE TO LICENSEE FOR COSTS CUSTOMER, ANY EMPLOYEE OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOST PROFITS; LOST SALES OR BUSINESS EXPENDITURES; INVESTMENTS; OR COMMITMENTS IN CONNECTION WITH ANY BUSINESS, LOSS OF ANY GOODWILLCUSTOMER, OR ANY THIRD PARTY AUTHORIZED BY CUSTOMER TO USE THE SYSTEM FOR ANY INJURY, LOSS, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR CONSEQUENTIAL SPECIAL DAMAGES, INCLUDING BUT NOT LIMITED TO ANY LOST PROFITS, LOST SAV INGS OR ANY INCIDENTAL DAMAGES ARISING OUT OF THE USE, INABILITY TO USE, UNAVAILABILITY, DELAY, FAULTINESS OR RELATED TO THIS AGREEMENT OR USE FAILURE OF THE SOFTWARE SYSTEMS OR DOCUMENTATIONANY PART THEREO F PROVIDED UNDER THIS CONTRACT, HOWEVER CAUSEDEVEN IF JOHN DEERE, ON ANY THEORY OF LIABILITYTHE DEALERS, AND WHETHER JOHN DEERE’S WIRELESS SERVICE CARRIERS, THE SATELLITE PROVIDER, JOHN DEERE’S LICENSORS, OR NOT ESRI HAS XXXX DEERE’S AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGEDAMAGES, AND CUSTOMER HEREBY WAIVES ANY RIGHT TO MAKE ANY CLAIMS FOR SUCH DAMAGES CUSTOMER HAS NO CONTRACTUAL RELATIONSHIP WITH THE UNDERLYING WIRELESS SERVICE CARRIER AND CUSTOMER IS NOT A THIRD PARTY BENEFICIARY OF ANY AGREEMENT BETWEEN JOHN DEERE AND THE UNDERLYING CARRIER. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING CUSTOMER UNDERSTANDS AND AGREE S THAT THE UNDERLYING CARRIER HAS NO LEGAL, EQUITABLE, OR OTHER LIABILITY OF ANY KIND TO CUSTOMER. IN ANY EVENT, REGARDLESS OF THE FORM OF THE ACTION, WHETHER FOR BREACH OF CONTRACT, WARRANTY, NEGLIGENCE, STRICT LIABILITY IN TORT, CONTRACTUAL OR EXTRACONTRACTUAL LIABILITY, OR OTHERWISE, CUSTOMER’S EXCLUSIVE REMEDY FOR CLAIMS ARISING IN ANY WAY IN CONNECTION W ITH THIS CONTRACT, FOR ANY CAUSE WHATSOEVER, INCLUDING BUT NOT LIMITED TO ANY FAILURE OR DISRUPTION OF ESSENTIAL PURPOSE SERVICE PROVIDED HEREUNDER, IS LIMITED TO PAYMENT OF DAMAGES IN AN AMOUNT NOT TO EXCEED ONE HUNDRED U.S. DOLLARS ($100.00). CUSTOMER UNDERSTANDS THAT JOHN DEERE AND THE UNDERLYING CARRIER CANNOT GUARANTY THE SECURITY OR RELIABILITY OF WIRELESS TRANSMISSIONS, AND WILL NOT BE LIABLE FOR ANY LACK OF SECURITY OR RELIABILITY RELATING TO THE USE OF THE SERVICES. FOR CUSTOMERS USING SPECIFIC VERSIONS OF SYSTEM HARDWARE, XXXXXXXX XXXXXXXXXXXX (“QUALCOMM”) IS AN UNDERLYING PROVIDER TO JOHN DEERE. ANY SUCH CUSTOMER ACKNOWLEDGES THAT FOR THE PROVISION OF THE JDLINK SERVICE, XXXX DEERE USES A DIGITAL TELEPHONE SERVICE THAT IS FURNISHED TO XXXX DEERE VIA QUALCOMM BY A WIRELESS CARRIER (“QUALCOMM WIRELESS CARRIER”) PURSUANT TO AN AGREEMENT BETWEEN QUALCOMM AND SUCH QUALCOMM WIRELESS CARRIER. IN NO EVENT SHALL QUALCOMM, THE QUALCOMM WIRELESS CARRIER, ITS LICENSORS, XXXX DEERE, OR ANY AFFILIATES OF THE FOREGOING PARTIES BE LIABLE TO CUSTOMER FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL OR SPECIAL DAMAGES, INCLUDING BUT NOT LIMITED REMEDYTO ANY LOST PROFITS, LOST SAVINGS OR ANY INCIDENTAL DAMAGES ARISING OUT OF THE USE OR INABILITY TO USE THE SERVICE, EVEN IF QUALCOMM, ITS WIRELESS CARRIER, ITS LICENSORS, XXXX DEERE, OR XXXX DEERE AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. CUSTOMER ACKNOWLEDGES AND AGREES THAT: (I) THE QUALCOMM SERVICE PROVIDED TO XXXX DEERE SHALL BE AVAILABLE FOR USE ONLY WITH TERMINALS OR OTHER EQUIPMENT APPROVED BY QUALCOMM AND ONLY WITHIN THE OPERATING RANGE OF THE WIRELESS CARRIER NETWORK WHICH MAY NOT COVER THE JURISDICTION OF CUSTOMER; AND (II) THE QUALCOMM SERVICE PROVIDED TO XXXX DEERE MAY BE TEMPORARILY REFUSED, INTERRUPTED, CURTAILED OR OTHERWISE LIMITED BECAUSE OF WIRELESS CARRIER NETWORK TRANSMISSION LIMITATIONS CAUSED BY ANY FACTOR, INCLUDING ATMOSPHERIC, ENVIRONMENTAL OR TOPOGRAPHICAL CONDITIONS, WIRELESS CARRIER FACILITIES LIMITATIONS OR CONSTRAINTS, OR WIRELESS CARRIER FACILITIES CHANGES, MODIFICATIONS, UPDATES, RELOCATIONS, REPAIRS, MAINTENANCE OR OTHER SIMILAR ACTIVITIES NECESSARY FOR THE PROPER OR IMPROVED OPERATION OF THE WIRELESS CARRIER FACILITIES. IF XXXX DEERE OR CUSTOMER CREATES SITUATIONS THAT CAUSE HIGHLY CONCENTRATED USAGE IN LIMITED AREAS ON THE WIRELESS CARRIER NETWORK, SUCH CUSTOMER MAY ENCOUNTER TEMPORARY CAPACITY CONSTRAINT-RELATED SYMPTOMS. IN NO EVENT IS QUALCOMM OR THE QUALCOMM WIRELESS CARRIER LIABLE TO CUSTOMER WITH RESPECT TO ANY CLAIM OR DAMAGE RELATED TO OR ARISING OUT OF OR IN CONNECTION WITH: (I) ANY SUCH TEMPORARY CAPACITY CONSTRAINT; (II) ANY COVERAGE GAP; OR (III) ANY TEMPORARY QUALCOMM SERVICE REFUSAL, INTERRUPTION, CURTAILMENT OR OTHER LIMITATION BECAUSE OF TRANSMISSION LIMITATIONS CAUSED BY ANY FACTOR, INCLUDING ATMOSPHERIC, ENVIRONMENTAL OR TOPOGRAPHICAL CONDITIONS, WIRELESS CARRIER FACILITIES LIMITATIONS OR CONSTRAINTS, OR WIRELESS CARRIER FACILITIES CHANGES, MODIFICATIONS, UPDATES, RELOCATIONS, REPAIRS, MAINTENANCE OR OTHER SIMILAR ACTIVITIES NECESSARY FOR THE PROPER OR IMPROVED OPERATION OF THE WIRELESS CARRIER FACILITIES. CUSTOMER ACKNOWLEDGES THAT THE QUALCOMM WIRELESS CARRIER MAY, IN ITS DISCRETION, MAKE MODIFICATIONS, UPDATES OR PERFORM MAINTENANCE ACTIVITIES ON ITS FACILITIES OR OPERATIONS, EQUIPMENT, SOFTWARE, PROCEDURES OR SERVICES WHICH COULD REASONABLY BE EXPECTED TO HAVE A SIGNIFICANT IMPACT ON THE SERVICE OR CUSTOMER. CUSTOMER ACKNOWLEDGES AND AGREES THAT ANY WIRELESS COVERAGE MAP INFORMATION MIGHT DEPICT SOME FUTURE COVERAGE THAT MAY OR MAY NOT BE IDENTIFIED AS SUCH, AND THAT THE SERVICE MAY NOT BE AVAILABLE IN ALL AREAS SHOWN ON THE MAP DUE TO A VARIETY OF FACTORS INCLUDING PREFERRED ROAMING LIST (PRL) UPDATES, WIRELESS CARRIER FACILITIES CONSTRAINTS, TOPOGRAPHICAL CONDITIONS (INCLUDING BUILDING CONFIGURATIONS), AND ENVIRONMENTAL CONDITIONS OR CAPACITY LIMITATIONS. CUSTOMER ACKNOWLEDGES THAT THE MAPS PROVIDED MAY NOT REFLECT TEMPORARY CHANGES IN COVERAGE OR COVERAGE GAPS THAT ARE LIMITED IN SCOPE. CUSTOMER SHALL ASSUME ANY WIRELESS COVERAGE RISKS. NEITHER XXXX DEERE NOR ANY OF ITS UNDERLYING SERVICE PROVIDERS SHALL BE LIABLE TO CUSTOMER FOR ANY CLAIM OR DAMAGE RELATED TO OR ARISING OUT OF OR IN CONNECTION WITH ANY MAP INFORMATION, INCLUDING THE ACCURACY THEREOF.

LIMITATION OF LIABILITY AND REMEDIES. Esri will use commercially reasonable efforts to provide corrections or workaround solutions for any problem or issue reported and determined to be in the Software or the documentation at no cost to Licensee for the term of this Agreement. While it is Esri's goal to provide an acceptable resolution for incoming problemsMEMBER UNDERSTANDS AND AGREES THAT THE NETWORK ADMINISTRATOR OPERATES THE RCI POINTS EXCHANGE PROGRAM AND DOES NOT SUPPLY TRAVEL SERVICES, AND NEITHER THE NETWORK ADMINISTRATOR NOR ANY INDEMNITEE IS RESPONSIBLE FOR OR CONTROLS THE TRAVEL-RELATED SERVICES OR BENEFITS THAT MAY BE MADE AVAILABLE TO MEMBERS BY THE NETWORK, AND MEMBER FURTHER UNDERSTANDS AND AGREES THAT THE LIABILITY OF AND REMEDIES AVAILABLE FROM THE NETWORK ADMINISTRATOR AND/issues and incidentsOR ANY INDEMNITEE ARISING OUT OF THESE TERMS AND CONDITIONS, Esri cannot predict a resolution time and is unable to guarantee that all problems or issues can be resolved or addressed. EXCEPT OR ANY OTHER NETWORK DOCUMENTS ARE AND SHALL BE LIMITED AS FOLLOWS: A. IN THE EVENT THAT THE NETWORK ADMINISTRATOR AND/OR ANY INDEMNITEE IS FOUND TO BE LIABLE FOR THE ABOVE EXPRESS LIMITED WARRANTY, ESRI DISCLAIMS ALL OTHER WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TODAMAGES, THE IMPLIED WARRANTIES TOTAL AMOUNT OF MERCHANTABILITY, FITNESS FOR DAMAGES A PARTICULAR PURPOSE, NONINTERFERENCE, SYSTEM INTEGRATION, MEMBER OR GUEST MAY RECOVER SHALL BE LIMITED TO THE AMOUNT OF NETWORK DUES AND NONINFRINGEMENT. ESRI DOES NOT WARRANT OTHER FEES THAT SUCH MEMBER ACTUALLY HAS PAID TO RCI DURING THE SOFTWARE OR DOCUMENTATION WILL MEET LICENSEE'S NEEDS, OR THAT LICENSEE'S OPERATION OF USE YEAR IN WHICH THE SAME WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ALL NONCONFORMITIES CAN OR WILL BE CORRECTED. If Esri fails to fulfill its obligations under this Agreement, Licensee's sole and exclusive remedy is the right to terminate this Agreement immediately for the affected Software. LIABILITY AROSE. B. IN NO EVENT SHALL ESRI THE NETWORK ADMINISTRATOR BE LIABLE TO LICENSEE A MEMBER OR GUEST FOR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOST PROFITS; LOST SALES OR BUSINESS EXPENDITURES; INVESTMENTS; OR COMMITMENTS IN CONNECTION WITH ANY BUSINESS, LOSS OF ANY GOODWILL, OR FOR ANY INDIRECT, SPECIAL, INCIDENTALCONSEQUENTIAL, INCIDENTAL OR CONSEQUENTIAL INDIRECT DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT IN CONNECTION WITH THE MEMBER’S PARTICIPATION IN OR USE OF THE SOFTWARE NETWORK. C. THE NETWORK ADMINISTRATOR OR DOCUMENTATIONINDEMNITEE SHALL NOT BE RESPONSIBLE, HOWEVER CAUSEDIN CONTRACT, TORT OR BY STATUTE, FOR THE ACTS OR OMISSIONS AND/OR REPRESENTATIONS (WHETHER ORAL OR WRITTEN) OF ANY THIRD PARTIES, INCLUDING BUT NOT LIMITED TO RESORTS OR INVENTORY PROVIDERS, AND MEMBER WAIVES AND RELEASES ANY CLAIM AGAINST THE NETWORK ADMINISTRATOR OR ANY INDEMNITEE FOR SUCH ACTS OR OMISSIONS. D. MEMBER ACKNOWLEDGES AND UNDERSTANDS THAT NEITHER THE NETWORK ADMINISTRATOR NOR ANY INDEMNITEE HAS THE ABILITY TO CONTROL THE OPERATIONS OF RESORTS OR INVENTORY PROVIDERS, INCLUDING THE FORM OF ACCESS PROVIDED TO THEIR FACILITIES (INCLUDING ACCESS FOR INDIVIDUALS WITH DISABILITIES), AND NEITHER THE NETWORK ADMINISTRATOR NOR ANY INDEMNITEE SHALL BE RESPONSIBLE FOR THE ACTIONS OR OMISSIONS OF RESORTS OR INVENTORY PROVIDERS. E. MEMBER ACKNOWLEDGES AND UNDERSTANDS THAT NEITHER THE NETWORK ADMINISTRATOR NOR ANY INDEMNITEE IS RESPONSIBLE FOR THE FINANCIAL VIABILITY OR THE QUALITY OF ACCOMMODATIONS, FACILITIES, AMENITIES, MANAGEMENT AND SERVICES THAT MAY BE MADE AVAILABLE THROUGH THE NETWORK, OR FOR ENSURING COMPLIANCE WITH ALL LAWS, RULES AND REGULATIONS BY INVENTORY. F. THE INFORMATION THAT THE NETWORK ADMINISTRATOR PROVIDES TO MEMBERS AND GUESTS ABOUT INVENTORY IS BASED ON INFORMATION OBTAINED FROM THE INVENTORY PROVIDER. THE NETWORK ADMINISTRATOR EXPRESSLY DISCLAIMS LIABILITY RESULTING FROM INACCURATE, INCOMPLETE OR MISLEADING INFORMATION CONCERNING ANY THEORY INVENTORY PROVIDED BY SUCH PROVIDERS. G. MEMBER ACKNOWLEDGES THAT THE PROVISIONS OF THIS PARAGRAPH 18 SHALL APPLY IF ANY LOSS, DAMAGE OR INJURY, IRRESPECTIVE OF CAUSE OR ORIGIN, RESULTS DIRECTLY OR INDIRECTLY FROM THE PERFORMANCE OR NONPERFORMANCE OF OBLIGATIONS IMPOSED BY THE NETWORK DOCUMENTS OR FROM NEGLIGENCE, ACTIVE OR OTHERWISE, STRICT LIABILITY, AND WHETHER VIOLATION OF ANY APPLICABLE CONSUMER PROTECTION LAW, OR NOT ESRI HAS BEEN ADVISED ANY OTHER ALLEGED FAULT ON THE PART OF THE POSSIBILITY OF SUCH DAMAGE. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING NETWORK ADMINISTRATOR OR ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDYINDEMNITEE.

LIMITATION OF LIABILITY AND REMEDIES. Esri will use commercially reasonable efforts to provide corrections or workaround solutions for any problem or issue reported and determined to be in the Software or the documentation at no cost to Licensee for the term of this Agreement. While it is Esri's goal to provide an acceptable resolution for incoming problems/issues and incidentsTO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, Esri cannot predict a resolution time and is unable to guarantee that all problems or issues can be resolved or addressed. EXCEPT FOR THE ABOVE EXPRESS LIMITED WARRANTY, ESRI DISCLAIMS ALL OTHER WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINTERFERENCE, SYSTEM INTEGRATION, AND NONINFRINGEMENT. ESRI DOES NOT WARRANT THAT THE SOFTWARE OR DOCUMENTATION WILL MEET LICENSEE'S NEEDS, OR THAT LICENSEE'S OPERATION OF THE SAME WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ALL NONCONFORMITIES CAN OR WILL BE CORRECTED. If Esri fails to fulfill its obligations under this Agreement, Licensee's sole and exclusive remedy is the right to terminate this Agreement immediately for the affected Software. IN NO EVENT SHALL ESRI MESSAGEWARE OR ITS SUPPLIERS, RESELLERS, AND RELATED THIRD PARTIES, BE LIABLE TO LICENSEE FOR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOST PROFITS; LOST SALES OR BUSINESS EXPENDITURES; INVESTMENTS; OR COMMITMENTS IN CONNECTION WITH ANY BUSINESS, LOSS OF ANY GOODWILL, OR FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, INCIDENTALPUNITIVE, OR CONSEQUENTIAL OTHER DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR OTHER PECUNIARY LOSS) ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE USE OF OR INABILITY TO USE THE SOFTWARE OR DOCUMENTATIONSOFTWARE, HOWEVER CAUSED, ON ANY THEORY OF LIABILITY, AND WHETHER OR NOT ESRI EVEN IF MESSAGEWARE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGEDAMAGES. THESE LIMITATIONS BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO CUSTOMER. THE ENTIRE LIABILITY OF MESSAGEWARE OR ANY OF ITS SUPPLIERS, RESELLERS, AND RELATED THIRD PARTIES, FOR ANY DAMAGES SHALL BE LIMITED TO THE AMOUNT ACTUALLY PAID BY THE CUSTOMER FOR THE LICENSE. THE FOREGOING LIMITATION, EXCLUSION AND DISCLAIMERS SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EVEN IF ANY REMEDY FAILS ITS ESSENTIAL PURPOSE. NOTWITHSTANDING ANYTHING TO THE FOREGOING IN THIS AGREEMENT, THE CUSTOMER HEREBY WAIVES, RELEASES AND FOREVER DISCHARGES MESSAGEWARE'S SUPPLIERS, RESELLERS, AND RELATED THIRD PARTIES, FROM ANY FAILURE AND ALL ACTIONS, CAUSES OF ESSENTIAL PURPOSE OF ACTIONS, CLAIMS AND DEMANDS, FOR DAMAGES, LOSS OR INJURY TO THE CUSTOMER, HOWSOEVER ARISING IN CONNECTION WITH THIS AGREEMENT, AND THE CUSTOMER SPECIFICALLY AGREES NOT TO BRING ANY LIMITED REMEDYCLAIM AGAINST ANY THIRD PARTY THAT MAY CLAIM INDEMNITY OR RESPONSIBILITY FROM MESSAGEWARE.

LIMITATION OF LIABILITY AND REMEDIES. Esri DIGITAL ACOUSTICS will use commercially reasonable efforts to provide corrections or workaround solutions for any problem or issue reported and determined to be in the Software SOFTWARE or the documentation at no cost to Licensee LICENSEE for the term of this AgreementAGREEMENT. While it is Esri's DIGITAL ACOUSTICS' goal to provide an acceptable resolution for incoming problems/issues and incidents, Esri DIGITAL ACOUSTICS cannot predict a resolution time and is unable to guarantee that all problems or issues can be resolved or addressed. EXCEPT FOR THE ABOVE EXPRESS LIMITED WARRANTY, ESRI DIGITAL ACOUSTICS DISCLAIMS ALL OTHER WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINTERFERENCE, SYSTEM INTEGRATION, AND NONINFRINGEMENT. ESRI DIGITAL ACOUSTICS DOES NOT WARRANT THAT THE SOFTWARE OR DOCUMENTATION WILL MEET LICENSEE'S NEEDS, OR THAT LICENSEE'S OPERATION OF THE SAME WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ALL NONCONFORMITIES CAN OR WILL BE CORRECTED. If Esri DIGITAL ACOUSTICS fails to fulfill its obligations under this AgreementAGREEMENT, Licensee's LICENSEE’s sole and exclusive remedy is the right to terminate this Agreement AGREEMENT immediately for the affected SoftwareSOFTWARE. IN NO EVENT SHALL ESRI DIGITAL ACOUSTICS BE LIABLE TO LICENSEE FOR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOST PROFITS; LOST SALES OR BUSINESS EXPENDITURES; INVESTMENTS; OR COMMITMENTS IN CONNECTION WITH ANY BUSINESS, LOSS OF ANY GOODWILL, OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT OR USE OF THE SOFTWARE OR DOCUMENTATION, HOWEVER CAUSED, ON ANY THEORY OF LIABILITY, AND WHETHER OR NOT ESRI DIGITAL ACOUSTICS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.

LIMITATION OF LIABILITY AND REMEDIES. Esri will use commercially reasonable efforts to provide corrections or workaround solutions for any problem or issue reported and determined to be in the Software or the documentation at no cost to Licensee for the term of this Agreement(a) THE WARRANTY SET FORTH HEREIN IS THE ONLY WARRANTY APPLICABLE TO ANY PRODUCT PURCHASED BY CUSTOMER. While it is Esri's goal to provide an acceptable resolution for incoming problems/issues and incidents, Esri cannot predict a resolution time and is unable to guarantee that all problems or issues can be resolved or addressed. EXCEPT FOR THE ABOVE EXPRESS LIMITED WARRANTY, ESRI DISCLAIMS ALL OTHER WARRANTIES OF ANY KINDWARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING, INCLUDING BUT NOT LIMITED TO, TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSEPURPOSE AND NONINFRINGEMENT ARE EXPRESSLY DISCLAIMED. COMPANY’S LIABILITY WHETHER IN CONTRACT, NONINTERFERENCEIN TORT, SYSTEM INTEGRATIONUNDER ANY WARRANTY, IN NEGLIGENCE OR OTHERWISE SHALL NOT EXCEED THE PURCHASE PRICE PAID BY CUSTOMER FOR THE PRODUCT. UNDER NO CIRCUMSTANCES SHALL COMPANY BE LIABLE FOR SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES. THE PRICE STATED FOR THE PRODUCT IS A CONSIDERATION IN LIMITING COMPANY'S LIABILITY. NO ACTION, REGARDLESS OF FORM, MAY BE BROUGHT BY CUSTOMER MORE THAN ONE YEAR AFTER THE SHIPMENT DATE OF THE PRODUCT. (b) CUSTOMER’S SOLE REMEDY FOR BREACH OF THIS LIMITED WARRANTY IS REPAIR OR REPLACEMENT OF THE NON-CONFORMING PRODUCT OR REFUND OF THE PURCHASE PRICE OF THE NON-CONFORMING PRODUCT, AT COMPANY’S OPTION, AND NONINFRINGEMENT. ESRI DOES NOT WARRANT THAT SUBJECT TO (I) THE SOFTWARE OR DOCUMENTATION WILL MEET LICENSEE'S NEEDSOTHER TERMS AND CONDITIONS HEREOF AND (II) COMPLIANCE BY CUSTOMER WITH THE CLAIMS PROCEDURES SPECIFIED HEREIN. (c) In no event will Company be liable for any loss, OR THAT LICENSEE'S OPERATION OF THE SAME WILL BE UNINTERRUPTED OR ERROR FREEdamage or claim arising out of or related to: (i) stored, OR THAT ALL NONCONFORMITIES CAN OR WILL BE CORRECTED. If Esri fails transmitted, or recorded data, files or software; (ii) any act or omission of Customer or third parties; (iii) interoperability, interaction or interconnection of the Product with applications, equipment, services or networks provided by Customer or third parties; or (iv) loss or destruction of any hardware, software, files or data resulting from any virus or other harmful feature or from any attempt to fulfill its obligations under this Agreement, Licensee's sole and exclusive remedy is the right to terminate this Agreement immediately for the affected Software. IN NO EVENT SHALL ESRI BE LIABLE TO LICENSEE FOR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOST PROFITS; LOST SALES OR BUSINESS EXPENDITURES; INVESTMENTS; OR COMMITMENTS IN CONNECTION WITH ANY BUSINESS, LOSS OF ANY GOODWILL, OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT OR USE OF THE SOFTWARE OR DOCUMENTATION, HOWEVER CAUSED, ON ANY THEORY OF LIABILITY, AND WHETHER OR NOT ESRI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDYremove it.

LIMITATION OF LIABILITY AND REMEDIES. Esri will use commercially reasonable efforts to provide corrections or workaround solutions for any problem or issue reported and determined to be in the Software or the documentation at no cost to Licensee for the term of this Agreement. While it is Esri's goal to provide an acceptable resolution for incoming problems/issues and incidents, Esri cannot predict a resolution time and is unable to guarantee that all problems or issues can be resolved or addressed. EXCEPT FOR TO THE ABOVE EXPRESS LIMITED WARRANTY, ESRI DISCLAIMS ALL OTHER WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINTERFERENCE, SYSTEM INTEGRATION, MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW: (I) FVC’S ENTIRE LIABILITY AND NONINFRINGEMENT. ESRI DOES NOT WARRANT THAT YOUR EXCLUSIVE REMEDY IN CONNECTION WITH THE SOFTWARE OR AND THE DOCUMENTATION WILL MEET LICENSEE'S NEEDS, OR SHALL BE THAT LICENSEE'S OPERATION YOU ARE ENTITLED TO RETURN THE DEFECTIVE MEDIA CONTAINING THE SOFTWARE TOGETHER WITH THE DOCUMENTATION TO THE MERCHANT. AT THE OPTION OF THE SAME WILL BE UNINTERRUPTED MERCHANT, YOU MAY RECEIVE REPLACEMENT MEDIA CONTAINING THE SOFTWARE AND DOCUMENTATION THAT CONFORMS WITH THE LIMITED WARRANTY OR ERROR FREEA REFUND OF THE AMOUNT PAID BY YOU; AND, OR THAT ALL NONCONFORMITIES CAN OR WILL BE CORRECTED. If Esri fails to fulfill its obligations under this Agreement, Licensee's sole and exclusive remedy is the right to terminate this Agreement immediately for the affected Software. (II) IN NO EVENT SHALL ESRI WILL FVC BE LIABLE FOR ANY INDIRECT DAMAGES OR OTHER RELIEF ARISING OUT OF YOUR USE OR INABILITY TO LICENSEE FOR COSTS USE THE SOFTWARE INCLUDING, BY WAY OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; ILLUSTRATION AND NOT LIMITATION, LOST PROFITS; , LOST SALES BUSINESS OR BUSINESS EXPENDITURES; INVESTMENTS; OR COMMITMENTS IN CONNECTION WITH ANY BUSINESS, LOSS OF ANY GOODWILLLOST OPPORTUNITY, OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF SUCH USE OR RELATED INABILITY TO THIS AGREEMENT USE THE SOFTWARE, EVEN FVC OR USE OF THE SOFTWARE AN AUTHORIZED FVC DEALER, DISTRIBUTOR OR DOCUMENTATION, HOWEVER CAUSED, ON ANY THEORY OF LIABILITY, AND WHETHER OR NOT ESRI SUPPLIER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGEDAMAGES, OR FOR ANY CLAIM BY ANY THIRD PARTY; AND, (III) FVC’S CUMULATIVE LIABILITY UNDER THIS AGREEMENT, UNDER ANY THEORY OF LIABILITY, SHALL NOT EXCEED THE AMOUNT YOU PAID FOR THE SOFTWARE AND DOCUMENTATION. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDYSome jurisdictions do not allow the exclusion or limitations of incidental or consequential damages so the above limitation or exclusion may not apply to you.

LIMITATION OF LIABILITY AND REMEDIES. Esri will use commercially reasonable efforts to provide corrections or workaround solutions for any problem or issue reported and determined to be in the Software or the documentation at no cost to Licensee for the term of this AgreementUNDER NO CIRCUMSTANCES SHALL DOMAIN COMPUTER SERVICES, INC. While it is Esri's goal to provide an acceptable resolution for incoming problems/issues and incidentsBE LIABLE FOR SPECIAL, Esri cannot predict a resolution time and is unable to guarantee that all problems or issues can be resolved or addressed. EXCEPT FOR THE ABOVE EXPRESS LIMITED WARRANTYINCIDENTAL, ESRI DISCLAIMS ALL OTHER WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIEDCONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINTERFERENCE, SYSTEM INTEGRATION, AND NONINFRINGEMENT. ESRI DOES NOT WARRANT THAT THE SOFTWARE OR DOCUMENTATION WILL MEET LICENSEE'S NEEDS, OR THAT LICENSEE'S OPERATION OF THE SAME WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ALL NONCONFORMITIES CAN OR WILL BE CORRECTED. If Esri fails to fulfill its obligations under this Agreement, Licensee's sole and exclusive remedy is the right to terminate this Agreement immediately for the affected Software. IN NO EVENT SHALL ESRI BE LIABLE TO LICENSEE FOR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOST PROFITS; LOST SALES OR BUSINESS EXPENDITURES; INVESTMENTS; OR COMMITMENTS IN CONNECTION WITH ANY BUSINESS, LOSS OF ANTICIPATED PROFITS OR LOSS RESULTING FROM BUSINESS DISRUPTION DUE TO ANY GOODWILLREASON, OR FOR ANY INDIRECTEVEN IF DOMAIN COMPUTER SERVICES, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT OR USE OF THE SOFTWARE OR DOCUMENTATION, HOWEVER CAUSED, ON ANY THEORY OF LIABILITY, AND WHETHER OR NOT ESRI INC. HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGEDAMAGES. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING YOU AGREE THAT THE AGGREGATE LIABILITY OF DOMAIN, ITS SUPPLIERS, PARTNERS AND THEIR RESPECTIVE AFFILIATES FOR ANY FAILURE AND ALL CLAIMS IN CONNECTION WITH THE BDR SYSTEM OR BDR MANAGEMENT SERVICES IS LIMITED TO THE AMOUNT PAID FOR THAT SERVICE DURING THE SIX(6) MONTH PERIOD BEFORE THE RELEVANT CLAIM OR FIVE-HUNDRED US DOLLARS ($500), WHICHEVER IS LOWER. IF YOUR ACCOUNT IS PAST DUE OR IN ANY WAY IN VIOLATION OF ESSENTIAL PURPOSE OUR POLICIES OR RECOMMENDATIONS YOU AGREE THAT THERE IS NO LIABILITY OF DOMAIN TO YOU. YOU SPECIFICALLY AGREE THAT THIS DAMAGES LIMITATION IS A FUNDAMENTAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN YOU AND DOMAIN THE STATED WARRANTIES AND THE COMMITMENTS SET FORTH HEREIN ARE IN LIEU OF ALL OTHER OBLIGATIONS OR LIABILITIES ON THE PART OF DOMAIN COMPUTER SERVICES, INC. FOR DAMAGES OR OTHER RELIEF, INCLUDING, BUT NOT LIMITED TO, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES THAT IN ANY WAY ARISE OUT OF OR IN CONNECTION WITH THE USE AND/OR THE PERFORMANCE OF ANY LIMITED REMEDYSOFTWARE, HARDWARE OR SERVICE.

LIMITATION OF LIABILITY AND REMEDIES. Esri will use commercially reasonable efforts to provide corrections or workaround solutions for any problem or issue reported and determined to be in the Software or the documentation at no cost to Licensee for the term of this Agreement. While it is Esri's goal to provide an acceptable resolution for incoming problems/issues and incidentsEXCEPT AS PROVIDED BELOW AND EXCEPT WHEN THERE HAS BEEN A FINDING OF GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, Esri cannot predict a resolution time and is unable to guarantee that all problems or issues can be resolved or addressed. EXCEPT IN NO EVENT SHALL CBOE DIGITAL, ITS AFFILIATES OR ITS OR THEIR OFFICERS, DIRECTORS, MEMBERS, EMPLOYEES, PARTNERS AGENTS AND REPRESENTATIVES BE LIABLE TO ANY PERSON FOR THE ABOVE EXPRESS LIMITED WARRANTYANY LOSSES, ESRI DISCLAIMS ALL OTHER WARRANTIES OF ANY KINDDAMAGES, EITHER EXPRESS COSTS OR IMPLIED, EXPENSES INCLUDING, BUT NOT LIMITED TOTO LOSS OF PROFITS, LOSS OF USE, DIRECT, SPECIAL, PUNITIVE, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, ARISING FROM: (A) ANY FAILURE OR MALFUNCTION OF THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINTERFERENCE, SYSTEM INTEGRATION, AND NONINFRINGEMENT. ESRI DOES NOT WARRANT THAT THE SOFTWARE OR DOCUMENTATION WILL MEET LICENSEE'S NEEDSSERVICES, OR THAT LICENSEE'S OPERATION OF ANY FACILITIES USED TO SUPPORT THE SAME WILL BE UNINTERRUPTED (B) ANY FAULT IN DELIVERY, DELAY, OMISSION, SUSPENSION, INACCURACY OR ERROR FREETERMINATION, OR THAT ALL NONCONFORMITIES CAN OR WILL BE CORRECTED. If Esri fails to fulfill its obligations under this AgreementANY OTHER CAUSE, Licensee's sole and exclusive remedy is the right to terminate this Agreement immediately for the affected Software. IN NO EVENT SHALL ESRI BE LIABLE TO LICENSEE FOR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOST PROFITS; LOST SALES OR BUSINESS EXPENDITURES; INVESTMENTS; OR COMMITMENTS IN CONNECTION WITH THE FURNISHING, PERFORMANCE, MAINTENANCE, USE OF OR INABILITY TO USE ALL OR ANY BUSINESSPART OF THE SERVICES OR OTHER INFORMATION MADE AVAILABLE ON THE SITE, LOSS OF ANY GOODWILLTHE SERVICES, OR ANY FACILITIES USED TO SUPPORT THE SERVICES. THE FOREGOING SHALL APPLY REGARDLESS OF WHETHER A CLAIM ARISES IN CONTRACT, TORT (INCLUDING NEGLIGENCE AND BREACH OF STATUTORY DUTY), STRICT LIABILITY OR OTHERWISE. THE SOLE LIABILITY OF CBOE DIGITAL, ITS AFFILIATES AND/OR ANY OF THEIR RESPECTIVE SUCCESSORS OR ASSIGNS, AND ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, MEMBERS, EMPLOYEES, PARTNERS, AGENTS AND REPRESENTATIVES FOR ANY INDIRECTDIRECT LOSS OR DAMAGE WHETHER IN CONTRACT, SPECIALTORT (INCLUDING NEGLIGENCE AND BREACH OF STATUTORY DUTY), INCIDENTAL, STRICT LIABILITY OR CONSEQUENTIAL DAMAGES OTHERWISE ARISING OUT OF OR RELATED IN CONNECTION WITH THE SERVICES OR THE TERMS OF USE SHALL BE LIMITED TO THIS AGREEMENT OR USE OF THE SOFTWARE OR DOCUMENTATION, HOWEVER CAUSED, ON (A) $1,000 FOR ANY THEORY OF LIABILITY, SINGLE CLAIM AND WHETHER OR NOT ESRI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY(B) $10,000 FOR ALL CLAIMS.

LIMITATION OF LIABILITY AND REMEDIES. Esri During the term of the Annual Support and Upgrades Agreement, NextGen will use commercially reasonable efforts to provide corrections You with Technical Support to address any material issue or workaround solutions for any problem or issue reported and determined to be in the Software or the documentation at no cost to Licensee for the term of this AgreementSoftware. While it is EsriNextGen's goal to provide an acceptable resolution for incoming answers or solutions which address such issues or problems/issues and incidents, Esri cannot predict a resolution time and NextGen is unable to guarantee that all problems every issue or issues problem can or will be resolved or addressedresolved. EXCEPT FOR THE ABOVE EXPRESS LIMITED WARRANTY, ESRI NEXTGEN DISCLAIMS ALL OTHER WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TOLIMITED, TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, NONINTERFERENCE, SYSTEM INTEGRATION, AND NONINFRINGEMENT. ESRI DOES NOT WARRANT THAT THE SOFTWARE OR DOCUMENTATION WILL MEET LICENSEE'S NEEDS, OR THAT LICENSEE'S OPERATION OF THE SAME WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ALL NONCONFORMITIES CAN OR WILL BE CORRECTED. If Esri fails to fulfill its obligations under this Agreement, Licensee's sole and exclusive remedy is the right to terminate this Agreement immediately for the affected Software. IN NO EVENT SHALL ESRI WILL NEXTGEN BE LIABLE TO LICENSEE YOU FOR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS ANY, INDIRECT OR SERVICES; OTHER DAMAGES, INCLUDING ANY LOST PROFITS; , LOST SALES SAVINGS OR BUSINESS EXPENDITURES; INVESTMENTS; OR COMMITMENTS IN CONNECTION WITH ANY BUSINESS, LOSS OF ANY GOODWILL, OR FOR ANY INDIRECTOTHER INCIDENTAL, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR CONSEQUENTIAL EXEMPLARY DAMAGES ARISING OUT OF OR RELATED RELATING TO THIS AGREEMENT TECHNICAL SUPPORT, OR USE A LOSS OF THE SOFTWARE DATA OR DOCUMENTATIONPROFITS, HOWEVER CAUSEDWHETHER IN AN ACTION OF CONTRACT, ON NEGLIENCE OR OTHER TORTIOUS ACTION, EVEN IF NEXTGEN OR ANY THEORY OF LIABILITY, AND WHETHER OR NOT ESRI HAS AUTHORIZED NEXTGEN BUSINESS PARTNER HAD BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGEDAMAGES. THESE LIMITATIONS NOR SHALL APPLY NOTWITHSTANDING NEXTGEN BE LIABLE FOR ANY FAILURE SIMILAR CLAIM AGAINST YOU BY ANY OTHER PARTY. NEXTGEN'S OBLIGATIONS UNDER THE ANNUAL SUPPORT AND UPGRADES AGREEMENT, UNDER ANY THEORY OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDYLIABILITY OR CONTRIBUTION, SHALL NOT EXCEED THE AMOUNT PAID BY YOU FOR THE APPLICABLE ANNUAL SUPPORT AND UPGRADE AGREEMENT TERM.

LIMITATION OF LIABILITY AND REMEDIES. Esri Axiom Innovations will use commercially reasonable efforts to provide corrections or workaround solutions for any problem or issue reported and determined to be in the Software or the documentation at no cost to Licensee for the term of this Agreement. While it is Esri's Axiom Innovations goal to provide an acceptable resolution for incoming problems/issues and incidents, Esri Axiom Innovations cannot predict a resolution time and is unable to guarantee that all problems or issues can be resolved or addressed. EXCEPT FOR THE ABOVE EXPRESS LIMITED WARRANTY, ESRI AXIOM INNOVATIONS DISCLAIMS ALL OTHER WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINTERFERENCE, SYSTEM INTEGRATION, AND NONINFRINGEMENT. ESRI AXIOM INNOVATIONS DOES NOT WARRANT THAT THE SOFTWARE OR DOCUMENTATION WILL MEET LICENSEE'S NEEDS, OR THAT LICENSEE'S OPERATION OF THE SAME WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ALL NONCONFORMITIES CAN OR WILL BE CORRECTED. If Esri Axiom Innovations fails to fulfill its obligations under this Agreement, Licensee's sole and exclusive remedy is the right to terminate this Agreement immediately for the affected Software. IN NO EVENT SHALL ESRI AXIOM INNOVATIONS BE LIABLE TO LICENSEE FOR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOST PROFITS; LOST SALES OR BUSINESS EXPENDITURES; INVESTMENTS; OR COMMITMENTS IN CONNECTION WITH ANY BUSINESS, LOSS OF ANY GOODWILL, OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT OR USE OF THE SOFTWARE OR DOCUMENTATION, HOWEVER CAUSED, ON ANY THEORY OF LIABILITY, AND WHETHER OR NOT ESRI AXIOM INNOVATIONS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.

LIMITATION OF LIABILITY AND REMEDIES. Esri will use commercially reasonable efforts to provide corrections or workaround solutions for any problem or issue reported To the extent permitted by applicable xxx, Xxxx Xxxxx’s entire liability and determined to be in the Software or the documentation at no cost to Licensee for the term of this Agreement. While it is Esri's goal to provide an acceptable resolution for incoming problems/issues and incidents, Esri cannot predict a resolution time and is unable to guarantee that all problems or issues can be resolved or addressed. EXCEPT FOR THE ABOVE EXPRESS LIMITED WARRANTY, ESRI DISCLAIMS ALL OTHER WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINTERFERENCE, SYSTEM INTEGRATION, AND NONINFRINGEMENT. ESRI DOES NOT WARRANT THAT THE SOFTWARE OR DOCUMENTATION WILL MEET LICENSEE'S NEEDS, OR THAT LICENSEE'S OPERATION OF THE SAME WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ALL NONCONFORMITIES CAN OR WILL BE CORRECTED. If Esri fails to fulfill its obligations under this Agreement, LicenseeCustomer's sole and exclusive remedy is remedies for any damages arising from the right performance or nonperformance under this Contract related to terminate the use of the Service shall be the remedies set forth herein. Xxxx Deere shall not be liable for any loss or damage arising from Customer’s failure to comply with the provisions set forth in this Agreement immediately for the affected SoftwareContract. IN NO EVENT SHALL ESRI JOHN DEERE, THE DEALERS, JOHN DEERE’S WIRELESS SERVICE CARRIERS, THE SATELLITE PROVIDER, JOHN DEERE’S LICEN SORS, OR JOHN DEERE’S AFFILIATES BE LIABLE TO LICENSEE FOR COSTS CUSTOMER, ANY EMPLOYEE OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOST PROFITS; LOST SALES OR BUSINESS EXPENDITURES; INVESTMENTS; OR COMMITMENTS IN CONNECTION WITH ANY BUSINESS, LOSS OF ANY GOODWILLCUSTOMER, OR ANY THIRD PARTY AUTHORIZED BY CUSTOMER TO USE THE SYSTEM FOR ANY INJURY, LOSS, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR CONSEQUENTIAL SPECIAL DAMAGES, INCLUDING BUT NOT LIMITED TO ANY LOST PROFITS, LOST SAV INGS OR ANY INCIDENTAL DAMAGES ARISING OUT OF THE USE, INABILITY TO USE, UNAVAILABILITY, DELAY, FAULTINESS OR RELATED TO THIS AGREEMENT OR USE FAILURE OF THE SOFTWARE SYSTEMS OR DOCUMENTATIONANY PART THEREOF PROVIDED UNDER THIS CONTRACT, HOWEVER CAUSEDEVEN IF JOHN DEERE, ON ANY THEORY OF LIABILITYTHE DEALERS, AND WHETHER JOHN DEERE’S WIRELESS SERVICE CARRIERS, THE SATELLITE PROVIDER, JOHN DEERE’S LICENSORS, OR NOT ESRI HAS XXXX DEERE’S AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGEDAMAGES, AND CUSTOMER HEREBY WAIVES ANY RIGHT TO MAKE ANY CLAIMS FOR SUCH DAMAGES CUSTOMER HAS NO CONTRACTUAL RELATIONSHIP WITH THE UNDERLYING WIRELESS SERVICE CARRIER AND C USTOMER IS NOT A THIRD PARTY BENEFICIARY OF ANY AGREEMENT BETWEEN JOHN DEERE AND THE UNDERLYING CARRIER. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING CUSTOMER UNDERSTANDS AND AGREE S THAT THE UNDERLYING CARRIER HAS NO LEGAL, EQUITABLE, OR OTHER LIABILITY OF ANY KIND TO CUSTOMER. IN ANY EVENT, REGARD LESS OF THE FORM OF THE ACTION, WHETHER FOR BREACH OF CONTRACT, WARRANTY, NEGLIGENCE, STRICT LIABILITY IN TORT, CONTRACTUAL OR EXTRACONTRACTUAL LIABILITY, OR OTHERWISE, CUSTOMER’S EXCLUSIVE REMEDY FOR CLAIMS ARISING IN ANY WAY IN CONNECTION WITH THIS CONTRACT, FOR ANY CAUSE WHATSOEVER, INCLUDING BUT NOT LIMITED TO ANY FAILURE OR DISRUPTION OF ESSENTIAL PURPOSE SERVICE PROVIDED HEREUNDER, IS LIMITED TO PAYMENT OF DAMAGES IN AN AMOUNT NOT TO EXCEED ONE HUNDRED U.S. DOLLARS ($100.00). CUSTOMER UNDERSTANDS THAT JOHN DEERE AND THE UNDERLYING CARRIER CANNOT GUARANTY THE SECURITY OR RELIABILITY OF WIRELESS TRANSMISSIONS, AND WILL NOT BE LIABLE FOR ANY LACK OF SECURITY OR RELIABILITY RELATING TO THE USE OF THE SERVICES. FOR CUSTOMERS USING SPECIFIC VERSIONS OF SYSTEM HARDWARE, XXXXXXXX XXXXXXXXXXXX (“QUALCOMM”) IS AN UNDERLYING PROVIDER TO JOHN DEERE. ANY SUCH CUSTOMER ACKNOWLEDGES THAT FOR THE PROVISION OF THE JDLINK SERVICE, XXXX DEERE USES A DIGITAL TELEPHONE SERVICE THAT IS FURNISHED TO XXXX DEERE VIA QUALCOMM BY A WIRELESS CARRIER (“QUALCOMM WIRELESS CARRIER”) PURSUANT TO AN AGREEMENT BETWEEN QUALCOMM AND SUCH QUALCOMM WIRELESS CARRIER. IN NO EVENT SHALL QUALCOMM, THE QUALCOMM WIRELESS CARRIER, ITS LICENSORS, XXXX DEERE, OR ANY AFFILIATES OF THE FOREGOING PARTIES BE LIABLE TO CUSTOMER FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL OR SPECIAL DAMAGES, INCLUDING BUT NOT LIMITED REMEDYTO ANY LOST PROFITS, LOST SAVINGS OR ANY INCIDENTAL DAMAGES ARISING OUT OF THE USE OR INABILITY TO USE THE SERVICE, EVEN IF QUALCOMM, ITS WIRELESS CARRIER, ITS LICENSORS, XXXX DEERE, OR XXXX DEERE AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. CUSTOMER ACKNOWLEDGES AND AGREES THAT: (I) THE QUALCOMM SERVICE PROVIDED TO XXXX DEERE SHALL BE AVAILABLE FOR USE ONLY WITH TERMINALS OR OTHER EQUIPMENT APPROVED BY QUALCOMM AND ONLY WITHIN THE OPERATING RANGE OF THE WIRELESS CARRIER NETWORK WHICH MAY NOT COVER THE JURISDICTION OF CUSTOMER; AND (II) THE QUALCOMM SERVICE PROVIDED TO XXXX DEERE MAY BE TEMPORARILY REFUSED, INTERRUPTED, CURTAILED OR OTHERWISE LIMITED BECAUSE OF WIRELESS CARRIER NETWORK TRANSMISSION LIMITATIONS CAUSED BY ANY FACTOR, INCLUDING ATMOSPHERIC, ENVIRONMENTAL OR TOPOGRAPHICAL CONDITIONS, WIRELESS CARRIER FACILITIES LIMITATIONS OR CONSTRAINTS, OR WIRELESS CARRIER FACILITIES CHANGES, MODIFICATIONS, UPDATES, RELOCATIONS, REPAIRS, MAINTENANCE OR OTHER SIMILAR ACTIVITIES NECESSARY FOR THE PROPER OR IMPROVED OPERATION OF THE WIRELESS CARRIER FACILITIES. IF XXXX DEERE OR CUSTOMER CREATES SITUATIONS THAT CAUSE HIGHLY CONCENTRATED USAGE IN LIMITED AREAS ON THE WIRELESS CARRIER NETWORK, SUCH CUSTOMER MAY ENCOUNTER TEMPORARY CAPACITY CONSTRAINT-RELATED SYMPTOMS. IN NO EVENT IS QUALCOMM OR THE QUALCOMM WIRELESS CARRIER LIABLE TO CUSTOMER WITH RESPECT TO ANY CLAIM OR DAMAGE RELATED TO OR ARISING OUT OF OR IN CONNECTION WITH: (I) ANY SUCH TEMPORARY CAPACITY CONSTRAINT; (II) ANY COVERAGE GAP; OR (III) ANY TEMPORARY QUALCOMM SERVICE REFUSAL, INTERRUPTION, CURTAILMENT OR OTHER LIMITATION BECAUSE OF TRANSMISSION LIMITATIONS CAUSED BY ANY FACTOR, INCLUDING ATMOSPHERIC, ENVIRONMENTAL OR TOPOGRAPHICAL CONDITIONS, WIRELESS CARRIER FACILITIES LIMITATIONS OR CONSTRAINTS, OR WIRELESS CARRIER FACILITIES CHANGES, MODIFICATIONS, UPDATES, RELOCATIONS, REPAIRS, MAINTENANCE OR OTHER SIMILAR ACTIVITIES NECESSARY FOR THE PROPER OR IMPROVED OPERATION OF THE WIRELESS CARRIER FACILITIES. CUSTOMER ACKNOWLEDGES THAT THE QUALCOMM WIRELESS CARRIER MAY, IN ITS DISCRETION, MAKE MODIFICATIONS, UPDATES OR PERFORM MAINTENANCE ACTIVITIES ON ITS FACILITIES OR OPERATIONS, EQUIPMENT, SOFTWARE, PROCEDURES OR SERVICES WHICH COULD REASONABLY BE EXPECTED TO HAVE A SIGNIFICANT IMPACT ON THE SERVICE OR CUSTOMER. CUSTOMER ACKNOWLEDGES AND AGREES THAT ANY WIRELESS COVERAGE MAP INFORMATION MIGHT DEPICT SOME FUTURE COVERAGE THAT MAY OR MAY NOT BE IDENTIFIED AS SUCH, AND THAT THE SERVICE MAY NOT BE AVAILABLE IN ALL AREAS SHOWN ON THE MAP DUE TO A VARIETY OF FACTORS INCLUDING PREFERRED ROAMING LIST (PRL) UPDATES, WIRELESS CARRIER FACILITIES CONSTRAINTS, TOPOGRAPHICAL CONDITIONS (INCLUDING BUILDING CONFIGURATIONS), AND ENVIRONMENTAL CONDITIONS OR CAPACITY LIMITATIONS. CUSTOMER ACKNOWLEDGES THAT THE MAPS PROVIDED MAY NOT REFLECT TEMPORARY CHANGES IN COVERAGE OR COVERAGE GAPS THAT ARE LIMITED IN SCOPE. CUSTOMER SHALL ASSUME ANY WIRELESS COVERAGE RISKS. NEITHER XXXX DEERE NOR ANY OF ITS UNDERLYING SERVICE PROVIDERS SHALL BE LIABLE TO CUSTOMER FOR ANY CLAIM OR DAMAGE RELATED TO OR ARISING OUT OF OR IN CONNECTION WITH ANY MAP INFORMATION, INCLUDING THE ACCURACY THEREOF.

LIMITATION OF LIABILITY AND REMEDIES. Esri will use commercially reasonable efforts to provide corrections or workaround solutions for any problem or issue reported and determined to be in the Software or the documentation at no cost to Licensee for the term of this Agreement. While it is Esri's goal to provide an acceptable resolution for incoming problems/issues and incidentsTHE TOTAL LIABILITY OF SUMMIT AND THE MANUFACTURERS OF THE GOODS WITH RESPECT TO THIS AGREEMENT AND THE GOODS FURNISHED HEREUNDER, Esri cannot predict a resolution time and is unable to guarantee that all problems or issues can be resolved or addressed. EXCEPT FOR AND IN CONNECTION WITH THE ABOVE EXPRESS LIMITED PERFORMANCE OR BREACH THEREOF, AND FROM THE MANUFACTURE, SALE, DELIVERY, INSTALLATION, REPAIR, REPLACEMENT OR TECHNICAL DIRECTION OR SERVICES COVERED BY OR FURNISHED UNDER THIS AGREEMENT, WHETHER BASED ON CONTRACT, WARRANTY, ESRI DISCLAIMS ALL OTHER WARRANTIES TORT, NEGLIGENCE, INDEMNITY, STRICT LIABILITY OR OTHERWISE, SHALL NOT EXCEED THE PURCHASE PRICE OF THE GOODS UPON WHICH SUCH LIABILITY IS BASED. IN ADDITION, AND NOT IN LIMITATION OF ANY KINDOTHER TERM OF THESE TERMS AND CONDITIONS, EITHER EXPRESS SUMMIT SHALL NOT BE LIABLE TO BUYER OR IMPLIEDANY OTHER PERSON FOR ANY CONTINGENT, INCLUDINGSPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES, SUCH AS, BUT NOT LIMITED TOTO LOSS OF GOODWILL, PROFITS, REVENUE OR SALES, FOR THE IMPLIED WARRANTIES LOSS OF MERCHANTABILITYTHE USE OF PROCESS, FITNESS FOR A PARTICULAR PURPOSEFACILITIES, NONINTERFERENCEEQUIPMENT, SYSTEM INTEGRATIONPLANT, OR PRODUCT OF BUYER OR THE END USER REGARDLESS OF CAUSE, INCLUDING WITHOUT LIMITATION, THAT ARISING OUT OF, WHETHER PARTIALLY OR OTHERWISE, DEFECTS, BREACH OF WARRANTY OR CONTRACT OR NEGLIGENCE, BY OPERATION OF LAW OR OTHERWISE. THE REMEDIES OF BUYER SET FORTH HEREIN ARE EXCLUSIVE, AND NONINFRINGEMENT. ESRI DOES NOT WARRANT THAT THE SOFTWARE OR DOCUMENTATION WILL MEET LICENSEE'S NEEDS, OR THAT LICENSEE'S OPERATION OF THE SAME WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ALL NONCONFORMITIES CAN OR WILL BE CORRECTED. If Esri fails to fulfill its obligations under this Agreement, Licensee's sole and exclusive remedy is the right to terminate this Agreement immediately for the affected Software. IN NO EVENT SHALL ESRI BE LIABLE TO LICENSEE FOR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOST PROFITS; LOST SALES OR BUSINESS EXPENDITURES; INVESTMENTS; OR COMMITMENTS IN CONNECTION WITH ANY BUSINESS, LOSS LIEU OF ANY GOODWILLOTHER RIGHTS OR REMEDIES AVAILABLE TO BUYER AT LAW, IN EQUITY OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT OR USE OF THE SOFTWARE OR DOCUMENTATION, HOWEVER CAUSED, ON ANY THEORY OF LIABILITY, AND WHETHER OR NOT ESRI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDYOTHERWISE.

LIMITATION OF LIABILITY AND REMEDIES. Esri DS2 LLC will use commercially reasonable efforts to provide corrections or workaround solutions for any problem or issue reported and determined to be in the Software or the documentation at no cost to Licensee for the term of this Agreement. While it is EsriDS2 LLC's goal to provide an acceptable resolution for incoming problems/issues and incidents, Esri DS2 LLC cannot predict a resolution time and is unable to guarantee that all problems or issues can be resolved or addressed. EXCEPT FOR THE ABOVE EXPRESS LIMITED WARRANTY, ESRI DS2 LLC DISCLAIMS ALL OTHER WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINTERFERENCE, SYSTEM INTEGRATION, AND NONINFRINGEMENT. ESRI DS2 LLC DOES NOT WARRANT THAT THE SOFTWARE OR DOCUMENTATION WILL MEET LICENSEE'S NEEDS, OR THAT LICENSEE'S OPERATION OF THE SAME WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ALL NONCONFORMITIES CAN OR WILL BE CORRECTED. If Esri DS2 LLC fails to fulfill its obligations under this Agreement, Licensee's sole and exclusive remedy is the right to terminate this Agreement immediately for the affected Software. IN NO EVENT SHALL ESRI DS2 LLC BE LIABLE TO LICENSEE FOR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOST PROFITS; LOST SALES OR BUSINESS EXPENDITURES; INVESTMENTS; OR COMMITMENTS IN CONNECTION WITH ANY BUSINESS, LOSS OF ANY GOODWILL, OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT OR USE OF THE SOFTWARE OR DOCUMENTATION, HOWEVER CAUSED, ON ANY THEORY OF LIABILITY, AND WHETHER OR NOT ESRI DS2 LLC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.

LIMITATION OF LIABILITY AND REMEDIES. Esri will use commercially reasonable efforts to provide corrections or workaround solutions for any problem or issue reported and determined to be in the Software or the documentation at no cost to Licensee for the term of this Agreement. While it is Esri's goal to provide an acceptable resolution for incoming problems/issues and incidents, Esri cannot predict a resolution time and is unable to guarantee that all problems or issues can be resolved or addressed. EXCEPT FOR THE ABOVE EXPRESS LIMITED WARRANTY, ESRI DISCLAIMS ALL OTHER WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINTERFERENCE, SYSTEM INTEGRATION, AND NONINFRINGEMENT. ESRI DOES NOT WARRANT THAT THE SOFTWARE OR DOCUMENTATION WILL MEET LICENSEE'S NEEDS, OR THAT LICENSEE'S OPERATION OF THE SAME WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ALL NONCONFORMITIES CAN OR WILL BE CORRECTED. If Esri fails to fulfill its obligations under this Agreement, Licensee's sole and exclusive remedy is the right to terminate this Agreement immediately for the affected Software. 1 IN NO EVENT SHALL ESRI CINCINNATI BELL BE LIABLE TO LICENSEE FOR ANY CONSEQUENTIAL, INDIRECT, EXEMPLARY, SPECIAL, PUNITIVE, OR INCIDENTAL DAMAGES, OR FOR ANY LOST DATA OR CONFIDENTIAL INFORMATION, LOST PROFITS OR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOST PROFITS; LOST SALES , OR BUSINESS EXPENDITURES; INVESTMENTS; INTERRUPTION ARISING FROM OR COMMITMENTS IN CONNECTION WITH ANY BUSINESS, LOSS OF ANY GOODWILLRELATING TO THIS AGREEMENT, OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, ARISING FROM OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED RELATING TO THIS AGREEMENT OR THE USE OF THE SOFTWARE WHICH HAS BEEN MODIFIED BY ANYONE OTHER THAN CINCINNATI BELL, OR DOCUMENTATIONTHAT RESULTS FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES, LOSS OF DATA, ERRORS, DEFECTS, DELAYS IN OPERATIONS, OR TRANSMISSION OR ANY FAILURE OF PERFORMANCE, HOWEVER CAUSED, ON CAUSED AND UNDER ANY THEORY OF LIABILITYLIABILITY (INCLUDING NEGLIGENCE), AND WHETHER OR NOT ESRI EVEN IF CINCINNATI BELL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGEDAMAGES. THESE LIMITATIONS NOTWITHSTANDING THIS SECTION, CINCINNATI BELL DOES NOT EXCLUDE OR LIMIT LIABILITY IN RESPECT OF PERSONAL INJURY OR DEATH TO THE EXTENT SUCH LIABILITY CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW. .2 CINCINNATI BELL’S TOTAL CUMULATIVE LIABILITY IN CONNECTION WITH THIS SUPPLEMENT AND THE CLOUD SERVICES, WHETHER IN CONTRACT OR TORT OR OTHERWISE, SHALL APPLY NOTWITHSTANDING ANY FAILURE NOT EXCEED THE AMOUNT PAID TO CINCINNATI BELL UNDER THIS AGREEMENT DURING THE SIX (6) MONTH PERIOD PRECEDING THE EVENTS GIVING RISE TO SUCH LIABILITY. THE EXISTENCE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDYONE (1) OR MORE CLAIMS SHALL NOT ENLARGE THIS LIMIT.

LIMITATION OF LIABILITY AND REMEDIES. Esri will use commercially reasonable efforts to provide corrections or workaround solutions for any problem or issue reported To the extent permitted by applicable law: (i) Nutrien’s entire liability and determined to be in the Software or the documentation at no cost to Licensee for the term of this Agreement. While it is Esri's goal to provide an acceptable resolution for incoming problems/issues and incidents, Esri cannot predict a resolution time and is unable to guarantee that all problems or issues can be resolved or addressed. EXCEPT FOR THE ABOVE EXPRESS LIMITED WARRANTY, ESRI DISCLAIMS ALL OTHER WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINTERFERENCE, SYSTEM INTEGRATION, AND NONINFRINGEMENT. ESRI DOES NOT WARRANT THAT THE SOFTWARE OR DOCUMENTATION WILL MEET LICENSEE'S NEEDS, OR THAT LICENSEE'S OPERATION OF THE SAME WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ALL NONCONFORMITIES CAN OR WILL BE CORRECTED. If Esri fails to fulfill its obligations under this Agreement, LicenseeCustomer's sole and exclusive remedy is remedies for any damages arising from the right performance or nonperformance under this Contract related to terminate this Agreement immediately the use of the Services will be the remedies set forth herein; and (ii) Nutrien will not be liable for the affected Softwareany loss or damage arising from CUSTOMER ACKNOWLEDGES THAT THE AGBRIDGE™ SERVICES ARE SUPPLIED ON A GOOD FAITH EFFORTS BASIS AND THAT SERVICE FAILURES AND INTERRUPTIONS MAY OCCUR AND ARE DIFFICULT TO ASSESS AS TO CAUSE OR RESULTING DAMAGES, AND CUSTOMER UNDERSTANDS THAT IT WILL BEAR ALL RESPONSIBILITY, RISK AND COST ASSOCIATED WITH DEVELOPING AND MAINTAINING ITS BUSINESS. CUSTOMER ACKNOWLEDGES THAT IT IS NOT A THIRD PARTY BENEFICIARY OF ANY AGREEMENT BETWEEN ANY ADVISER AND NUTRIEN. CUSTOMER UNDERSTANDS AND AGREES THAT IN NO EVENT SHALL ESRI BE LIABLE WILL NUTRIEN OR ANY OF ITS AFFILIATES HAVE ANY LEGAL, EQUITABLE, OR OTHER LIABILITY OF ANY KIND TO LICENSEE CUSTOMER, ANY EMPLOYEE OF CUSTOMER, OR ANY THIRD PARTY USING AGBRIDGE™ THROUGH CUSTOMER IN ANY EVENT, REGARDLESS OF THE FORM OF THE ACTION, WHETHER FOR COSTS BREACH OF PROCUREMENT OF SUBSTITUTE GOODS CONTRACT, WARRANTY, NEGLIGENCE, STRICT LIABILITY IN TORT OR SERVICES; OTHERWISE, AND INCLUDING WITHOUT LIMITATION ANY LOST PROFITS; , LOST SALES SAVINGS OR BUSINESS EXPENDITURES; INVESTMENTS; OR COMMITMENTS IN CONNECTION WITH ANY BUSINESS, LOSS OF ANY GOODWILL, OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL INCIDENTAL DAMAGES ARISING OUT OF THE USE, INABILITY TO USE, UNAVAILABILITY, DELAY, FAULTINESS OR RELATED TO FAILURE OF AGBRIDGE™ SERVICES OR ANY PART THEREOF PROVIDED UNDER THIS AGREEMENT OR USE CONTRACT, EVEN IF ANY OF THE SOFTWARE OR DOCUMENTATION, HOWEVER CAUSED, ON ANY THEORY OF LIABILITY, AND WHETHER OR NOT ESRI THEM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGEDAMAGES, OR ANY OTHER DIRECT, INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES AND CUSTOMER HEREBY WAIVES ANY RIGHT TO MAKE ANY CLAIMS FOR SUCH DAMAGES. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING TO THE EXTENT NOT EXCLUDED BY THE FOREGOING, CUSTOMER’S EXCLUSIVE REMEDY FOR CLAIMS ARISING IN ANY WAY IN CONNECTION WITH THIS CONTRACT, FOR ANY CAUSE WHATSOEVER, INCLUDING BUT NOT LIMITED TO ANY FAILURE OR DISRUPTION OF ESSENTIAL PURPOSE AGBRIDGE™ SERVICES PROVIDED HEREUNDER, IS LIMITED TO PAYMENT OF DAMAGES IN AN AMOUNT NOT TO EXCEED ONE HUNDRED U.S. DOLLARS ($100.00). CUSTOMER UNDERSTANDS THAT NUTRIEN CANNOT GUARANTEE THE SECURITY OR RELIABILITY OF WIRELESS TRANSMISSIONS, AND NUTRIEN WILL NOT BE LIABLE FOR ANY LIMITED REMEDYLACK OF SECURITY OR RELIABILITY RELATING TO THE USE OF THE SERVICES. CUSTOMER ACKNOWLEDGES AND AGREES THAT AGBRIDGE™ IS A DATA TRANSPORT SOLUTION ONLY, AND THAT THE INTEGRITY, ACCURACY AND USEFULNESS OF THE DATA CONTENT TRANSPORTED BY AGBRIDGE™ IS NOT IN ANY WAY THE RESPONSIBILITY OF NUTRIEN, AND CUSTOMER ACCEPTS ALL RESPONSIBILITY FOR ANY DAMAGES DETERMINED TO BE CAUSED BY CORRUPTED DATA CONTENT TRANSPORTED BY AGBRIDGE™.

LIMITATION OF LIABILITY AND REMEDIES. Esri ENSOFT will use commercially reasonable efforts to provide corrections or workaround solutions for any problem or issue reported and determined to be in the Software SOFTWARE or the documentation at no cost to Licensee LICENSEE for the term of this AgreementAGREEMENT. While it is EsriENSOFT's goal to provide an acceptable resolution for incoming problems/issues and incidents, Esri ENSOFT cannot predict a resolution time and is unable to guarantee that all problems or issues can be resolved or addressed. EXCEPT FOR THE ABOVE EXPRESS LIMITED WARRANTY, ESRI ENSOFT DISCLAIMS ALL OTHER WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINTERFERENCE, SYSTEM INTEGRATION, AND NONINFRINGEMENT. ESRI ENSOFT DOES NOT WARRANT THAT THE SOFTWARE OR DOCUMENTATION WILL MEET LICENSEE'S NEEDS, OR THAT LICENSEE'S OPERATION OF THE SAME WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ALL NONCONFORMITIES CAN OR WILL BE CORRECTED. If Esri ENSOFT fails to fulfill its obligations under this AgreementAGREEMENT, Licensee's LICENSEE’s sole and exclusive remedy is the right to terminate this Agreement AGREEMENT immediately for the affected SoftwareSOFTWARE. IN NO EVENT SHALL ESRI ENSOFT BE LIABLE TO LICENSEE FOR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOST PROFITS; LOST SALES OR BUSINESS EXPENDITURES; INVESTMENTS; OR COMMITMENTS IN CONNECTION WITH ANY BUSINESS, LOSS OF ANY GOODWILL, OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT OR USE OF THE SOFTWARE OR DOCUMENTATION, HOWEVER CAUSED, ON ANY THEORY OF LIABILITY, AND WHETHER OR NOT ESRI ENSOFT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.

LIMITATION OF LIABILITY AND REMEDIES. Esri will use commercially reasonable efforts to provide corrections or workaround solutions for any problem or issue reported and determined to be in the Software or the documentation at no cost to Licensee for the term of this Agreement. While it is Esri's goal to provide an acceptable resolution for incoming problems/issues and incidents, Esri cannot predict a resolution time and is unable to guarantee that all problems or issues can be resolved or addressed. EXCEPT FOR a. THE ABOVE EXPRESS LIMITED WARRANTY, ESRI DISCLAIMS ALL OTHER WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINTERFERENCE, SYSTEM INTEGRATION, AND NONINFRINGEMENT. ESRI DOES NOT WARRANT THAT THE SOFTWARE OR DOCUMENTATION WILL MEET LICENSEE'S NEEDS, OR THAT LICENSEE'S OPERATION MAXIMUM AGREED LIABILITY OF THE SAME WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ALL NONCONFORMITIES CAN OR WILL BE CORRECTED. If Esri fails to fulfill its obligations under this Agreement, Licensee's sole and exclusive remedy is the right to terminate this Agreement immediately for the affected SoftwareCDAC SHALL NOT EXCEED THE FEES PAID TO THE CDAC. IN NO EVENT SHALL ESRI THE CDAC BE LIABLE TO LICENSEE SPONSOR FOR COSTS ANY SPECIAL, INDIRECT, EXEMPLARY, INCIDENTAL OR CONSEQUENTIAL DAMAGES INCLUDING BUT NOT LIMITED TO ANY DAMAGES RESULTING FROM LOSS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOST PROFITS; LOST SALES OR BUSINESS EXPENDITURES; INVESTMENTS; OR COMMITMENTS DATA, DELAY IN CONNECTION WITH ANY BUSINESSTHE STUDY, LOSS OF ANY GOODWILL, PROFITS OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES LOSS OF BUSINESS ARISING OUT OF OR RELATED TO IN CONNECTION WITH THIS AGREEMENT OR USE OF ANY PRODUCTS, SERVICES OR MATERIALS FURNISHED HEREUNDER. EVEN IF THE SOFTWARE OR DOCUMENTATION, HOWEVER CAUSED, ON ANY THEORY OF LIABILITY, AND WHETHER OR NOT ESRI CDAC HAS BEEN ADVISED OR SHOULD KNOW OF THE POSSIBILITY OF SUCH DAMAGES. b. EXCEPT AS EXPRESSLY STATED TO THE CONTRARY, THE LIMITATIONS STATED IN SECTION 13 (a) SHALL APPLY WHETHER THE ASSERTED CLAIM, LIABILITY OR DAMAGES ARE BASED ON CONTRACT (INCLUDING BUT NOT LIMITED TO BREACH OF WARRANTY), TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE AND STRICT LIABILITY) OR ANY OTHER LEGAL OR EQUITABLE GROUNDS, AND REGARDLESS OF WHETHER THE ASSERTED CLAIM, LIABILITY OR DAMAGES ARISE FROM PERSONAL INJURY, PROPERTY DAMAGE, ECONOMIC LOSS OR ANY OTHER KIND OF INJURY, LOSS OR DAMAGE. THESE EACH OF SUCH LIMITATIONS SHALL APPLY NOTWITHSTANDING IS INTENDED TO BE ENFORCEABLE REGARDLESS OF WHETHER ANY FAILURE OTHER EXCLUSIVE OR NON- EXCLUSIVE REMEDY UNDER THIS AGREEMENT FAILS OF ITS ESSENTIAL PURPOSE OF ANY LIMITED REMEDYPURPOSE. c. The Sponsor acknowledges that the fees described in Section 7 and the other economic terms of this Agreement and its Exhibits reflect the allocation of risks and the limitations of the CDAC's liability hereunder.

LIMITATION OF LIABILITY AND REMEDIES. Esri will use commercially reasonable efforts to provide corrections or workaround solutions for any problem or issue reported To the extent permitted by applicable xxx, Xxxx Xxxxx’s entire liability and determined to be in the Software or the documentation at no cost to Licensee for the term of this Agreement. While it is Esri's goal to provide an acceptable resolution for incoming problems/issues and incidents, Esri cannot predict a resolution time and is unable to guarantee that all problems or issues can be resolved or addressed. EXCEPT FOR THE ABOVE EXPRESS LIMITED WARRANTY, ESRI DISCLAIMS ALL OTHER WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINTERFERENCE, SYSTEM INTEGRATION, AND NONINFRINGEMENT. ESRI DOES NOT WARRANT THAT THE SOFTWARE OR DOCUMENTATION WILL MEET LICENSEE'S NEEDS, OR THAT LICENSEE'S OPERATION OF THE SAME WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ALL NONCONFORMITIES CAN OR WILL BE CORRECTED. If Esri fails to fulfill its obligations under this Agreement, LicenseeCustomer's sole and exclusive remedy is remedies for any damages arising from the right performance or nonperformance under this Contract related to terminate the use of the Service shall be the remedies set forth herein. Xxxx Deere shall not be liable for any loss or damage arising from Customer’s failure to comply with the provisions set forth in this Agreement immediately for the affected SoftwareContract. IN NO EVENT SHALL ESRI XXXX DEERE, THE DEALERS, JOHN DEERE’S WIRELESS SERVICE CARRIERS, THE SATELLITE PROVIDER, JOHN DEERE’S LICENSORS, OR JOHN DEERE’S AFFILIATES BE LIABLE TO LICENSEE FOR COSTS CUSTOMER, ANY EMPLOYEE OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOST PROFITS; LOST SALES OR BUSINESS EXPENDITURES; INVESTMENTS; OR COMMITMENTS IN CONNECTION WITH ANY BUSINESS, LOSS OF ANY GOODWILLCUSTOMER, OR ANY THIRD PARTY AUTHORIZED BY CUSTOMER TO USE THE SYSTEM FOR ANY INJURY, LOSS, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR CONSEQUENTIAL SPECIAL DAMAGES, INCLUDING BUT NOT LIMITED TO ANY LOST PROFITS, LOST SAVINGS OR ANY INCIDENTAL DAMAGES ARISING OUT OF THE USE, INABILITY TO USE, UNAVAILABILITY, DELAY, FAULTINESS OR RELATED TO THIS AGREEMENT OR USE FAILURE OF THE SOFTWARE SYSTEMS OR DOCUMENTATIONANY PART THEREOF PROVIDED UNDER THIS CONTRACT, HOWEVER CAUSEDEVEN IF JOHN DEERE, ON ANY THEORY OF LIABILITYTHE DEALERS, AND WHETHER JOHN DEERE’S WIRELESS SERVICE CARRIERS, THE SATELLITE PROVIDER, JOHN DEERE’S LICENSORS, OR NOT ESRI HAS XXXX DEERE’S AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGEDAMAGES, AND CUSTOMER HEREBY WAIVES ANY RIGHT TO MAKE ANY CLAIMS FOR SUCH DAMAGES CUSTOMER HAS NO CONTRACTUAL RELATIONSHIP WITH THE UNDERLYING WIRELESS SERVICE CARRIER AND CUSTOMER IS NOT A THIRD PARTY BENEFICIARY OF ANY AGREEMENT BETWEEN JOHN DEERE AND THE UNDERLYING CARRIER. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING CUSTOMER UNDERSTANDS AND AGREES THAT THE UNDERLYING CARRIER HAS NO LEGAL, EQUITABLE, OR OTHER LIABILITY OF ANY KIND TO CUSTOMER. IN ANY EVENT, REGARDLESS OF THE FORM OF THE ACTION, WHETHER FOR BREACH OF CONTRACT, WARRANTY, NEGLIGENCE, STRICT LIABILITY IN TORT, CONTRACTUAL OR EXTRACONTRACTUAL LIABILITY, OR OTHERWISE, CUSTOMER’S EXCLUSIVE REMEDY FOR CLAIMS ARISING IN ANY WAY IN CONNECTION WITH THIS CONTRACT, FOR ANY CAUSE WHATSOEVER, INCLUDING BUT NOT LIMITED TO ANY FAILURE OR DISRUPTION OF ESSENTIAL PURPOSE SERVICE PROVIDED HEREUNDER, IS LIMITED TO PAYMENT OF DAMAGES IN AN AMOUNT NOT TO EXCEED ONE HUNDRED U.S. DOLLARS ($100.00). CUSTOMER UNDERSTANDS THAT JOHN DEERE AND THE UNDERLYING CARRIER CANNOT GUARANTY THE SECURITY OR RELIABILITY OF WIRELESS TRANSMISSIONS, AND WILL NOT BE LIABLE FOR ANY LACK OF SECURITY OR RELIABILITY RELATING TO THE USE OF THE SERVICES. FOR CUSTOMERS USING SPECIFIC VERSIONS OF SYSTEM HARDWARE, XXXXXXXX XXXXXXXXXXXX (“QUALCOMM”) IS AN UNDERLYING PROVIDER TO JOHN DEERE. ANY SUCH CUSTOMER ACKNOW LEDGES THAT FOR THE PROVISION OF THE JDLINK SERVICE, JOHN DEERE USES A DIGITAL TELEPHONE SERVICE THAT IS FURNISHED TO XXXX DEERE VIA QUALCOMM BY A WIRELESS CARRIER (“QUALCOMM WIRELESS CARRIER”) PURSUANT TO AN AGREEMENT BETW EEN QUALCOMM AND SUCH QUALCOMM WIRELESS CARRIER. IN NO EVENT SHALL QUALCOMM, THE QUALCOMM WIRELESS CARRIER, ITS LICENSORS, XXXX DEERE, OR ANY AFFILIATES OF THE FOREGOING PARTIES BE LIABLE TO CUSTOMER FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL OR SPECIAL DAMAGES, INCLUDING BUT NOT LIMITED REMEDYTO ANY LOST PROFITS, LOST SAVINGS OR ANY INCIDENTAL DAMAGES ARISING OUT OF THE USE OR INABILITY TO USE THE SERVICE, EVEN IF QUALCOMM, ITS WIRELESS CARRIER, ITS LICENSORS, XXXX DEERE, OR XXXX DEERE AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. CUSTOMER ACKNOWLEDGES AND AGREES THAT: (I) THE QUALCOMM SERVICE PROVIDED TO XXXX DEERE SHALL BE AVAILABLE FOR USE ONLY WITH TERMINALS OR OTHER EQUIPMENT APPROVED BY QUALCOMM AND ONLY WITHIN THE OPERATING RANGE OF THE WIRELESS CARRIER NETWORK WHICH MAY NOT COVER THE JURISDICTION OF CUSTOMER; AND (II) THE QUALCOMM SERVICE PROVIDED TO XXXX DEERE MAY BE TEMPORARILY REFUSED, INTERRUPTED, CURTAILED OR OTHERW ISE LIMITED BECAUSE OF WIRELESS CARRIER NETWORK TRANSMISSION LIMITATIONS CAUSED BY ANY FACTOR, INCLUDING ATMOSPHERIC, ENVIRONMENTAL OR TOPOGRAPHICAL CONDITIONS, WIRELESS CARRIER FACILITIES LIMITATIONS OR CONSTRAINTS, OR WIRELESS CARRIER FACILITIES CHANGES, MODIFICATIONS, UPDATES, RELOCATIONS, REPAIRS, MAINTENANCE OR OTHER SIMILAR ACTIVITIES NECESSARY FOR THE PROPER OR IMPROVED OPERATION OF THE WIRELESS CARRIER FACILITIES. IF XXXX DEERE OR CUSTOMER CREATES SITUATIONS THAT CAUSE HIGHLY CONCENTRATED USAGE IN LIMITED AREAS ON THE WIRELESS CARRIER NETW ORK, SUCH CUSTOMER MAY ENCOUNTER TEMPORARY CAPACITY CONSTRAINT-RELATED SYMPTOMS. IN NO EVENT IS QUALCOMM OR THE QUALCOMM WIRELESS CARRIER LIABLE TO CUSTOMER WITH RESPECT TO ANY CLAIM OR DAMAGE RELATED TO OR ARISING OUT OF OR IN CONNECTION WITH: (I) ANY SUCH TEMPORARY CAPACITY CONSTRAINT; (II) ANY COVERAGE GAP; OR (III) ANY TEMPORARY QUALCOMM SERVICE REFUSAL, INTERRUPTION, CURTAILMENT OR OTHER LIMITATION BECAUSE OF TRANSMISSION LIMITATIONS CAUSED BY ANY FACTOR, INCLUDING ATMOSPHERIC, ENVIRONMENTAL OR TOPOGRAPHICAL CONDITIONS, WIRELESS CARRIER FACILITIES LIMITATIONS OR CONSTRAINTS, OR WIRELESS CARRIER FACILITIES CHANGES, MODIFICATIONS, UPDATES, RELOCATIONS, REPAIRS, MAINTENANCE OR OTHER SIMILAR ACTIVITIES NECESSARY FOR THE PROPER OR IMPROVED OPERATION OF THE WIRELESS CARRIER FACILITIES. CUSTOMER ACKNOWLEDGES THAT THE QUALCOMM WIRELESS CARRIER MAY, IN ITS DISCRETION, MAKE MODIFICATIONS, UPDATES OR PERFORM MAINTENANCE ACTIVITIES ON ITS FACILITIES OR OPERATIONS, EQUIPMENT, SOFTWARE, PROCEDURES OR SERVICES WHICH COULD REASONABLY BE EXPECTED TO HAVE A SIGNIFICANT IMPACT ON THE SERVICE OR CUSTOMER. CUSTOMER ACKNOW LEDGES AND AGREES THAT ANY WIRELESS COVERAGE MAP INFORMATION MIGHT DEPICT SOME FUTURE COVERAGE THAT MAY OR MAY NOT BE IDENTIFIED AS SUCH, AND THAT THE SERVICE MAY NOT BE AVAILABLE IN ALL AREAS SHOW N ON THE MAP DUE TO A VARIETY OF FACTORS INCLUDING PREFERRED ROAMING LIST (PRL) UPDATES, WIRELESS CARRIER FACILITIES CONSTRAINTS, TOPOGRAPHICAL CONDITIONS (INCLUDING BUILDING CONFIGURATIONS), AND ENVIRONMENTAL CONDITIONS OR CAPACITY LIMITATIONS. CUSTOMER ACKNOW LEDGES THAT THE MAPS PROVIDED MAY NOT REFLECT TEMPORARY CHANGES IN COVERAGE OR COVERAGE GAPS THAT ARE LIMITED IN SCOPE. CUSTOMER SHALL ASSUME ANY WIRELESS COVERAGE RISKS. NEITHER XXXX DEERE NOR ANY OF ITS UNDERLYING SERVICE PROVIDERS SHALL BE LIABLE TO CUSTOMER FOR ANY CLAIM OR DAMAGE RELATED TO OR ARISING OUT OF OR IN CONNECTION WITH ANY MAP INFORMATION, INCLUDING THE ACCURACY THEREOF.

LIMITATION OF LIABILITY AND REMEDIES. Esri will use commercially reasonable efforts to provide corrections or workaround solutions for any problem or issue reported and determined to be in the Software or the documentation at no cost to Licensee for the term of this Agreement10.1. While it is Esri's goal to provide an acceptable resolution for incoming problems/issues and incidentsIF ANY PARTY DEFAULTS IN ANY OF ITS OBLIGATIONS UNDER THIS MSA AND SUBJECT TO THE LIABILITY CAP IN THIS SECTION, Esri cannot predict a resolution time and is unable to guarantee that all problems or issues can be resolved or addressedTHE NON-BREACHING PARTY WILL BE ENTITLED TO RECOVER FROM THE BREACHING PARTY ONLY THE ACTUAL AND DIRECT DAMAGES THAT THE NON-BREACHING PARTY MAY INCUR ON ACCOUNT OF SUCH BREACH. 10.2. YOUR ACTUAL AND DIRECT DAMAGES WILL BE LIMITED TO THE RECOVERY OF FEES ACTUALLY PAID TO SHI IN CONNECTION WITH THIS MSA. EXCEPT FOR IN CONNECTION WITH THE ABOVE EXPRESS LIMITED WARRANTYINDEMNIFICATION OBLIGATIONS UNDER SECTION 8 (INDEMNIFICATION), ESRI DISCLAIMS ALL OTHER WARRANTIES NEITHER PARTY NOR ANY OF ANY KINDEITHER PARTY'S RESPECTIVE AFFILIATES, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINTERFERENCE, SYSTEM INTEGRATION, AND NONINFRINGEMENT. ESRI DOES NOT WARRANT THAT THE SOFTWARE OR DOCUMENTATION WILL MEET LICENSEE'S NEEDSLICENSORS, OR THAT LICENSEE'S OPERATION OF THE SAME VENDORS, WILL BE UNINTERRUPTED OR ERROR FREE, OR THAT ALL NONCONFORMITIES CAN OR WILL BE CORRECTED. If Esri fails to fulfill its obligations under this Agreement, Licensee's sole and exclusive remedy is the right to terminate this Agreement immediately for the affected Software. IN NO EVENT SHALL ESRI BE LIABLE TO LICENSEE FOR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOST PROFITS; LOST SALES OR BUSINESS EXPENDITURES; INVESTMENTS; OR COMMITMENTS IN CONNECTION WITH ANY BUSINESS, LOSS OF ANY GOODWILL, OR THE OTHER PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, INCIDENTALCONSEQUENTIAL OR EXEMPLARY DAMAGES, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT OR USE OF THE SOFTWARE OR DOCUMENTATION, HOWEVER CAUSED, ON ANY THEORY OF LIABILITY, AND WHETHER OR NOT ESRI EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, INCLUDING DAMAGES FOR: 10.2.1. LOSS OF PROFITS, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, GOODWILL, USE, OR DATA; 10.2.2. ANY UNANTICIPATED OR UNSCHEDULED DOWNTIME OF ALL OR A PORTION OF THE SERVICES OFFERING FOR ANY REASON; 10.2.3. ANY INVESTMENTS, EXPENDITURES, OR COMMITMENTS BY YOU IN CONNECTION WITH THIS MSA; OR 10.2.4. ANY UNAUTHORIZED ACCESS TO, ALTERATION OF, OR THE DELETION, DESTRUCTION, DAMAGE, LOSS OR FAILURE TO STORE ANY OF YOU CONTENT OR OTHER DATA. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING 10.3. IN ANY FAILURE CASE, EXCEPT IN CONNECTION WITH THE INDEMNIFICATION OBLIGATIONS UNDER SECTION 8 (INDEMNIFICATION), NEITHER PARTY'S AGGREGATE LIABILITY UNDER THIS MSA WILL EXCEED THE LESSER OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDYTHE AMOUNTS PAYABLE OR PAID BY YOU TO SHI IN CONNECTION WITH THIS MSA DURING THE SIX MONTHS PRECEDING THE CLAIM. NOTHING IN THIS SECTION WILL LIMIT YOUR OBLIGATION TO PAY SHI PURSUANT TO SECTION 5 (FEES AND PAYMENT).

LIMITATION OF LIABILITY AND REMEDIES. Esri will use commercially reasonable efforts to provide corrections or workaround solutions for any problem or issue reported and determined to be in the Software or the documentation at no cost to Licensee for the term of this AgreementTHE ENTIRE LIABILITY OF ROCKETSPACE AND ITS AFFILIATES, OFFICERS, AGENTS, REPRESENTATIVES, EMPLOYEES, SUCCESSORS AND ASSIGNS UNDER ANY PROVISION OF THE TERMS AND YOUR EXCLUSIVE REMEDY FOR ALL OF THE FOREGOING SHALL BE LIMITED TO ACTUAL DAMAGES INCURRED BY YOU UP TO A MAXIMUM OF THE TOTAL FEES PAID BETWEEN THE DATE YOU STARTED USING THE SERVICES AND THE DATE ON WHICH THE CLAIM ARISES. While it is Esri's goal to provide an acceptable resolution for incoming problems/issues and incidentsSOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OR EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, Esri cannot predict a resolution time and is unable to guarantee that all problems or issues can be resolved or addressed. EXCEPT FOR SOME OF THE ABOVE EXPRESS LIMITED WARRANTY, ESRI DISCLAIMS ALL OTHER WARRANTIES OF LIMITATIONS SET FORTH IN SECTIONS 10(A) THROUGH 10(C) MAY NOT APPLY TO YOU OR BE ENFORCEABLE WITH RESPECT TO YOU. IF YOU ARE DISSATISFIED WITH ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINTERFERENCE, SYSTEM INTEGRATION, AND NONINFRINGEMENT. ESRI DOES NOT WARRANT THAT THE SOFTWARE OR DOCUMENTATION WILL MEET LICENSEE'S NEEDS, OR THAT LICENSEE'S OPERATION PORTION OF THE SAME WILL BE UNINTERRUPTED SERVICES OR ERROR FREEWITH THESE TERMS OF SERVICES, OR THAT ALL NONCONFORMITIES CAN OR WILL BE CORRECTED. If Esri fails to fulfill its obligations under this Agreement, Licensee's sole and exclusive remedy is the right to terminate this Agreement immediately for the affected Software. IN NO EVENT SHALL ESRI BE LIABLE YOUR SOLE AND EXCLUSIVE REMEDY IS TO LICENSEE FOR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; LOST PROFITS; LOST SALES OR BUSINESS EXPENDITURES; INVESTMENTS; OR COMMITMENTS IN CONNECTION WITH ANY BUSINESS, LOSS OF ANY GOODWILL, OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT OR DISCONTINUE USE OF THE SOFTWARE OR DOCUMENTATIONSERVICES. IF YOU ARE A MEMBER FROM THE STATE OF NEW JERSEY, HOWEVER CAUSEDUNITED STATES, ON ANY THEORY OF LIABILITY, AND WHETHER OR NOT ESRI HAS BEEN ADVISED SECTIONS 10(A) THROUGH 10(C) ARE INTENDED TO BE ONLY AS BROAD AS IS PERMITTED UNDER THE LAWS OF THE POSSIBILITY STATE OF NEW JERSEY. IF ANY PORTION OF THESE SECTIONS IS HELD TO BE INVALID UNDER THE LAWS OF THE STATE OF NEW JERSEY, THE INVALIDITY OF SUCH DAMAGE. THESE LIMITATIONS PORTION SHALL APPLY NOTWITHSTANDING ANY FAILURE NOT AFFECT THE VALIDITY OF ESSENTIAL PURPOSE THE REMAINING PORTIONS OF ANY LIMITED REMEDYTHE APPLICABLE SECTIONS.