Common use of LIMITATION OF LIABILITY; DISCLAIMER Clause in Contracts

LIMITATION OF LIABILITY; DISCLAIMER. (a) Liability, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES (EVEN IF THAT PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING FROM ANY PROVISIONOF THIS AGREEMENT, SUCH AS, BUT NOT LIMITED TO, LOSS OF REVENUE OR ANTCIPATED PROFITS OR LOST BUSINESS. INFOSPACE'S LIABILITY (WHETHER ARISING IN TORT, CONTRACT OR OTHERWISE AND NOTWITHSTANDING ANY FAULT, NEGLIGENCE (WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY OR STRICT LIAILITY OF INFOSPACE) UNDER THIS AGREEMENT OR WITH REGARD TO ANY OF THE PRODUCTS OR SERVICES RENDERED BY INFOSPACE UNDER THIS AGREEMENT (INCLUDING ANY SERVERS OR OTHER HARDWARE, SOFTWARE AND ANY OTHER ITEMS USED OR PROVIDED BY INFOSPACE OR ANY THIRD PARTIES IN CONNECTION WITH HOSTING THE CO-BRANDED PAGES OR PROVIDING CONTENT), THE INFOSPACE WEB SITES AND ANY OTHER ITEMS OR SEVICES FURNISHED UNDER THIS AGREEMENT. IN NO EVENT WILL INFOSPACE'S AGGREGATE LIABILITY TO COMPANY UNDER THIS AGREEMENT EXCEED THE COMPENSATION PAID BY COMPANY TO INFOSPACE UNDER THIS AGREEMENT.

LIMITATION OF LIABILITY; DISCLAIMER. (a) Liability, . UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES (EVEN IF THAT PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING FROM ANY PROVISIONOF PROVISION OF THIS AGREEMENT, SUCH AS, BUT NOT LIMITED TO, LOSS OF REVENUE OR ANTCIPATED ANTICIPATED PROFITS OR LOST BUSINESS. INFOSPACEBUSINESS INFOSPACECANADA'S LIABILITY (WHETHER ARISING IN TORT, CONTRACT OR OTHERWISE AND NOTWITHSTANDING ANY FAULT, NEGLIGENCE (WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY OR STRICT LIAILITY LIABILITY OF INFOSPACEINFOSPACECANADA) UNDER THIS AGREEMENT OR WITH REGARD TO ANY OF THE PRODUCTS OR SERVICES RENDERED BY INFOSPACE INFOSPACECANADA UNDER THIS AGREEMENT (INCLUDING ANY SERVERS OR OTHER HARDWARE, SOFTWARE AND ANY OTHER ITEMS USED OR PROVIDED BY INFOSPACE INFOSPACECANADA OR ANY THIRD PARTIES IN CONNECTION WITH HOSTING THE CO-BRANDED PAGES OR PROVIDING CONTENTBRAND PAGES), THE INFOSPACE INFOSPACECANADA WEB SITES AND ANY OTHER ITEMS OR SEVICES SERVICES FURNISHED UNDER THIS AGREEMENT. AGREEMENT WILL IN NO EVENT WILL INFOSPACE'S AGGREGATE LIABILITY TO COMPANY UNDER THIS AGREEMENT EXCEED THE COMPENSATION PAID BY COMPANY TO INFOSPACE QUOTESCANADA.CXX XXX. XX XXFOSPACECANADA UNDER THIS AGREEMENT. (b) No Additional Warranties. EXCEPT AS SET FORTH IN THIS AGREEMENT, NEITHER PARTY MAKES, AND EACH PARTY HEREBY SPECIFICALLY DISCLAIMS, ANY REPRESENTATIONS OR WARRANTIES, EXPRESS OR IMPLIED (INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE AND IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE), AND EACH PARTY HEREBY SPECIFICALLY DISCLAIMS ANY CLAIM IN TORT (INCLUDING NEGLIGENCE), IN EACH CASE, REGARDING THEIR WEB SITES, ANY PRODUCTS OR SERVICES DESCRIBED THEREON, ANY BANNER ADVERTISEMENTS, OR ANY OTHER ITEMS OR SERVICES PROVIDED UNDER THIS AGREEMENT. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, QUOTESCANADA.CXX XXX. XXXXXXLEDGES THAT THE INFOSPACECANADA WEB SITES AND THE CONTENT (INCLUDING ANY SERVERS OR OTHER HARDWARE, SOFTWARE AND ANY OTHER ITEMS USED OR PROVIDED BY INFOSPACECANADA OR ANY THIRD PARTIES IN CONNECTION WITH HOSTING THE INFOSPACECANADA WEB SITES OR THE CONTENT OR PERFORMANCE OF ANY SERVICES HEREUNDER) ARE PROVIDED "AS IS" AND THAT INFOSPACECANADA MAKES NO WARRANTY THAT IT WILL CONTINUE TO OPERATE ITS WEB SITES IN THEIR CURRENT FORM, THAT ITS WEB SITES WILL BE ACCESSIBLE WITHOUT INTERRUPTION, THAT THE SITES WILL MEET THE REQUIREMENTS OR EXPECTATIONS OF THE OTHER PARTY, OR THAT THE CONTENT OR ANY OTHER ANY MATERIALS ON ITS WEB SITES OR THE SERVERS AND SOFTWARE THAT MAKES ITS WEB SITES AVAILABLE ARE FREE FROM ERRORS, DEFECTS, DESIGN FLAWS OR OMISSIONS.

LIMITATION OF LIABILITY; DISCLAIMER. (a) LiabilityEXCEPT AS SPECIFICALLY SET FORTH IN THIS AGREEMENT OR THE DEED, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE IT IS UNDERSTOOD AND AGREED THAT SELLER AND ITS RELATED PARTIES DISCLAIM ALL WARRANTIES, REPRESENTATIONS OR COVENANTS OF ANY KIND OR CHARACTER, EXPRESSED OR IMPLIED, WITH RESPECT TO THE PROPERTY, INCLUDING ANY WARRANTIES, PHYSICAL OR ENVIRONMENTAL CONDITIONS, VALUE, OR ANY OTHER PARTY FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL MATTER OR EXEMPLARY DAMAGES (EVEN IF THING RELATING TO OR AFFECTING THE PROPERTY. PURCHASER AGREES THAT PARTY HAS BEEN ADVISED OF WITH RESPECT TO THE POSSIBILITY OF SUCH DAMAGES), ARISING FROM ANY PROVISIONOF PROPERTY AND EXCEPT AS SPECIFICALLY SET FORTH IN THIS AGREEMENT, SUCH ASPURCHASER HAS NOT RELIED UPON AND WILL NOT RELY UPON, BUT NOT LIMITED TOEITHER DIRECTLY OR INDIRECTLY, LOSS ANY REPRESENTATION OR WARRANTY OF REVENUE OR ANTCIPATED PROFITS OR LOST BUSINESSANY SELLER RELATED PARTY. INFOSPACE'S LIABILITY (WHETHER ARISING IN TORTPURCHASER REPRESENTS THAT IT IS A KNOWLEDGEABLE PURCHASER OF REAL ESTATE AND THAT PURCHASER IS RELYING SOLELY ON THE EXAMINATIONS AND ITS OWN EXPERIENCE AND ITS OWN CONSULTANTS, CONTRACT OR OTHERWISE AND NOTWITHSTANDING ANY FAULTPURCHASER, NEGLIGENCE (WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY OR STRICT LIAILITY OF INFOSPACE) UNDER THIS AGREEMENT OR WITH REGARD TO ANY AS OF THE PRODUCTS CLOSING, WILL HAVE CONDUCTED SUCH EXAMINATIONS OF THE PROPERTY, INCLUDING PHYSICAL AND ENVIRONMENTAL CONDITIONS, AND WILL RELY UPON THE SAME AND, UPON CLOSING, WILL ASSUME THE RISK OF ALL ADVERSE MATTERS INCLUDING ADVERSE PHYSICAL AND ENVIRONMENTAL CONDITIONS WHICH MAY OR SERVICES RENDERED MAY NOT HAVE BEEN REVEALED BY INFOSPACE UNDER THIS AGREEMENT (INCLUDING ANY SERVERS OR OTHER HARDWARE, SOFTWARE AND ANY OTHER ITEMS USED OR PROVIDED BY INFOSPACE OR ANY THIRD PARTIES IN CONNECTION WITH HOSTING THE CO-BRANDED PAGES OR PROVIDING CONTENT), THE INFOSPACE WEB SITES AND ANY OTHER ITEMS OR SEVICES FURNISHED UNDER THIS AGREEMENTPURCHASER'S EXAMINATIONS. IN NO EVENT WILL INFOSPACE'S AGGREGATE LIABILITY TESTIMONY WHEREOF, the parties hereto have executed and delivered this Agreement as of the Effective Date. SELLER: PURCHASER: CITY OF LOVELAND, OHIO Xxxxx X. Xxxx, Trustee of the Xxxx Family Revocable Living Trust u/a/d May 22, 2006 By: Name: Xxxxx Xxxxxxx Its: City Manager APPROVED AS TO COMPANY UNDER THIS AGREEMENT EXCEED THE COMPENSATION PAID BY COMPANY TO INFOSPACE UNDER THIS AGREEMENTFORM: Xxxxxxx X. Xxxx, Trustee of the Xxxx Family Revocable Living Trust u/a/d May 22, 2006 Xxxxxx X. Xxxxx, Esq., Solicitor 6 13255083_2 13307531_2 CITY FISCAL OFFICER’S CERTIFICATE The undersigned, fiscal officer of the City of Loveland under the foregoing Agreement, certifies hereby that the moneys required to meet the obligations of the City during the year 2019 under the foregoing Agreement have been appropriated lawfully for that purpose, and are in the treasury of the City or in the process of collection to the credit of an appropriate fund, free from any previous encumbrances. This Certificate is given in compliance with Ohio Revised Code Sections 5705.41 and 5705.44. Dated: , 2019 Finance Director City of Loveland, Ohio Exhibit A (Legal Description of Property) Parcel I: Situated in City of Loveland, Miami Township, Clermont County, Ohio and being part of Lots 19, 20, 21 and 29 of the Cityof Loveland Subdivision as recorded in Plat Book F, Page 56, of the Clermont County, Recorder’s Office; Beginning at an iron pin found at the southwest corner of said Lot 22, said point beingin the east line of First Street; Thence in and along the west line of said Lots 22, 21 and 20 and the east line of said First Stereet N. 21° 00’ 00” E. a distance of 91.50 feet to an iron pin set and the real point of beginning for this description; Thence continuing in and along said east line of said First Streent N. 21° 00’ 00” E. a distance of 98.00 feet to an iron pin set; Thence leaving said east line of said First Street S. 69° 00’ 00” E. a distance of 100.00 feet to an iron in set; Thence N. 21° 00’ 00” E. a distance of 100.00 feet to an iron pin set; Thence S. 69° 00’ 00” E. a distance of 172.00 feet to an iron pin set; Thence S. 21° 00’ 00” W. a distance of 216.50 feet to an iron pin set in the west line of Second Street; Thence leaving said west line of said Second Street S. 65° 06’ 30” E. a distance of 272.63 feet to the real point of beginning for this description, passing at 172.40 feet to an iron pin set; Containing in all 1.0646 acres more or less subject to all legal highways and easements of record. Parcel II: Situated in Cityof Loveland, Miami Township, Clermont County, Ohio, and being all of Lot 22 and part of Xxxx 00, 00 xxx 00 xx xxx Xxxx of Loveland Subdivision as recorded in Plat Book F, Page 56, of the Clermont County Recorder’s Office; Beginning at an iron pin found at the southwest corner of said Lot 22, said point being in the east line of First Street; Thence in and along the west line of said Lots 22, 21 and 20 and the east line of said First Street N 21° 00’ 00” E a distance of 91.50 feet to an iron pin set; Thence leaving said east line of said First Street S 65° 06’ 30” E. a distance of 272.63 feet to an iron pin set in the west line of Second Street, passing at 100.23 feet an iron pin set in the east line of said Lot 21; Thence S 21° 00’ 00” W and along said west line of said Second Street a distance of 73.00 feet to an iron pin found; Thence leaving said west line of said Second Street in and across said Lot 29 and in and along the south line of said Lot 22, N 69° 00’ 00” W a distance of 272.00 feet to the reat point of beginning for this description. Containing in all 0.5316 acres (22,372 SF) more or less subject to all legal highways and easements of record. The above described premises is part of the same premises described as recorded in Deed Book 593, Page 536, of the Clermont County Ohio Deed Records and identified as parcel number Clermont County PIDNs: 200602.022, 200602.021A, 200602.020B, 200602.020A, 200602.019B, 200602.029E, 200602.029F, 200602.029D, and 200602.029C. Parcel III Clermont County PIDN: 200602.020C, being a part of that certain property conveyed to Seller herein pursuant to Deed Book 2536, Page 812 Parcel IV

LIMITATION OF LIABILITY; DISCLAIMER. EXCEPT FOR AMOUNTS PAYABLE IN CONNECTION WITH INDEMNIFICATION OBLIGATIONS, BREACHES OF CONFIDENTIALITY OBLIGATIONS AND AMOUNTS PAYABLE PURSUANT TO SECTION 4 OR 5(b)(iii) ABOVE, (a1) Liability, UNDER IN NO CIRCUMSTANCES EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIALPUNITIVE, SPECIAL CONSEQUENTIAL OR EXEMPLARY DAMAGES (LOST PROFIT DAMAGES, EVEN IF THAT PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES); (2) 24/7 SHALL NOT BE LIABLE TO LYCOS OR ANY THIRD PARTY FOR ANY LOSS, ARISING FROM ANY PROVISIONOF THIS AGREEMENTCOST, SUCH ASDAMAGE OR EXPENSE INCURRED IN CONNECTION WITH THE AVAILABILITY, BUT NOT LIMITED TO, LOSS OF REVENUE OPERATION OR ANTCIPATED PROFITS OR LOST BUSINESS. INFOSPACE'S LIABILITY (WHETHER ARISING IN TORT, CONTRACT OR OTHERWISE AND NOTWITHSTANDING ANY FAULT, NEGLIGENCE (WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY OR STRICT LIAILITY OF INFOSPACE) UNDER THIS AGREEMENT OR WITH REGARD TO ANY USE OF THE PRODUCTS AD SERVING SYSTEM, THE INTERNET, TECHNICAL MALFUNCTION, COMPUTER ERROR OR SERVICES RENDERED BY INFOSPACE UNDER LOSS OR CORRUPTION OF DATA, OR OTHER INJURY, DAMAGE OR DISRUPTION OF ANY KIND RELATED THERETO, EXCEPT AS PROVIDED IN ANY OTHER AGREEMENT BETWEEN THE PARTIES, INCLUDING WITHOUT LIMITATION ANY AD SERVING AGREEMENT; (3) LYCOS SHALL NOT BE LIABLE TO 24/7 OR ANY THIRD PARTY FOR ANY LOSS, COST, DAMAGE OR EXPENSE INCURRED IN CONNECTION WITH THE AVAILABILITY, OPERATION OR USE OF THE WEB SITES, THE INTERNET, TECHNICAL MALFUNCTION, COMPUTER ERROR OR LOSS OR CORRUPTION OF DATA, OR OTHER INJURY, DAMAGE OR DISRUPTION OF ANY KIND RELATED THERETO AND (4) EACH PARTY’S MAXIMUM AGGREGATE LIABILITY SHALL NOT EXCEED FIVE MILLION DOLLARS. EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT (INCLUDING ALL EXHIBITS AND SCHEDULES HERETO), 24/7 MAKES NO WARRANTIES OF ANY SERVERS KIND TO ANY PERSON OR OTHER HARDWARE, SOFTWARE AND ANY OTHER ITEMS ENTITY WITH RESPECT TO THE AD SERVING SYSTEM USED OR PROVIDED BY INFOSPACE TO DELIVER ADVERTISING OR ANY THIRD PARTIES ADVERTISING OR DATA SUPPLIED THEREBY, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. EXCEPT AS EXPRESSLY SET FORTH IN CONNECTION WITH HOSTING THE CO-BRANDED PAGES OR PROVIDING CONTENTTHIS AGREEMENT (INCLUDING ALL EXHIBITS AND SCHEDULES HERETO), LYCOS MAKES NO WARRANTIES OF ANY KIND TO ANY PERSON OR ENTITY WITH RESPECT TO THE INFOSPACE WEB SITES AND SITES, THE IMPRESSIONS OR THE LYCOS DATA, INCLUDING, WITHOUT LIMITATION, ANY OTHER ITEMS IMPLIED WARRANTY OF MERCHANTABILITY OR SEVICES FURNISHED UNDER THIS AGREEMENT. IN NO EVENT WILL INFOSPACE'S AGGREGATE LIABILITY TO COMPANY UNDER THIS AGREEMENT EXCEED THE COMPENSATION PAID BY COMPANY TO INFOSPACE UNDER THIS AGREEMENTFITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT.