Common use of Limitations of Liability Clause in Contracts

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARY, IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b). (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) NEITHER PARTY SHALL BE LIABLE, WHETHER IN CONTRACT, IN TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), OR OTHERWISE, FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES WHATSOEVER, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, THAT IN ANY WAY ARISE OUT OF, RELATE TO, OR ARE A CONSEQUENCE OF, ITS PERFORMANCE OR NONPERFORMANCE HEREUNDER, OR THE PROVISION OF OR FAILURE TO PROVIDE ANY SERVICE HEREUNDER, EXCEPT TO THE EXTENT THAT SUCH DAMAGES ARE AWARDED TO A THIRD PERSON, WHICH AWARD SHALL BE SUBJECT TO THE LIMITATIONS IN SECTION 6.2(b) APPLICABLE TO A THIRD PERSON. (b) THE AGGREGATE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE EITHER PARTY UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL (1) IF SUCH LIABILITY IS DETERMINED AFTER THE FIRST ANNIVERSARY OF THE EFFECTIVE DATE, THE TOTAL AMOUNTS PAID OR PAYABLE TO OR BY SUCH PARTY OR ITS AFFILIATES UNDER THIS AGREEMENT WITH RESPECT TO THE TOTAL RELEVANT SERVICE COST PAID HEREUNDER SCHEDULE UNDER WHICH THE INDEMNIFICATION OBLIGATION ARISES DURING THE IMMEDIATELY PRECEDING TWELVE (12) MONTHS OR (2) IF SUCH LIABILITY IS DETERMINED PRIOR TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION FIRST ANNIVERSARY OF THE EFFECTIVE DATE, THE GREATER OF THE ACTUAL AMOUNT PAID OR PAYABLE TO OR BY SUCH PARTY OR ITS AFFILIATES UNDER THIS AGREEMENT WITH RESPECT TO THE CONTRARY, IN NO EVENT SHALL EITHER PARTY RELEVANT SERVICE SCHEDULE UNDER WHICH THE INDEMNIFICATION OBLIGATION ARISES THROUGH SUCH DATE OF DETERMINATION OR ANY THE AMOUNT THAT WOULD BE PAYABLE UNDER THIS AGREEMENT WITH RESPECT TO THE RELEVANT SERVICE SCHEDULE UNDER WHICH THE INDEMNIFICATION OBLIGATION ARISES DURING THE FIRST YEAR OF ITS GROUP MEMBERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDERTHE TERM HEREOF; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED THE INDEMNIFICATION OBLIGATION ARISES FROM A PARTY’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT IN THE PERFORMANCE OR RECEIPT OF THE SERVICES COVERED BY THE RELEVANT SERVICE SCHEDULE UNDER THIS AGREEMENT, THE AGGREGATE LIABILITY SHALL BE LIMITED TO (1) IF SUCH LIABILITY IS DETERMINED AFTER THE FIRST ANNIVERSARY OF THE EFFECTIVE DATE, THREE (3) TIMES THE TOTAL AMOUNTS PAID OR PAYABLE TO OR BY SUCH PARTY OR ITS AFFILIATES UNDER THIS AGREEMENT WITH RESPECT TO THE RELEVANT SERVICE SCHEDULE UNDER WHICH THE INDEMNIFICATION OBLIGATION ARISES DURING THE IMMEDIATELY PRECEDING TWELVE (12) MONTHS OR (2) IF SUCH LIABILITY IS REQUIRED DETERMINED PRIOR TO PAY ANY SPECIALTHE FIRST ANNIVERSARY OF THE EFFECTIVE DATE, INCIDENTALTHE GREATER OF THREE (3) TIMES THE ACTUAL AMOUNT PAID OR PAYABLE TO OR BY SUCH PARTY OR ITS AFFILIATES UNDER THIS AGREEMENT WITH RESPECT TO THE RELEVANT SERVICE SCHEDULE UNDER WHICH THE INDEMNIFICATION OBLIGATION ARISES THROUGH SUCH DATE OF DETERMINATION OR THREE (3) TIMES THE AMOUNT THAT WOULD BE PAYABLE UNDER THIS AGREEMENT WITH RESPECT TO THE RELEVANT SERVICE SCHEDULE UNDER WHICH THE INDEMNIFICATION OBLIGATION ARISES DURING THE FIRST YEAR OF THE TERM HEREOF; PROVIDED, INDIRECTFURTHER, COLLATERALHOWEVER, CONSEQUENTIAL OR PUNITIVE THAT THE FOREGOING LIMITATIONS ON LIABILITY SHALL NOT APPLY TO DAMAGES OR LOST PROFITS FINALLY AWARDED TO A THIRD PERSON WHO IS NOT BY A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIMCOURT, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT TRIBUNAL, ARBITRATOR OR JURY OR SUBJECT TO A SETTLEMENT APPROVED IN WRITING BY THE LIMITATION SET FORTH IN INDEMNIFYING PARTY THAT RESULT FROM A THIRD PERSON CLAIM FOR PROPERTY DAMAGE, PERSONAL INJURY (INCLUDING DEATH) OR A BREACH BY THE INDEMNIFYING PARTY OR AN AFFILIATE OF ITS OBLIGATION TO MAINTAIN AS CONFIDENTIAL THE PROTECTED HEALTH INFORMATION OF SUCH THIRD PERSON, WHICH SHALL INSTEAD BE LIMITED TO (1) IF SUCH LIABILITY IS DETERMINED AFTER THE FIRST ANNIVERSARY OF THE EFFECTIVE DATE, THE TOTAL AMOUNTS PAID OR PAYABLE TO OR BY SUCH PARTY OR ITS AFFILIATES UNDER THIS SECTION 6.4(b)AGREEMENT DURING THE IMMEDIATELY PRECEDING TWELVE (12) MONTH PERIOD OR (2) IF SUCH LIABILITY IS DETERMINED PRIOR TO THE FIRST ANNIVERSARY OF THE EFFECTIVE DATE, THE GREATER OF THE ACTUAL AMOUNT PAID OR PAYABLE TO OR BY SUCH PARTY OR ITS AFFILIATES UNDER THIS AGREEMENT THROUGH SUCH DATE OF DETERMINATION OR THE AMOUNT THAT WOULD BE PAYABLE UNDER THIS AGREEMENT DURING THE FIRST YEAR OF THE TERM HEREOF. (c) FOR THE SERVICES AVOIDANCE OF DOUBT, THE PARTIES ACKNOWLEDGE AND AGREE THAT CERTAIN EVENTS AND CLAIMS (INCLUDING LOST DATA, BUSINESS INTERRUPTION AND CLAIMS OF CLIENTS OR CUSTOMERS) COULD RESULT IN SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES AS WELL AS DIRECT DAMAGES. IF SUCH DAMAGES ARE PROVIDED “AS IS” ANDDIRECT, TO THE FULLEST EXTENT OF THE LAWSUCH DAMAGES SHALL BE COVERED BY SECTION 6.2(b). IF SUCH DAMAGES ARE SPECIAL, PROVIDED WITHOUT WARRANTIESINDIRECT, CLAIMS INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR REPRESENTATIONS MADE PUNITIVE, SUCH DAMAGES SHALL BE COVERED BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGESECTION 6.2(a). (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARY, IN NO EVENT SHALL EITHER PARTY OR ANY OF WII, ITS GROUP MEMBERS EMPLOYEES, OFFICERS, OWNERS, REPRESENTATIVES, SERVICE PROVIDERS, SUPPLIERS, LICENSORS, AND AGENTS BE LIABLE FOR ANY DIRECT, SPECIAL, INDIRECT, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTALEXEMPLARY, INDIRECTPUNITIVE OR CONSEQUENTIAL DAMAGES, COLLATERALOR ANY OTHER DAMAGES OF ANY KIND, CONSEQUENTIAL INCLUDING BUT NOT LIMITED TO, LOSS OF USE, LOSS OF GOODWILL, LOSS OF PROFITS, OR PUNITIVE DAMAGES LOSS OF DATA, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE), OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OTHERWISE, ARISING OUT OF EITHER GROUP OR IN CONNECTION ANY WAY CONNECTED WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b). (ci) THE SERVICES ARE USE OR INABILITY TO USE OUR SERVICE OR SITE OR THE CONTENT, MATERIALS, SOFTWARE, INFORMATION OR TRANSACTIONS PROVIDED “AS IS” AND, TO ON OR THROUGH THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORYSITE, INCLUDING, BUT NOT LIMITED TO, WARRANTIES THE INABILITY TO USE AS A RESULT OF QUALITYANY TERMINATION OR SUSPENSION OF THIS AGREEMENT OR YOUR USE OF OR ACCESS TO THE SERVICE OFFERINGS, PERFORMANCEOUR DISCONTINUATION OF ANY OR ALL OF THE SERVICE OFFERINGS, OR, ANY UNANTICIPATED OR UNSCHEDULED DOWNTIME OF ALL OR A PORTION OF THE SERVICES FOR ANY REASON, INCLUDING AS A RESULT OF POWER OUTAGES, AIR CONDITIONING OUTAGES, SYSTEM FAILURES, HUMAN ERROR, OR OTHER INTERRUPTIONS, OR (ii) ANY CLAIM ATTRIBUTABLE TO ERRORS, OMISSIONS, OR OTHER INACCURACIES IN THE SERVICE AVAILABLE THROUGH THE SITE OR THE SITE, THE CONTENT, MATERIALS, SOFTWARE, INFORMATION, OR PRODUCTS, (iii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY PRODUCTS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM OUR SITE; (iv) ANY INVESTMENTS, EXPENDITURES, OR COMMITMENTS BY YOU IN CONNECTION WITH THIS AGREEMENT OR YOUR USE OF THE SERVICE OFFERINGS (v) UNAUTHORIZED ACCESS TO OR ALTERATION OF OR LOSS OF YOUR TRANSMISSIONS OR DATA; (vi) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON OUR SITE; (vii) THE DELAY OR FAILURE IN PERFORMANCE RESULTING FROM AN ACT OF FORCE MAJEURE, INCLUDING WITHOUT LIMITATION, ACTS OF GOD, NATURAL DISASTERS, COMMUNICATIONS FAILURE, GOVERNMENTAL ACTIONS, WARS, STRIKES, LABOR DISPUTES, RIOTS, SHORTAGES OF LABOR OR MATERIALS, VANDALISM, TERRORISM, NON-INFRINGEMENTPERFORMANCE OF THIRD PARTIES OR ANY REASONS BEYOND THEIR REASONABLE CONTROL; (viii) ANY ERROR, MERCHANTABILITYOMISSION, DEFECT, VIRUS OR FITNESS THEFT THAT CAUSES DAMAGE OR LOSS OF YOUR CONTENT OR DATA OR (ix) ANY OTHER MATTER RELATING TO OUR SERVICE OR SITE, EVEN IF Affordable Domains Canada OR ITS AUTHORIZED REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOUR SOLE REMEDY FOR A PARTICULAR PURPOSEDISSATISFACTION WITH THE SERVICE OR SITE IS TO STOP USING THE SITE AND/OR OUR SERVICES. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OF LIABILITY, NOR ARE THERE IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES SET FORTH ABOVE, SO THIS LIMITATION OF LIABILITY MAY NOT APPLY TO YOU. IF ANY WARRANTIES CREATED BY COURSE PART OF DEALINGTHIS LIMITATION ON LIABILITY IS FOUND TO BE INVALID OR UNENFORCEABLE FOR ANY REASON, COURSE THEN THE AGGREGATE LIABILITY OF PERFORMANCEAffordable Domains Canada UNDER SUCH CIRCUMSTANCES FOR LIABILITIES THAT OTHERWISE WOULD HAVE BEEN LIMITED SHALL NOT EXCEED ONE HUNDRED DOLLARS ($100). IF YOU DO NOT AGREE, YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SERVICE OR TRADE USAGESITE IS TO STOP USING THE SITE AND/OR THOSE SERVICES. You authorize us to file a copy of this Section 12 in any proceeding as conclusive evidence that you consented to limitations of liability. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARYEXTENT PERMITTED BY LAW, IN NO EVENT SHALL EITHER NEITHER PARTY OR ANY OF ITS GROUP MEMBERS WILL BE LIABLE FOR ANY LOST PROFITS, GOODWILL, OR REVENUES OR FOR ANY INCIDENTAL, CONSEQUENTIAL, SPECIAL, INCIDENTAL, INDIRECT, COLLATERALCOVER, CONSEQUENTIAL BUSINESS INTERRUPTION, OR PUNITIVE DAMAGES IN CONNECTION WITH ANY CLAIM OF ANY NATURE, WHETHER IN CONTRACT, TORT, OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON UNDER ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY ARISING UNDER THIS AGREEMENT, EVEN IF A PARTY HAS BEEN GIVEN ADVANCE NOTICE OF SUCH POSSIBLE DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT IF A PARTY’S REMEDY OTHERWISE FAILS OF ITS ESSENTIAL PURPOSE. TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED PERMITTED BY LAW, EACH PARTY’S ENTIRE LIABILITY UNDER THIS AGREEMENT WILL NOT EXCEED THE FEES PAID BY CUSTOMER TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT SMARTSHEET UNDER THIS AGREEMENT FOR THE SERVICES GIVING RISE TO THE LIMITATION SET FORTH LIABILITY DURING THE TWELVE (12) MONTHS PRIOR TO THE DATE ON WHICH THE LIABILITY AROSE. THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT. THE FOREGOING EXCLUSIONS AND LIMITS IN THIS SECTION 6.4(b9 SHALL NOT APPLY TO LIABILITY OR OBLIGATIONS ARISING UNDER SECTIONS 1.2 (RESTRICTIONS) OR 8 (INDEMNIFICATION). (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT INFRINGEMENT OR MISAPPROPRIATION BY A PARTY OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIEDOTHER PARTY’S INTELLECTUAL PROPERTY RIGHTS, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, CUSTOMER’S OBLIGATION TO PAY FOR SERVICES OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGETAXES UNDER THIS AGREEMENT. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE WHETHER IN THE AGREEMENT, IN TORT (a) THE LIABILITY INCLUDING GROSS NEGLIGENCE), UNDER ANY WARRANTY OR OTHERWISE, FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OR FOR EXEMPLARY OR PUNITIVE LOSSES OR DAMAGES, OR ANY LOSS OF THE IKARIA GROUP MEMBERS PROFITS OR REVENUES, OR ANY COST OF LABOR, RESULTING FROM OR ARISING OUT OF OR IN CONNECTION WITH THE PERFORMANCEPRODUCT OR SELLER’S PERFORMANCE UNDER, DELIVERY OR PROVISION BREACH OF, THIS AGREEMENT, EVEN IF THE BUYER OR THE SELLER HAS BEEN ADVISED OF ANY SERVICE OR OTHERWISE THE POSSIBILITY OF SUCH DAMAGES. SAVE AS SPECIFIED UNDER THIS AGREEMENT THE BUYER’S RIGHT OF TERMINATION, LIQUIDATED DAMAGES SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO BUYER’S SOLE AND EXCLUSIVE REMEDY FOR DELAY IN ANY PRODUCT DELIVERY OR PART THEREOF AND THE IKARIA GROUP MEMBERS. SELLER SHALL HAVE NO FURTHER LIABILITY WHATSOEVER, WHETHER IN CONTRACT, TORT (bINCLUDING NEGLIGENCE OR STRICT LIABILITY) NOTWITHSTANDING ANY OTHER PROVISION OR OTHERWISE ARISING OUT OF THIS AGREEMENT TO THE CONTRARY, IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH DELAY OF ANY PRODUCT DELIVERY OR PART THEREOF. FOR THE AVOIDANCE OF DOUBT, THE BUYER MAY SEEK TO RECOVER ANY ACTUAL DIRECT DAMAGES ARISING HEREUNDER OR THEREUNDERIF THE SELLER BREACHES THIS AGREEMENT; PROVIDED, HOWEVER, THAT NOTWITHSTANDING ANYTHING CONTAINED HEREIN, TO THE FULL EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIALPERMITTED BY APPLICABLE LAW, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN NO EVENT SHALL THE SELLER’S LIABILITY IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT THE PRODUCT OR THIS AGREEMENT EXCEED THE PRICE PAID TO THE LIMITATION SELLER BY THE BUYER FOR THE PRODUCT. EITHER PARTY ACKNOWLEDGES AND AGREES THAT THE EXCLUSIVE REMEDIES AND LIMITATIONS OF LIABILITIES SET FORTH HEREIN WERE BARGAINED FOR AND ARE ESSENTIAL TERMS OF THIS AGREEMENT. NOTHING IN THIS SECTION 6.4(b)AGREEMENT SHALL LIMIT OR EXCLUDE THE LIABILITY OF EITHER PARTY FOR DEATH OR PERSONAL INJURY RESULTING FROM ITS NEGLIGENCE OR FOR FRAUDULENT MISREPRESENTATION. 8. (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. EXCEPT FOR INDEMNIFICATION OBLIGATIONS HEREUNDER, CUSTOMER’S FAILURE TO PAY FEES HEREUNDER, ANY VIOLATION ARISING OUT OF SECTION 1 (a) THE LIABILITY SERVICE ACCESS & USE), AND/OR ANY INFRINGEMENT OR VIOLATION OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCEPRODUCT TERMS OR MAPBOX’S INTELLECTUAL PROPERTY RIGHTS, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARYMAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL WILL: (A) EITHER PARTY (AND/OR ANY OF ITS GROUP MEMBERS MAPBOX LICENSORS/SUPPLIERS) BE LIABLE TO THE OTHER PARTY UNDER OR IN CONNECTION WITH THIS AGREEMENT (UNDER ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE) FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERALINCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING WITHOUT LIMITATION ANY LOST PROFITS, LOST BUSINESS OPPORTUNITIES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED DATA) OR FOR COST OF PROCUREMENT OF SUBSTITUTE SERVICES AND/OR GOODS, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES, AND (B) EACH PARTY’S AGGREGATE, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, CUMULATIVE LIABILITY UNDER OR IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER THIS AGREEMENT EXCEED THE TOTAL FEES PAID OR THEREUNDER; PROVIDED, HOWEVER, THAT PAYABLE TO MAPBOX FOR THE RELEVANT SERVICE OFFERING DURING THE TWELVE-MONTH PERIOD IMMEDIATELY PRIOR TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED EVENT GIVING RISE TO PAY SUCH LIABILITY. THE FOREGOING LIMITATIONS SHALL APPLY EVEN IF ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS REMEDY FAILS IN ITS ESSENTIAL PURPOSE. MULTIPLE CLAIMS SHALL NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO EXPAND THE LIMITATION SET FORTH LIMITATIONS SPECIFIED IN THIS SECTION 6.4(b)SECTION. (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) A. THE TOTAL LIABILITY OF SELLER, INCLUDING ITS SUBCONTRACTORS OR SUPPLIERS, ON ANY AND ALL CLAIMS WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE OR INTELLECTUAL PROPERTY INFRINGEMENT) OR OTHERWISE, ARISING OUT OF, CONNECTED WITH, OR RESULTING FROM THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY PERFORMANCE OR PROVISION NON-PERFORMANCE OF ANY SERVICE AGREEMENT RESULTING HEREFROM OR OTHERWISE UNDER THIS AGREEMENT FROM THE MANUFACTURE, SALE, DELIVERY, RESALE, REPAIR, REPLACEMENT OR USE OF ANY EQUIPMENT OR THE FURNISHING OF ANY SERVICE, SHALL BE LIMITED TO A SUM EQUAL NOT EXCEED THE PRICE ALLOCABLE TO THE TOTAL EQUIPMENT OR SERVICE COST PAID HEREUNDER WHICH GIVES RISE TO THE IKARIA GROUP MEMBERSCLAIM. EXCEPT AS TO TITLE ANY SUCH LIABILITY SHALL TERMINATE UPON THE EXPIRATION OF THE APPLICABLE WARRANTY PERIOD SPECIFIED IN THE ARTICLE ENTITLED “WARRANTY”. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARY, B. IN NO EVENT EVENT, WHETHER AS A RESULT OF BREACH OF CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE OR INTELLECTUAL PROPERTY INFRINGEMENT) OR OTHERWISE, SHALL EITHER PARTY SELLER, OR ANY OF ITS GROUP MEMBERS SUBCONTRACTORS OR SUPPLIERS, BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIALCONSEQUENTIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL INDIRECT OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b). (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORYEXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, WARRANTIES LOSS OF QUALITYPROFIT OR REVENUES, PERFORMANCELOSS OF USE OF THE EQUIPMENT OR ANY ASSOCIATED EQUIPMENT, NON-INFRINGEMENTCOST OF CAPITAL, MERCHANTABILITYCOST OF SUBSTITUTE GOODS, FACILITIES, SERVICES OR REPLACEMENT POWER, DOWNTIME COSTS OR CLAIMS OF BUYERS CUSTOMERS FOR SUCH DAMAGES. IF BUYER TRANSFERS TITLE TO, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCELEASES THE EQUIPMENT SOLD HEREUNDER TO, OR TRADE USAGEOTHERWISE PERMITS OR SUFFERS USE BY, ANY THIRD PARTY, BUYER SHALL OBTAIN FROM SUCH THIRD PARTY A PROVISION AFFORDING SELLER AND ITS SUBCONTRACTORS AND SUPPLIERS THE PROTECTION OF THE PRECEDING SENTENCE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. 9.1 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER PARTY SHALL BE LIABLE UNDER ANY LEGAL THEORY (aINCLUDING BUT NOT LIMITED TO CONTRACT, NEGLIGENCE, INDEMNIFICATION, STRICT LIABILITY IN TORT OR WARRANTY OF ANY KIND) FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, MULTIPLE, EXEMPLARY OR CONSEQUENTIAL DAMAGES (INCLUDING BUT NOT LIMITED TO COSTS OF COVER, LOST PROFITS, LOST DATA, LOSS OF BUSINESS, LOSS OF GOODWILL, LOSS OF PROFITS DUE TO PRODUCTS (INCLUDING INSTRUMENTS) DOWN TIME OR LOSS OF REVENUE) THAT THE LIABILITY OF OTHER PARTY MIGHT INCUR UNDER THE IKARIA GROUP MEMBERS AGREEMENT, OR THAT MAY ARISE FROM OR IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION PRODUCTS EVEN IF SUCH PARTY HAD NOTICE OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE POSSIBILITY OF SUCH DAMAGES. THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION CUMULATIVE LIABILITY OF THIS AGREEMENT TO THE CONTRARY, IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, TELESIS BIO IN CONNECTION WITH THIS AGREEMENT, INCLUDING WITHOUT LIMITATION WITH RESPECT TO ANY DAMAGES ARISING HEREUNDER PRODUCTS SOLD AND/OR THEREUNDER; PROVIDEDANY SERVICES RENDERED HEREUNDER, HOWEVERTHE LIABILITY OF TELESIS BIO UNDER ITS INDEMNIFICATION OBLIGATIONS, OR A BREACH BY TELESIS BIO HEREOF OR FAILURE TO PERFORM IN CONTRACT, TORT, WARRANTY, OR OTHERWISE, WILL NOT EXCEED THE AMOUNT OF FEES CUSTOMER ACTUALLY PAID TO TELESIS BIO FOR THE SPECIFIC PRODUCT OR SERVICE THAT GAVE RISE TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER APPLICABLE CLAIM(S). THE CUSTOMER ACKNOWLEDGES THAT THESE LIMITATIONS OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO LIABILITY REFLECT THE LIMITATION ALLOCATION OF RISK SET FORTH IN THIS SECTION 6.4(b). AGREEMENT AND THAT TELESIS BIO WOULD NOT ENTER INTO THIS AGREEMENT WITHOUT THESE LIMITATIONS ON ITS LIABILITY. DELIVERY DATES AND TIMES ARE ESTIMATES ONLY AND TELESIS BIO WILL NOT BE LIABLE (cIN CONTRACT, DELICT, TORT OR OTHERWISE) THE SERVICES ARE PROVIDED “AS IS” ANDFOR ANY LOSSES, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIESEXPENSES, CLAIMS OR REPRESENTATIONS MADE DAMAGES CAUSED BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGELATE DELIVERY. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL 6.1 EXCEPT FOR AMOUNTS PAYABLE BY CUSTOMER PURSUANT TO THE TOTAL SERVICE COST PAID HEREUNDER AGREEMENT, TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES SHALL TELEHOUSE BE LIABLE TO THE CONTRARY, IN NO EVENT SHALL EITHER OTHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE FOR ANY SPECIALINDIRECT, INCIDENTAL, INDIRECTCONSEQUENTIAL, COLLATERALSPECIAL OR EXEMPLARY DAMAGES UNDER ANY LEGAL THEORY (EVEN IF THAT PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), CONSEQUENTIAL ARISING FROM PERFORMANCE UNDER OR PUNITIVE FAILURE OF PERFORMANCE OF ANY PROVISION OF THE AGREEMENT (INCLUDING SUCH DAMAGES OR LOST PROFITS SUFFERED INCURRED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIMTHIRD PARTIES), SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b). (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDINGAS, BUT NOT LIMITED TO, WARRANTIES LOSS OF QUALITYREVENUE OR ANTICIPATED PROFITS OR LOST BUSINESS. EXCEPT FOR AMOUNTS PAYABLE BY CUSTOMER PURSUANT TO THE AGREEMENT, PERFORMANCETO THE EXTENT PERMITTED BY APPLICABLE LAW, NON-INFRINGEMENTIN NO EVENT SHALL TELEHOUSE BE LIABLE FOR DAMAGES IN EXCESS OF THE VALUE RECEIVED BY THE OTHER PARTY UNDER THE AGREEMENT. ALL CLAIMS BEYOND THOSE ALLOWED IN THESE NYIIX MASTER SERVICES AGREEMENT OF GENERAL TERMS AND CONDITIONS FOR ANY LOSS OR DAMAGE FROM WHATEVER CAUSE ARISING, MERCHANTABILITYINCLUDING DAMAGE TO THE OTHER PARTY’S PROPERTY, SHALL BE EXCLUDED AND HEREBY WAIVED BY THE OTHER PARTY UNLESS SUCH CLAIM IS MADE BASED ON PROVEN INTENTIONAL BAD ACTS OR FITNESS FOR GROSS NEGLIGENCE BY TELEHOUSE; IN SUCH CASE, DAMAGES SHALL BE LIMITED TO THOSE THAT ARE REASONABLY FORESEEABLE AS A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED RESULT OF THE INTENTIONAL BAD ACTS OR GROSS NEGLIGENCY BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGETELEHOUSE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. NOTWITHSTANDING ANYTHING TO THE CONTRARY EXPRESSED OR IMPLIED HEREIN: a. IN NO EVENT SHALL TRUCE BE LIABLE TO CUSTOMER OR ANY OF CUSTOMER’S USERS, ADMINISTRATORS OR ANY OTHER EMPLOYEE, CONTRACTOR, AGENT OR OTHER PERSONNEL (aTHE “CUSTOMER PARTIES”) THE LIABILITY FOR ANY OF THE IKARIA GROUP MEMBERS FOLLOWING, WHETHER TRUCE KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES: (1) ANY INDIRECT, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING LOST PROFITS AND LOST SAVINGS; (2) ANY CLAIM ASSERTED BY ANY THIRD PARTY (EXCEPT FOR THIRD PARTY CLAIMS SUBJECT TO TRUCE’S INDEMNIFICATION OBLIGATIONS UNDER SECTION 15); (3) TO THE EXTENT ALLOWED BY APPLICABLE LAW, ANY CLAIMS OR DAMAGES RESULTING FROM DEATH OF OR INJURY TO ANY OF THE CUSTOMER PARTIES OR ANY OTHER PERSON OR ENTITY ARISING OUT OF OR IN CONNECTION WITH THE PERFORMANCEINSTALLATION, DELIVERY USE, IMPROPER USE, OR PROVISION INABILITY TO USE THE TRUCE SYSTEM; AND, (4) ANY LEGAL FEES OR OTHER EXPENSES RELATED THERETO (EXCEPT FOR THIRD PARTY CLAIMS SUBJECT TO TRUCE’S INDEMNIFICATION OBLIGATIONS UNDER SECTION 15). b. THE TOTAL LIABILITY OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL TRUCE TO THE CUSTOMER PARTIES WILL BE LIMITED TO A SUM EQUAL THE LESSER OF (1) CUSTOMER’S ACTUAL DIRECT DAMAGES, IF ANY OR (2) THE CUMULATIVE PAYMENTS ACTUALLY RECEIVED BY TRUCE FROM CUSTOMER PURSUANT TO THIS AGREEMENT DURING THE TOTAL SERVICE COST PAID HEREUNDER TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE DATE ON WHICH THE APPLICABLE CLAIM AROSE; PROVIDED THAT THE FOREGOING LIMITATION ON LIABILITY SHALL NOT APPLY TO THE IKARIA GROUP MEMBERSTRUCE’S INDEMNIFICATION OBLIGATIONS UNDER SECTION 15 BELOW. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO c. THE CONTRARY, IN NO EVENT SHALL EITHER PARTY OR ANY FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE-STATED REMEDY FAILS OF ITS GROUP MEMBERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY ESSENTIAL PURPOSE. THESE LIMITATIONS OF LIABILITY ARE AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY ESSENTIAL CONDITION OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO AGREEMENT. d. THE LIMITATION LIMITATIONS SET FORTH IN THIS SECTION 6.4(b)14 SHALL APPLY REGARDLESS OF THE FORM, NATURE OR TYPE OF CLAIM OR CAUSE OF ACTION ASSERTED BY ANY CUSTOMER PARTY, WHETHER IN CONTRACT, TORT OR OTHERWISE, AND SHALL SURVIVE ANY TERMINATION OF THIS AGREEMENT, REGARDLESS OF THE REASON FOR SUCH TERMINATION. (c) THE SERVICES ARE PROVIDED “AS IS” ANDe. Notwithstanding the foregoing, TO THE FULLEST EXTENT OF THE LAWthe parties acknowledge that, PROVIDED WITHOUT WARRANTIESin some jurisdictions, CLAIMS OR REPRESENTATIONS MADE BY IKARIAapplicable law does not allow the exclusion or limitation of incidental, EITHER EXPRESSconsequential or special damages, IMPLIEDthe exclusion of implied warranties, OR STATUTORYor limitations on how long a given warranty may last, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGEso some of the above limitations may not apply. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. IN NO EVENT WILL XXXXX OR ITS RESELLERS, OR ITS OR THEIR SERVICE PROVIDERS, LICENSORS OR SUPPLIERS BE LIABLE UNDER OR IN CONNECTION WITH THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE, FOR ANY: (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARY, IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE FOR ANY SPECIALCONSEQUENTIAL, INCIDENTAL, INDIRECT, COLLATERALEXEMPLARY, CONSEQUENTIAL SPECIAL, ENHANCED, OR PUNITIVE DAMAGES DAMAGES; (b) INCREASED COSTS, DIMINUTION IN VALUE OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTYBUSINESS, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITYPRODUCTION, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER REVENUES, OR THEREUNDERPROFITS; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b). (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT LOSS OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS GOODWILL OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. REPUTATION; (d) Nothing contained in this Agreement shall limit or alter USE, INABILITY TO USE, LOSS, INTERRUPTION, DELAY OR RECOVERY OF ANY DATA, IN EACH CASE REGARDLESS OF WHETHER XXXXX WAS ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE. IN NO EVENT WILL XXXXX’X OR ITS RESELLERS’, OR ITS OR THEIR SERVICE PROVIDERS’, LICENSORS’ OR SUPPLIERS’ AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (iINCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE EXCEED THE TOTAL AMOUNTS ACTUALLY PAID TO XXXXX OR (IF APPLICABLE) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or ITS RESELLER UNDER THIS AGREEMENT IN THE TWELVE (ii12) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; providedMONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE CLAIM. AS BETWEEN XXXXX AND ITS RESELLERS, that no Party shall obtain duplicative recoveriesON THE ONE HAND, AND CUSTOMER, ITS AFFILIATES AND ITS AND THEIR AUTHORIZED USERS, ON THE OTHER HAND, CUSTOMER ACKNOWLEDGES AND AGREES THAT CUSTOMER, ITS AFFILIATES AND ITS AND THEIR AUTHORIZED USERS ARE SOLELY RESPONSIBLE FOR ALL USES SUCH PERSONS OR ENTITIES MAY MAKE OF THE SOFTWARE, AND ALL DECISIONS SUCH PERSONS OR ENTITIES MAY MAKE BASED ON THE SOFTWARE OR ANY CONTENT OR MATERIALS AVAILABLE ON OR THROUGH THE FOREGOING, AND XXXXX AND ITS RESELLERS HEREBY DISCLAIM ALL LIABILITY AND RESPONSIBILITY ARISING FROM ANY RELIANCE PLACED ON THE SOFTWARE, OR ANY CONTENT OR MATERIALS AVAILABLE ON OR THROUGH THE SOFTWARE BY CUSTOMER, ITS AFFILIATES OR ITS OR THEIR AUTHORIZED USERS OR ANY OTHER PERSON OR ENTITY WHO MAY BE INFORMED OF ANY OF THE CONTENTS OF THE FOREGOING. HOWEVER, THE FOREGOING EXCLUSIONS OF DAMAGES AND LIMITATIONS OF LIABILITY SHALL NOT APPLY TO XXXXX’X BREACH OF ITS OBLIGATIONS UNDER SECTION 6 (CONFIDENTIALITY), XXXXX’X INDEMNIFICATION OBLIGATIONS UNDER AND PURSUANT TO SECTION 9 OR XXXXX’X LIABILITY FOR ITS OWN FRAUD, GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.

Limitations of Liability. (a) EXCEPT FOR THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE INDEMNIFICATION OBLIGATIONS UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARYAGREEMENT, IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE TO THE OTHER PARTY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES DAMAGES, INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS OR LOST PROFITS SUFFERED BY AN INDEMNIFIED GOODWILL, FOR ANY MATTER ARISING OUT OF OR RELATING TO THIS AGREEMENT, ITS SUBJECT MATTER OR PERFORMANCE HEREUNDER, WHETHER SUCH LIABILITY IS ASSERTED ON THE BASIS OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. EACH PARTY’S TOTAL LIABILITY FOR ANY CAUSE OF ACTION, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITYCLAIM, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER DAMAGES, FEES, COSTS OR THEREUNDER; PROVIDED, HOWEVER, THAT EXPENSES SHALL BE LIMITED TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED AMOUNT PAID BY COMPANY TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO COVEWARE FOR THE LIMITATION COVEWARE SERVICES PROVIDED BY COVEWARE UNDER THIS AGREEMENT DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE DATE ON WHICH THE CLAIM AT ISSUE ACCRUED. THE LIMITATIONS SET FORTH IN THIS SECTION 6.4(b)APPLY TO ALL CAUSES OF ACTION IN THE AGGREGATE. EACH PARTY ACKNOWLEDGES AND AGREES THAT THIS SECTION REPRESENTS A REASONABLE ALLOCATION OF RISK AND THAT, IN THE ABSENCE OF THESE LIMITATIONS OF LIABILITY, THE TERMS OF THIS AGREEMENT WOULD BE SUBSTANTIALLY DIFFERENT. (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARYMAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL EITHER PARTY PARTY, ITS AFFILIATES, DIRECTORS, EMPLOYEES OR ANY OF ITS GROUP MEMBERS VENDORS OR LICENSORS BE LIABLE FOR ANY SPECIALINDIRECT, PUNITIVE, INCIDENTAL, INDIRECT, COLLATERALSPECIAL, CONSEQUENTIAL OR PUNITIVE EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTYOTHER INTANGIBLE LOSSES, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITYTHAT RESULT FROM THE USE OF, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDERINABILITY TO USE, THE SERVICE OR THE SUPPORT; PROVIDED, HOWEVER, THAT SUCH LIMITATIONS SHALL NOT APPLY TO: (I) DAMAGES ARISING OUT OF A PARTY’S FAILURE TO COMPLY WITH ITS CONFIDENTIALITY OBLIGATIONS UNDER SECTION 13; (II) A PARTY’S INDEMNIFICATION OBLIGATIONS UNDER SECTION 16(d) OR 16(e) (AS APPLICABLE); OR (III) CUSTOMER’S PAYMENT OBLIGATIONS TO SANGOMA. (b) UNDER NO CIRCUMSTANCES WILL SANGOMA BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICE OR CUSTOMER’S ACCOUNT(S) OR THE INFORMATION CONTAINED THEREIN. SANGOMA ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM CUSTOMER’S OR AUTHORIZED USERS’ ACCESS TO AND USE OF THE SERVICE OR SUPPORT; (III) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SERVICE; (IV) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE THROUGH THE SERVICE; AND/OR (IV) CUSTOMER DATA OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY. EXCEPT FOR THEIR RESPECTIVE INDEMNITY AND CONFIDENTIALITY OBLIGATIONS HEREUNDER, IN NO EVENT SHALL EITHER PARTY, THEIR AFFILIATES, DIRECTORS, EMPLOYEES, OR LICENSORS BE LIABLE TO THE EXTENT OTHER PARTY OR ANY AUTHORIZED USER FOR ANY CLAIMS, PROCEEDINGS, LIABILITIES, OBLIGATIONS, DAMAGES, LOSSES OR COSTS IN AN INDEMNIFIED PARTY IS REQUIRED AMOUNT EXCEEDING THE FEES CUSTOMER PAID TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b)SANGOMA HEREUNDER. (c) THIS LIMITATION OF LIABILITY SECTION APPLIES WHETHER THE SERVICES ARE PROVIDED “AS IS” ANDALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF THE NON-BREACHING PART HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THE FOREGOING LIMITATIONS OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT OF PERMITTED BY LAW IN THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGEAPPLICABLE JURISDICTION. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN ADDITION TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY WARRANTY AND OTHER PROVISION OF DISCLAIMERS IN THIS AGREEMENT TO THE CONTRARYAGREEMENT, IN NO EVENT SHALL EITHER PARTY TOMOFUN, ITS OFFICERS, EMPLOYEES, PARTNERS, AGENTS, OR ANY OF ITS GROUP MEMBERS AFFILIATES, BE (A) LIABLE FOR ANY SPECIALINDIRECT, INCIDENTAL, INDIRECTSPECIAL, COLLATERALEXEMPLARY, CONSEQUENTIAL OR PUNITIVE DAMAGES DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOODWILL, OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES OTHER INTANGIBLE LOSSES ARISING HEREUNDER FROM OR THEREUNDER; PROVIDED, HOWEVER, THAT RELATING TO THE EXTENT AN INDEMNIFIED PARTY SERVICES, WHETHER OR NOT WE HAVE BEEN INFORMED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES, AND EVEN IF A REMEDY SET FORTH HEREIN IS REQUIRED FOUND TO PAY HAVE FAILED OF ITS ESSENTIAL PURPOSE, AND (B) HAVE TOTAL CUMULATIVE LIABILITY FOR ANY SPECIALDIRECT DAMAGES, INCIDENTALPROPERTY DAMAGE, INDIRECTPERSONAL INJURY, COLLATERALLOSS OF LIFE OR ANY OTHER DAMAGES NOT EXCLUDED OR PRECLUDED PURSUANT TO (A) ABOVE, CONSEQUENTIAL ARISING FROM OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT RELATED TO THE LIMITATION SET FORTH SERVICES, WHETHER IN THIS SECTION 6.4(b). (c) CONTRACT OR TORT OR OTHERWISE, SHALL BE LIMITED TO AN AMOUNT NEVER TO EXCEED THE AMOUNT ACTUALLY PAID BY YOU TO TOMOFUN OR AN AUTHORIZED TOMOFUN RESELLER FOR THE SERVICES ARE PROVIDED “AS IS” AND, AT ISSUE WITHIN THE PRIOR TWELVE (12) MONTHS (IF ANY). TOMOFUN DISCLAIMS ALL LIABILITY OF ANY KIND OF TOMOFUN’S LICENSORS AND SUPPLIERS. TOMOFUN DISCLAIMS ALL LIABILITY ARISING FROM OR RELATING TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS ANY CONTENT OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORYPRIVATE CONTENT, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITYANY ERRORS OR OMISSIONS IN ANY CONTENT OR PRIVATE CONTENT, PERFORMANCEINCLUDING, NON-INFRINGEMENTBUT NOT LIMITED TO, MERCHANTABILITYANY ERRORS OR OMISSIONS IN ANY CONTENT OR PRIVATE CONTENT, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE LOSS OR DAMAGE OF DEALING, COURSE OF PERFORMANCEANY KIND INCURRED IN CONNECTION WITH USE OF, OR TRADE USAGEEXPOSURE TO, ANY CONTENT OR PRIVATE CONTENT POSTED, EMAILED, ACCESSED, TRANSMITTED, DISSEMINATED OR OTHERWISE MADE AVAILABLE VIA THE SERVICES. THIS SECTION SHALL APPLY EVEN IF TOMOFUN IS FOUND LIABLE FOR ANY LOSS OR DAMAGE DUE TO BREACH OF CONTRACT, BREACH OF EXPRESS OR IMPLIED OR LIMITED WARRANTY, NEGLIGENCE OF ANY KIND OR DEGREE, SUBROGATION, INDEMNIFICATION OR CONTRIBUTION, STRICT PRODUCT LIABILITY, OR ANY OTHER LEGAL THEORY OF LIABILITY. FOR THOSE JURISDICTIONS THAT DO NOT PERMIT LIMITATION OF LIABILITY FOR GROSS NEGLIGENCE, THIS LIMITATION OF LIABILITY SHALL NOT APPLY TO ANY WILLFUL, WANTON, INTENTIONAL, RECKLESS MISCONDUCT, OR GROSS NEGLIGENCE OF TOMOFUN. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) NEITHER PARTY NOR ANY OF ITS AFFILIATES WILL BE LIABLE TO THE OTHER FOR ANY CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES (INCLUDING DAMAGES FOR LOSS OF DATA, REVENUE, AND/OR PROFITS), WHETHER FORESEEABLE OR UNFORESEEABLE, ARISING OUT OF OR RELATED TO THIS AGREEMENT REGARDLESS OF WHETHER THE LIABILITY IS BASED ON BREACH OF CONTRACT, TORT, STRICT LIABILITY, BREACH OF WARRANTIES OR OTHERWISE, AND EVEN IF THE PARTY HAS BEEN ADVISED OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH POSSIBILITY OF THOSE DAMAGES. THE PERFORMANCEFOREGOING LIMITATION DOES NOT APPLY TO LIABILITY ARISING FROM: (I) A PARTY’S DUTY TO INDEMNIFY THE OTHER FOR THIRD-PARTY CLAIMS UNDER THIS AGREEMENT; (II) A BREACH OF A PARTY’S CONFIDENTIALITY OBLIGATIONS UNDER THE NDA OR THIS AGREEMENT; (III) ANY INFRINGEMENT, DELIVERY MISUSE OR PROVISION MISAPPROPRIATION OF ANY SERVICE INTELLECTUAL PROPERTY RIGHTS; OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS(IV) FRAUD. (b) NOTWITHSTANDING ANY OTHER PROVISION OF ADDITIONALLY, NEITHER MICROSOFT NOR ITS AFFILIATES’ LIABILITY TO TECHSOUP UNDER OR RELATING TO THIS AGREEMENT WILL EXCEED THE GREATER OF $500 OR THE ACTUAL FEES PAID BY END USERS FOR PRODUCTS IN THE 12-MONTH PERIOD PRIOR TO THE CONTRARY, IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO DATE THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b)FIRST CLAIM AROSE. (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) THE NEITHER PARTY LIMITS NOR EXCLUDES ITS LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCEFOR DEATH OR PERSONAL INJURY, DELIVERY FRAUD OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT OTHER MATTER THAT CANNOT BE LAWFULLY EXCLUDED. NEVERTHELESS, EACH PARTY’S SOLE LIABILITY HEREUNDER SHALL BE LIMITED TO A SUM EQUAL DIRECT AND OBJECTIVELY MEASURABLE DAMAGES. IN NO EVENT SHALL EITHER PARTY BE LIABLE TO ANYONE FOR ANY INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR OTHER DAMAGES OF ANY TYPE OR KIND (INCLUDING LOSS OF DATA, REVENUE, PROFITS, USE, BUSINESS INTERUPTIONS OR OTHER ECONOMIC ADVANTAGE) ARISING OUT OF, OR IN ANY WAY CONNECTED WITH THE C3 HUB, INCLUDING BUT NOT LIMITED TO THE TOTAL SERVICE COST PAID HEREUNDER USE OR INABILITY TO USE THE IKARIA GROUP MEMBERS. C3 HUB, OR FOR ANY CONTENT OBTAINED FROM OR THROUGH THE C3 HUB, ANY INTERRUPTION, INACCURACY, ERROR OR OMISSION, REGARDLESS OF CAUSE IN THE CONTENT, EVEN IF THE PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. EXCEPT FOR LIABILITIES ARISING FROM A CLAIM RELATED TO DEATH, PERSONAL INJURIES, FRAUD OR PURSUANT TO SECTION 10 (bMUTUAL INDEMNIFICATION) NOTWITHSTANDING ANY OTHER PROVISION OR SECTION 4 (CUSTOMER USE OF THIS AGREEMENT TO THE CONTRARYC3 HUB), IN NO EVENT SHALL EITHER PARTY PARTY'S AGGREGATE LIABILITY EXCEED THE AMOUNTS ACTUALLY PAID BY AND/OR ANY DUE FROM THE CUSTOMER IN THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM. IF NO SUCH AMOUNT WAS PAID AND/OR IS DUE YET, THEN IT SHALL BE THE AMOUNT REPRESENTING THE CURRENT BASE COST PER TRANSACTION MULTIPLIED BY THE NUMBER OF ITS GROUP MEMBERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED TRANSACTION EXECUTED BY THE CUSTOMER IN THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM. THE PARTIES ACKNOWLEDGE THAT THESE LIMITATIONS ON POTENTIAL LIABILITIES WERE AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, ESSENTIAL ELEMENT IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN SETTING CONSIDERATION UNDER THIS SECTION 6.4(b)AGREEMENT. (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, (aA) THE MAXIMUM LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCEPROVIDER, DELIVERY OR PROVISION OF ITS AFFILIATES, AND SUPPLIERS, FOR ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT DAMAG- ES FOR ANY AND ALL CAUSES WHATSOEVER, SHALL BE LIMITED TO A SUM EQUAL THE FEES PAID TO PROVIDER DURING THE TOTAL SERVICE COST PAID HEREUNDER 6 MONTH PERIOD IMMEDIATELY PRECEDING THE CLAIM THAT GAVE RISE TO THE IKARIA GROUP MEMBERS. SUCH DAMAGES, AND (bB) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARY, IN NO EVENT SHALL WILL EITHER PARTY BE LIABLE TO THE OTHER PARTY (OR ANY PARTY CLAIMING THROUGH THE OTHER PARTY) FOR (I) LOST PROFITS, LOSS OF ITS GROUP MEMBERS BE LIABLE GOODWILL OR REPUTATION, LOST REVENUES, LOST SAVINGS, LOST, CORRUPTED, OR DAMAGED DATA OR EQUIPMENT, COST OF COVER, LOSS OF BUSINESS OPPORTUNITY, OR (II) FOR ANY SPECIALINDIRECT, INCIDENTAL, INDIRECTSPECIAL, COLLATERALCONSE- QUENTIAL, CONSEQUENTIAL EXEMPLARY, PUNITIVE OR PUNITIVE LIKE DAMAGES ARISING OUT OF OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTYRELATING TO THIS AGREEMENT OR THE PROVIDER IP, HOWEVER CAUSED SERVICES, OR DOCUMENTATION PROVID- ED HEREUNDER. THE DISCLAIMERS AND ON LIMITATIONS OF LIABILITY SET FORTH ABOVE SHALL APPLY REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT OR OTHERWISE, UNDER ANY THEORY OF LIABILITYLIABILITY (INCLUDING NEGLIGENCE, PROD- UCT LIABILITY OR ANY OTHER LEGAL OR EQUITABLE THEORY). THE FOREGOING LIM- ITATIONS SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER EACH CASE REGARDLESS OF WHETHER THE PARTY WAS ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE, AND NOTWITHSTANDING THE FAILURE OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b)ANY AGREED OR OTHER REM- EDY OF ITS ESSENTIAL PURPOSE. (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCEYOU AGREE THAT, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARYMAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE LIABILITY OF ALL INDEMNIFIED PARTIES TO YOU HEREUNDER OR OTHERWISE IN RESPECT OF THE PRODUCTS EXCEED THE AMOUNT YOU HAVE PAID FOR THE PRODUCTS OR SERVICES OR THE RIGHTS TO USE THE SOFTWARE IN THE TWELVE MONTH PERIOD IMMEDIATELY PRECEDING THE TIME THE CAUSE OF ACTION AROSE, SUBJECT TO ANY LESSER LIMITATION OF LIABILITY IN ANY TERMS INCORPORATED HEREIN BY REFERENCE (INCLUDING, WITHOUT LIMITATION, ANY THIRD PARTY TERMS) IF APPLICABLE. NOTWITHSTANDING ANY OTHER PROVISION IN THIS AGREEMENT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERALOR CONSEQUENTIAL LOSSES OR DAMAGES, CONSEQUENTIAL INCLUDING LOSS OF REVENUE OR PUNITIVE DAMAGES PROFITS, LOSS OF DATA, BUSINESS INFORMATION OR LOST LOSS OF USE THEREOF, FAILURE TO REALIZE EXPECTED PROFITS SUFFERED BY AN INDEMNIFIED OR SAVINGS, COST OF CAPITAL, LOSS OF BUSINESS OPPORTUNITIES, LOSS OF GOODWILL OR ANY OTHER NON-DIRECT, PECUNIARY, COMMERCIAL OR ECONOMIC LOSS OR DAMAGE OF ANY KIND WHETHER FORESEEN OR UNFORESEEN ARISING FROM OR INCIDENTAL TO THIS AGREEMENT. FOR GREATER CERTAINTY, THE FOREGOING LIMITATIONS AND EXCLUSIONS OF LIABILITY SHALL NOT APPLY TO (A) EITHER PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER ’S INDEMNIFICATION OBLIGATIONS HEREUNDER; OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL (B) INFRINGEMENT OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b). (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT MISAPPROPRIATION OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGEOTHER PARTY’S INTELLECTUAL PROPERTY RIGHTS. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. 9.1. EXCEPT FOR DAMAGES ARISING OUT OF (aI) THE LIABILITY A PARTY’S BREACH OF ITS CONFIDENTIALITY OBLIGATIONS HEREUNDER, (II) A PARTY’S MISAPPROPRIATION OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCEOTHER PARTY’S IP RIGHTS, DELIVERY OR PROVISION OF ANY SERVICE (iii) WHERE A CLAIM RESULTS FROM INTENTIONAL MISCONDUCT OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARYGROSS NEGLIGENCE, IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE TO THE OTHER PARTY FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERALSPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTYDAMAGES, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b). (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT REGARDLESS OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORYNATURE OF THE CLAIM, INCLUDING, BUT NOT LIMITED TOWITHOUT LIMITATION, WARRANTIES LOST PROFITS, COSTS OF QUALITYDELAY, PERFORMANCEANY FAILURE OF DELIVERY, NON-INFRINGEMENT, MERCHANTABILITYBUSINESS INTERRUPTION, OR FITNESS COSTS OF LOST OR DAMAGED DATA OR DOCUMENTATION, EVEN IF THE PARTY FROM WHOM SUCH DAMAGES ARE SOUGHT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS LIMITATION UPON DAMAGES AND CLAIMS IS INTENDED TO APPLY WITHOUT REGARD TO WHETHER OTHER PROVISIONS OF THIS AGREEMENT HAVE BEEN BREACHED. 9.2. EXCEPT FOR DAMAGES ARISING OUT OF (I) A PARTICULAR PURPOSEPARTY’S BREACH OF ITS CONFIDENTIALITY OBLIGATIONS HEREUNDER, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE (II) A PARTY’S MISAPPROPRIATION OF DEALING, COURSE OF PERFORMANCETHE OTHER PARTY’S IP RIGHTS, OR TRADE USAGE(iii) WHERE A CLAIM RESULTS FROM INTENTIONAL MISCONDUCT OR GROSS NEGLIGENCE, EACH PARTY’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, REGARDLESS OF THE FORM OF ACTION, SHALL NEVER EXCEED THE TOTAL AMOUNT PAID BY CUSTOMER TO COMPANY UNDER THIS AGREEMENT DURING THE TWELVE MONTHS IMMEDIATELY BEFORE ANY EVENT GIVING RISE TO A CLAIM BY THE OTHER PARTY HEREUNDER. EACH PARTY HEREBY RELEASES THE OTHER PARTY FROM ALL OBLIGATIONS, LIABILITY, CLAIMS, OR DEMANDS IN EXCESS OF THIS LIMITATION. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. IN NO EVENT SHALL THE COMPANY OR ITS AGENTS, EMPLOYEES, AFFILIATES, DIRECTORS OR OFFICERS OR ANY THIRD PARTY PROVIDERS, LICENSORS OR SUPPLIERS HAVE ANY LIABILITY TO YOU OR ANY OTHER THIRD PARTY, AND YOU AGREE TO RELEASE AND HOLD THE COMPANY AND ITS AGENTS, EMPLOYEES, AFFILIATES, DIRECTORS AND OFFICERS AND ANY THIRD PARTY PROVIDERS, LICENSORS AND SUPPLIERS HARMLESS FROM, ANY LIABILITY ARISING FROM (aA) ANY DELAYS IN THE PERFORMANCE OF THE SERVICES; (B) ANY THIRD PARTY SOFTWARE; (C) THE PERFORMANCE OF THE SERVICES, EXCEPT AND ONLY TO THE EXTENT THAT THE COMPANY IS GROSSLY NEGLIGENT IN PERFORMING THE SERVICES; OR (D) CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES EVEN IF ADVISED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES. SOME STATE STATUTES MAY APPLY RESTRICTIONS REGARDING LIMITATIONS ON LIABILITY. THE SOLE AND MAXIMUM LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCECOMPANY AND ITS AGENTS, DELIVERY EMPLOYEES, AFFILIATES, DIRECTORS, OFFICERS AND THIRD PARTY PROVIDERS, LICENSORS AND SUPPLIERS, AND YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY AND ALL CLAIMS WHATSOEVER, WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT, INCLUDING NEGLIGENCE, PRODUCT LIABILITY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT OTHERWISE, SHALL BE LIMITED TO A SUM EQUAL THE AMOUNT THAT YOU PAID FOR THE SERVICES WITHIN THE THREE MONTHS IMMEDIATELY PRECEDING THE INITIAL CLAIM MADE BY YOU IN WHICH THE COMPANY IS LIABLE TO YOU FOR SUCH CLAIM. YOU ACKNOWLEDGE THAT THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF COMPANY HAS SET ITS FEES AND ENTERED INTO THIS AGREEMENT TO IN RELIANCE UPON LIMITATIONS OF LIABILITY AND THE CONTRARY, IN NO EVENT SHALL EITHER PARTY OR ANY DISCLAIMERS OF ITS GROUP MEMBERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE WARRANTIES AND DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b). (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT AGREEMENT AND THAT THESE PROVISIONS FORM AN ESSENTIAL BASIS OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES BARGAIN BETWEEN THE PARTIES. THE PARTIES AGREE THAT THE LIMITATIONS OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR LIABILITY AND DISCLAIMERS SPECIFIED IN THIS AGREEMENT WILL SURVIVE AND APPLY EVEN IF PORTIONS OF THIS AGREEMENT ARE FOUND TO HAVE FAILED IN THEIR ESSENTIAL PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AND NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT AGREEMENT, NEITHER PARTY SHALL BE LIABLE TO THE CONTRARY, IN NO EVENT SHALL EITHER OTHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE AFFILIATES FOR ANY (A) COST OF PROCUREMENT OF ANY SUBSTITUTE PRODUCTS OR SERVICES, OR COST OF REPLACEMENT OR RESTORATION OF ANY CUSTOMER DATA, (B) ECONOMIC LOSSES, EXPECTED OR LOST PROFITS, REVENUE, OR ANTICIPATED SAVINGS, LOSS OF BUSINESS, LOSS OF CONTRACTS, LOSS OF OR DAMAGE TO GOODWILL OR REPUTATION, AND/OR (C) INDIRECT, SPECIAL, INCIDENTAL, INDIRECTPUNITIVE, COLLATERALOR CONSEQUENTIAL LOSS OR DAMAGE, CONSEQUENTIAL WHETHER ARISING OUT OF PERFORMANCE OR PUNITIVE DAMAGES BREACH OF THIS AGREEMENT OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTYTHE USE OR INABILITY TO USE THE PALANTIR TECHNOLOGY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT EVEN IF THE PARTY HAS BEEN ADVISED AS TO THE POSSIBILITY OF SUCH LOSS OR DAMAGES. EXCEPT FOR THE PARTIES’ OBLIGATIONS SET FORTH IN SECTIONS 5 AND 9.2 OF THIS AGREEMENT AND CUSTOMER’S PAYMENT OBLIGATIONS HEREUNDER, TO THE MAXIMUM EXTENT AN INDEMNIFIED PERMITTED BY APPLICABLE LAW, EACH PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER AGREES THAT THE MAXIMUM AGGREGATE LIABILITY OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT ITS AFFILIATES TO THE LIMITATION OTHER PARTY AND ITS AFFILIATES FOR ALL CLAIMS OF ANY KIND SHALL NOT EXCEED THE GREATER OF A) THE FEES PAID OR PAYABLE TO PALANTIR BY CUSTOMER UNDER THE APPLICABLE ORDER FORM IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM FOR THE SERVICE OR PROFESSIONAL SERVICES THAT GAVE RISE TO SUCH CLAIM OR B) ONE HUNDRED THOUSAND DOLLARS (USD 100,000), AND THAT SUCH REMEDY IS FAIR AND ADEQUATE. NOTWITHSTANDING THE FOREGOING SENTENCE, IF NO FEES ARE PAYABLE BY CUSTOMER UNDER AN APPLICABLE ORDER FORM DURING SUCH APPLICABLE ORDER TERM, EXCEPT FOR THE PARTIES’ OBLIGATIONS SET FORTH IN SECTIONS 5 AND 9.2 OF THIS AGREEMENT AND CUSTOMER’S PAYMENT OBLIGATIONS HEREUNDER, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY AGREES THAT THE MAXIMUM AGGREGATE LIABILITY OF EITHER PARTY AND ITS AFFILIATES TO THE OTHER PARTY AND ITS AFFILIATES FOR ALL CLAIMS OF ANY KIND ARISING OUT OF SUCH ORDER FORM SHALL NOT EXCEED FIFTY THOUSAND DOLLARS (USD 50,000), AND THAT SUCH REMEDY IS FAIR AND ADEQUATE. THE LIMITATIONS SET FORTH IN THIS SECTION 6.4(b12 SHALL APPLY REGARDLESS OF WHETHER AN ACTION IS BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE). (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIEDSTRICT LIABILITY, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, ANY OTHER LEGAL OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGEEQUITABLE THEORY. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, UNDER NO CIRCUMSTANCES SHALL THE CUMULATIVE LIABILITY OF TREND MICRO FOR ANY AND ALL CLAIMS OR DAMAGES (A) RELATED TO THE IKARIA GROUP MEMBERS INSTALLATION OF, USE OF OR RELIANCE UPON A CERTIFICATE OR (B) FOR THE SERVICES PROVIDED UNDER THIS AGREEMENT, TO YOU, SUBSCRIBERS AND/OR RELYING PARTIES UNDER ANY CAUSE OF ACTION, OR ANY CONTRACT, STRICT LIABILITY, TORT (INCLUDING NEGLIGENCE), OR OTHER LEGAL OR EQUITABLE THEORY OR IN CONNECTION WITH ANY OTHER WAY, EXCEED THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE AMOUNT PAID TO TREND MICRO FOR THE SERVICES UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL BY YOU AND/OR SUBSCRIBER OVER THE 12 MONTHS IMMEDIATELY PRECEDING THE EVENTS GIVING RISE TO THE TOTAL SERVICE COST PAID HEREUNDER CLAIM (EXCEPT THAT FOR CLAIMS FROM SUBSCRIBERS AND RELYING PARTIES ARISING FROM OR RELATED TO EXTENDED VALIDATION (EV) CERTIFICATES, THE MAXIMUM SHALL BE (I) ANY ECONOMIC LOSS (INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUES, PROFITS, CONTRACTS, BUSINESS OR ANTICIPATED SAVINGS); (II) TO THE IKARIA GROUP MEMBERS.EXTENT ALLOWED BY APPLICABLE LAW, ANY LOSS OR DAMAGE RESULTING FROM DEATH OR INJURY OF SUBSCRIBER AND/OR ANY RELYING PARTY OR ANYONE ELSE; (bIII) NOTWITHSTANDING ANY LOSS OF GOODWILL OR REPUTATION; OR (IV) ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARYINDIRECT, IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE FOR ANY SPECIALCONSEQUENTIAL, INCIDENTAL, INDIRECTMULTIPLE, COLLATERALSPECIAL, CONSEQUENTIAL PUNITIVE, EXEMPLARY DAMAGES IN ANY CASE WHETHER OR PUNITIVE NOT SUCH LOSSES OR DAMAGES WERE WITHIN THE CONTEMPLATION OF THE PARTIES AT THE TIME OF THE APPLICATION FOR, INSTALLATION OF, USE OF OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTYRELIANCE ON THE CERTIFICATE, HOWEVER CAUSED AND ON OR AROSE OUT OF ANY THEORY OF LIABILITYOTHER MATTER OR SERVICES (INCLUDING, IN CONNECTION WITHOUT LIMITATION, ANY SUPPORT SERVICES) UNDER OUR CPS OR WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT REGARD TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIALUSE OF OR RELIANCE ON THE CERTIFICATE. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCIDENTAL, INDIRECT, COLLATERAL, THE ABOVE EXCLUSIONS OF INCIDENTAL AND CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS MAY NOT APPLY TO A PERSON WHO IS NOT SUBSCRIBER AND/OR A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-RELYING PARTY CLAIM, SUCH DAMAGES BUT SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT BE GIVEN EFFECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b). (c) FULL EXTENT PERMITTED BY LAW. THE SERVICES ARE PROVIDED “AS IS” ANDFOREGOING LIMITATIONS OF LIABILITY SHALL APPLY ON A CERTIFICATE-BY- CERTIFICATE BASIS, REGARDLESS OF THE NUMBER OF TRANSACTIONS OR CLAIMS RELATED TO EACH CERTIFICATE, AND SHALL BE APPORTIONED FIRST TO THE FULLEST EXTENT OF THE LAWEARLIER CLAIMS TO ACHIEVE FINAL RESOLUTION. In no event will Trend Micro be liable for any damages to Subscribers, PROVIDED WITHOUT WARRANTIESRelying Parties or any other party arising out of or related to the use or misuse of, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. or reliance on any Certificate issued under this Agreement or the CPS that: (di) Nothing contained has expired or been revoked; (ii) has been used for any purpose other than as set forth in this Agreement shall limit or alter the CPS; (iiii) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.has been tampered with;

Limitations of Liability. (a) THE LIABILITY 13.1 AFFIRMTRUST, AFFIRMTRUST GROUP AFFILIATES, ANY RESELLERS, CO- MARKETERS, SUBCONTRACTORS, DISTRIBUTORS, AGENTS, SUPPLIERS, AND EMPLOYEES AND DIRECTORS OF ANY OF THE IKARIA GROUP MEMBERS FOREGOING (COLLECTIVELY, “AFFIRMTRUST AND ITS ENTITIES”) SHALL NOT BE LIABLE IN CONNECTION CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, FOR BREACH OF A STATUTORY DUTY OR IN ANY OTHER WAY (EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES) FOR: (I) ANY ECONOMIC LOSS (INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUES, PROFITS, CONTRACTS, BUSINESS OR ANTICIPATED SAVINGS); (II) TO THE EXTENT ALLOWED BY APPLICABLE LAW, ANY LOSS OR DAMAGE RESULTING FROM DEATH OR INJURY OF SUBSCRIBER AND/OR ANY RELYING PARTY OR ANYONE ELSE; (III) ANY LOSS OF GOODWILL OR REPUTATION; (IV) ANY OTHER INDIRECT, CONSEQUENTIAL, INCIDENTAL, MULTIPLE, SPECIAL, PUNITIVE, EXEMPLARY DAMAGES, OR (V) ANY LOSS OR DAMAGE THAT IS NOT DIRECTLY ATTRIBUTABLE TO THE USE OR RELIANCE ON A CERTIFICATE OR SERVICE PROVIDED UNDER THIS CPS INCLUDING, WITHOUT LIMITATION, ANY LOSS OR DAMAGE RESULTING FROM THE COMBINATION OR INTEGRATION OF THE CERTIFICATE OR SERVICE WITH ANY SOFTWARE OR HARDWARE NOT PROVIDED BY AFFIRMTRUST IF THE PERFORMANCELOSS OR DAMAGE WOULD NOT HAVE OCCURRED AS A RESULT OF USE OF THE CERTIFICATE ALONE. IN ANY CASE WHETHER OR NOT SUCH LOSSES OR DAMAGES WERE WITHIN THE CONTEMPLATION OF THE PARTIES AT THE TIME OF THE APPLICATION FOR, DELIVERY INSTALLATION OF, USE OF OR PROVISION RELIANCE ON THE CERTIFICATE, OR AROSE OUT OF ANY SERVICE OTHER MATTER OR OTHERWISE SERVICES (INCLUDING, WITHOUT LIMITATION, ANY SUPPORT SERVICES) UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL AGREEMENT, THE APPLICABLE CPS OR WITH REGARD TO THE TOTAL SERVICE COST PAID HEREUNDER TO USE OF OR RELIANCE ON THE IKARIA GROUP MEMBERSCERTIFICATE. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARY, 13.2 IN NO EVENT SHALL EITHER THE TOTAL AGGREGATE LIABILITY OF AFFIRMTRUST AND ITS ENTITIES TO ANY APPLICANT, SUBSCRIBER, RELYING PARTY OR ANY OTHER PERSON, ENTITY, OR ORGANIZATION ARISING OUT OF ITS GROUP MEMBERS BE LIABLE OR RELATING TO THIS AGREEMENT, THE CPS AND ALL CERTIFICATES ISSUED (INCLUDING WITHOUT LIMITATION, THE INSTALLATION OF, USE OF OR RELIANCE UPON A CERTIFICATE) AND SERVICES PROVIDED UNDER THIS AGREEMENT UNDER ANY CAUSE OF ACTION, OR ANY CONTRACT, STRICT LIABILITY, TORT (INCLUDING NEGLIGENCE), OR OTHER LEGAL OR EQUITABLE THEORY OR IN ANY OTHER WAY, EXCEED THE AMOUNT PAID TO AFFIRMTRUST FOR THE SERVICES UNDER THIS AGREEMENT OVER THE 12 MONTHS IMMEDIATELY PRECEDING THE EVENTS GIVING RISE TO THE CLAIM, UP TO A MAXIMUM OF TEN THOUSAND U.S. DOLLARS (US$10,000.00) (EXCEPT THAT FOR ANY SPECIALEXTENDED VALIDATION (EV) CERTIFICATES ISSUED UNDER THIS AGREEMENT, INCIDENTALAFFIRMTRUST AND ITS ENTITIES’ AGGREGATE LIABLIITY IS LIMITED TO TWO THOUSAND U.S. DOLLARS (US$2,000.00) PER SUBSCRIBER OR RELYING PARTY PER EV CERTIFICATE, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS UP TO A PERSON WHO IS NOT A MEMBER MAXIMUM OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(bFIFTY THOUSAND U.S. DOLLARS (US$50,000.00)). (c) 13.3 BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE SERVICES ARE PROVIDED “AS IS” EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, THE ABOVE EXCLUSIONS OF INCIDENTAL AND CONSEQUENTIAL DAMAGES MAY NOT APPLY TO A SUBSCRIBER AND, /OR A RELYING PARTY BUT SHALL BE GIVEN EFFECT TO THE FULLEST FULL EXTENT PERMITTED BY LAW. THE FOREGOING LIMITATIONS OF LIABILITY SHALL APPLY ON A CERTIFICATE-BY-CERTIFICATE BASIS, REGARDLESS OF THE LAWNUMBER OF TRANSACTIONS OR CLAIMS RELATED TO EACH CERTIFICATE, PROVIDED WITHOUT WARRANTIESAND SHALL BE APPORTIONED FIRST TO THE EARLIER CLAIMS TO ACHIEVE FINAL RESOLUTION. In no event will AffirmTrust or AffirmTrust Group Affiliates be liable for any damages to Applicants, CLAIMS OR REPRESENTATIONS MADE BY IKARIASubscribers, EITHER EXPRESSRelying Parties or any other person, IMPLIEDentity or organization arising out of or related to the use or misuse of, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. or reliance on any Certificate issued under this Agreement or the CPS that: (di) Nothing contained has expired or been revoked; (ii) has been used for any purpose other than as set forth in this Agreement shall limit or alter the CPS; (iiii) has been tampered with; (iv) with respect to which the obligation Key Pair underlying such Certificate or the cryptography algorithm used to generate such Certificate's Key Pair, has been Compromised by the action of either Party to indemnify any party other than AffirmTrust or AffirmTrust Group Affiliates (including without limitation the other Party pursuant to the Separation Agreement Subscriber or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary DocumentRelying Party); provided, that no Party shall obtain duplicative recoveries.or

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARYMAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL EITHER RELYMD BE LIABLE TO ANY PARTY FOR LOST PROFITS OR REVENUE OR FOR INCIDENTAL, CONSEQUENTIAL, PUNITIVE, COVER, SPECIAL, RELIANCE OR EXEMPLARY DAMAGES, OR INDIRECT DAMAGES OF ANY TYPE OR KIND HOWEVER CAUSED, WHETHER FROM BREACH OF WARRANTY, BREACH OR REPUDIATION OF CONTRACT, NEGLIGENCE, OR ANY OTHER LEGAL CAUSE OF ITS GROUP MEMBERS ACTION FROM OR IN CONNECTION WITH THESE TERMS OF SERVICE OR ANY AGREEMENT (WHETHER OR NOT THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). CERTAIN STATES AND/OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, IN WHICH CASE SUCH DAMAGES SHALL BE LIABLE FOR SUBJECT TO THE LIMITATIONS SET FORTH IN THE FOLLOWING PARAGRAPH. THE MAXIMUM LIABILITY OF ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL PARTY ARISING OUT OF OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER AGREEMENT OR THEREUNDER; PROVIDEDANY LICENSE, HOWEVERUSE OR OTHER DE PLOYMENT OF THE RELYMD PLATFORM OR ANY SERVICES, THAT WHETHER SUCH LIABILITY ARISES FROM ANY CLAIM BASED ON BREACH OR REPUDIATION OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE, TORT, STATUTORY DUTY, OR OTHERWISE, SHALL BE NO GREATER THAN AN AMOUNT EQUAL TO THE EQUIVALENT OF THREE (3) MONTHS OF SUBSCRIPTION FEES APPLICABLE AT THE TIME OF THE EVENT. IN THE EVENT OF A BREACH OF SECTION 2.09 (CONFIDENTIALITY) OF THESE TERMS OF SERVICE, SUCH MAXIMUM LIABILITY OF EITHER PARTY SHALL BE AN AMOUNT EQUAL TO THE EQUIVALENT OF SIX (6) MONTHS OF SUBSCRIPTION FEES APPLICABLE AT THE TIME OF THE EVENT. NOTWITHSTANDING THE PREVIOUS SENTENCE, RELYMD SHALL NOT BE LIABLE TO ANY PARTY TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED SUCH LIABILITY WOULD NOT HAVE OCCURRED BUT FOR THE OTHER PARTY’S FAILURE TO PAY COMPLY WITH THE TERMS OF SERVICE OR WITH THE TERMS OF ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS AGREEMENT. AS IT PERTAINS TO A PERSON WHO IS NOT A MEMBER CUSTOMER AGREEMENT, RELYMD AND THE CUSTOMER, EACH PARTY ACKNOWLEDGES THAT THE FEES REFLECT THE ALLOCATION OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION RISK SET FORTH IN ANY AGREEMENT AND THAT THE PARTIES WOULD NOT ENTER INTO ANY AGREEMENT WITHOUT THESE LIMITATIONS ON THEIR LIABILITY. THE LIMITATIONS OF LIABILITY SET FORTH IN THE SECOND PARAGRAPH OF THIS SECTION 6.4(b)SHALL NOT APPLY TO EITHER PARTY’S INDEMNITY OBLIGATIONS EXCEPT AS SET FORTH IN SECTION 6.0 BELOW. (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY WITHOUT LIMITING ANY RIGHTS OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL REMEDIES AVAILABLE TO THE TOTAL SERVICE COST PAID HEREUNDER PARTIES PURSUANT TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT MERGER AGREEMENT, NEITHER PARTY WILL BE LIABLE TO THE CONTRARY, IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE OTHER FOR ANY LOST PROFITS OR OTHER SPECIAL, INCIDENTAL, INDIRECT, COLLATERALEXEMPLARY, PUNITIVE OR CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTYDAMAGES, HOWEVER CAUSED AND ON OF ANY THEORY OF LIABILITY, ARISING FROM THE PERFORMANCE OF, OR RELATING TO, THIS AGREEMENT REGARDLESS OF WHETHER SUCH PARTY HAS BEEN NOTIFIED OF THE POSSIBILITY OF, OR THE FORESEEABILITY OF, SUCH DAMAGES, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT EACH CASE EXCEPT TO THE EXTENT OF DAMAGES AWARDED IN AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH ACTION INVOLVING A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES CLAIM OF GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF PROVIDER OR ITS AFFILIATES (BUT EXCLUDING RECIPIENT AND NOT SUBJECT TO THE LIMITATION SET FORTH ITS SUBSIDIARIES) IN THIS SECTION 6.4(b)THIR PERFORMANCE OF SERVICES AND/OR DELIVERABLES DIRECTLY FOR THIRD PARTIES ON BEHALF OF RECIPIENT. (cb) THE SERVICES ARE PROVIDED “AS IS” AND, EXCEPT TO THE FULLEST EXTENT OF DAMAGES AWARDED IN AN ACTION INVOLVING A THIRD-PARTY CLAIM OF GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF PROVIDER OR ITS AFFILIATES (BUT EXCLUDING RECIPIENT AND ITS SUBSIDIARIES) IN THEIR PERFORMANCE OF SERVICES AND/OR DELIVERABLES DIRECTLY FOR THIRD PARTIES ON BEHALF OF RECIPIENT, NEITHER PARTY’S LIABILITY UNDER THIS AGREEMENT INCLUDING ARTICLE X SHALL EXCEED THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS AMOUNT OF THE FEES PAID (OR REPRESENTATIONS MADE PAYABLE) BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGERECIPIENT TO PROVIDER PURSUANT TO THIS AGREEMENT. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. 5.6.1. UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE WHETHER IN CONTRACT, IN TORT (a) INCLUDING GROSS NEGLIGENCE), UNDER ANY WARRANTY OR OTHERWISE, FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OR FOR EXEMPLARY OR PUNITIVE LOSSES OR DAMAGES, OR ANY LOSS OF PROFITS (SAVE IN RELATION TO SELLER’S LOSS OF PROFIT ARISING FROM THE LIABILITY BUYER’S FAILURE OR REFUSAL TO TAKE OR ACCEPT DELIVERY OF THE IKARIA GROUP MEMBERS GOODS OR ANY PART THEREOF CONTRARY TO THE TERMS OF THE PURCHASE ORDER) OR REVENUES, OR ANY COST OF LABOR, RESULTING FROM OR ARISING OUT OF OR IN CONNECTION WITH THE PERFORMANCEGOODS OR SELLER’S PERFORMANCE UNDER, DELIVERY OR PROVISION BREACH OF, THE PURCHASE ORDER, EVEN IF THE PARTIES HAVE BEEN ADVISED OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT THE POSSIBILITY OF SUCH DAMAGES. EACH PARTY SHALL BE LIMITED UNDERTAKE ITS BEST EFFORTS TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERSMITIGATE ITS LOSSES. (b) NOTWITHSTANDING ANY OTHER PROVISION 5.6.2. FOR THE AVOIDANCE OF THIS AGREEMENT TO THE CONTRARYDOUBT, IN NO EVENT SHALL EITHER PARTY OR MAY SEEK TO RECOVER FROM THE DEFAULTING PARTY ANY OF ITS GROUP MEMBERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE ACTUAL DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b). (c) THE SERVICES ARE PROVIDED “INCURRED AS IS” AND, TO THE FULLEST EXTENT A RESULT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, DEFAULTING PARTY’S BREACH OF PURCHASE ORDER (INCLUDING, BUT NOT LIMITED TO, WARRANTIES REASONABLE ATTORNEYS’ FEES AND COSTS); PROVIDED, HOWEVER, THAT NOTWITHSTANDING ANYTHING CONTAINED HEREIN, TO THE FULL EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE BUYER’S LIABILITY IN CONNECTION WITH THE GOODS OR THE PURCHASE ORDER EXCEED THE TOTAL GOODS VALUE (INCLUDING, BUT NOT LIMITED TO TRANSPORTATION COSTS, STORAGE COSTS, ETC.) PAID TO THE SELLER BY THE BUYER FOR THE GOODS. 5.6.3. UNDER NO CIRCUMSTANCES SHALL THE BUYER BE LIABLE FOR THE SELLER’S LOSS OF QUALITYPROFIT, PERFORMANCENON RECEIPT OF REVENUE, NON-INFRINGEMENTBUSINESS INTERRUPTIONS, MERCHANTABILITYTHE SUSPENSION OF COMMERCIAL ACTIVITIES, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE INDIRECT LOSS IRRESPECTIVE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGEITS CHARACTER AND REASON. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries5.6.4. BOTH PARTIES ACKNOWLEDGE AND AGREE THAT THE EXCLUSIVE REMEDIES AND LIMITATIONS OF LIABILITIES SET FORTH HEREIN WERE BARGAINED FOR ON AN EQUAL FOOTING AND ARE CONDITIONS OF THE PURCHASE ORDER. 5.6.5. NOTHING IN THE PURCHASE ORDER SHALL LIMIT OR EXCLUDE THE LIABILITY OF EITHER PARTY FOR DEATH OR PERSONAL INJURY RESULTING FROM ITS NEGLIGENCE OR FOR FRAUDULENT MISREPRESENTATION.

Limitations of Liability. (a) TO THE LIABILITY MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL EITHER PARTY BE LIABLE TO THE OTHER FOR ANY OF THE IKARIA GROUP MEMBERS FOLLOWING TYPES OF LOSS OR DAMAGE ARISING IN ANY WAY OUT OF OR IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO OR THE TOTAL SERVICE COST PAID HEREUNDER TO OFFERINGS, WHETHER OR NOT SUCH PARTY WAS ADVISED IN ADVANCE OF THE IKARIA GROUP MEMBERS. POSSIBILITY OF SUCH LOSS OR DAMAGE: (bA) NOTWITHSTANDING ANY OTHER PROVISION LOSS OF THIS AGREEMENT TO BUSINESS, CONTRACTS, PROFITS, ANTICIPATED SAVINGS, GOODWILL OR REVENUE; (B) ANY LOSS OR CORRUPTION OF DATA OR (C) ANY INCIDENTAL, INDIRECT OR CONSEQUENTIAL LOSSES OR DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES). EXCEPT FOR THE CONTRARYINDEMNITY SET FORTH IN SECTION 8.1, IN NO EVENT SHALL EITHER PARTY BLACKBOARD OR ANY ITS LICENSORS’ CUMULATIVE LIABILITY FOR ALL CLAIMS ARISING FROM OR RELATING TO THIS AGREEMENT, REGARDLESS OF ITS GROUP MEMBERS BE LIABLE THE NATURE OF THE CLAIM, EXCEED THE AMOUNT OF FEES PAID BY CUSTOMER UNDER THIS AGREEMENT FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT THE AFFECTED OFFERING DURING THE TWENTY FOUR (24)-MONTH PERIOD IMMEDIATELY PRIOR TO THE EXTENT AN INDEMNIFIED PARTY EVENT, ACT OR OMISSION GIVING RISE TO SUCH LIABILITY. THIS LIMITATION OF LIABILITY IS REQUIRED INTENDED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL APPLY WITHOUT REGARD TO WHETHER OTHER PROVISIONS OF THIS AGREEMENT HAVE BEEN BREACHED OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b)HAVE PROVEN INEFFECTIVE. (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARYEXTENT PERMITTED BY LAW, IN NO EVENT SHALL EITHER NEITHER PARTY OR ANY OF ITS GROUP MEMBERS WILL BE LIABLE FOR ANY LOST PROFITS, GOODWILL, OR REVENUES OR FOR ANY INCIDENTAL, CONSEQUENTIAL, SPECIAL, INCIDENTAL, INDIRECT, COLLATERALCOVER, CONSEQUENTIAL BUSINESS INTERRUPTION, OR PUNITIVE DAMAGES IN CONNECTION WITH ANY CLAIM OF ANY NATURE, WHETHER IN CONTRACT, TORT, OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON UNDER ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY ARISING UNDER THIS AGREEMENT, EVEN IF A PARTY HAS BEEN GIVEN ADVANCE NOTICE OF SUCH POSSIBLE DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT IF A PARTY’S REMEDY OTHERWISE FAILS OF ITS ESSENTIAL PURPOSE. TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED PERMITTED BY LAW, EACH PARTY’S ENTIRE LIABILITY UNDER THIS AGREEMENT WILL NOT EXCEED THE FEES PAID BY CUSTOMER TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT INVOKA UNDER THIS AGREEMENT FOR THE SERVICES GIVING RISE TO THE LIMITATION SET FORTH LIABILITY DURING THE TWELVE (12) MONTHS PRIOR TO THE DATE ON WHICH THE LIABILITY AROSE. THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT. THE FOREGOING EXCLUSIONS AND LIMITS IN THIS SECTION 6.4(b9 SHALL NOT APPLY TO LIABILITY OR OBLIGATIONS ARISING UNDER SECTIONS 1.2 (RESTRICTIONS) OR 8 (INDEMNIFICATION). (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT INFRINGEMENT OR MISAPPROPRIATION BY A PARTY OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIEDOTHER PARTY’S INTELLECTUAL PROPERTY RIGHTS, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, CUSTOMER’S OBLIGATION TO PAY FOR SERVICES OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGETAXES UNDER THIS AGREEMENT. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) THE LIABILITY 9.1 EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, NEITHER PARTY MAKES ANY REPRESENTATIONS OR WARRANTIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED, ARISING FROM COURSE OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE DEALING, COUSE OF PERFORMANCE, DELIVERY USAGE OF TRADE, OR PROVISION OTHERWISE, INCLUDING IMPLIED WARRANTIES OF ANY SERVICE MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR OTHERWISE TITLE. 9.2 EACH PARTY’S TOTAL AGGREGATE LIABILITY FOR DAMAGES UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARY, IN UNDER NO EVENT CIRCUMSTANCES EXCEED $ 500,000 EXCEPT AS PROVIDED BELOW. UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE TO THE OTHER OR ANY OTHER PERSON FOR LOST REVENUES, LOST PROFITS, LOSS OF ITS GROUP MEMBERS BE LIABLE FOR BUSINESS, OR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERALEXEMPLARY, CONSEQUENTIAL CONSEQUENTIAL, SPECIAL, OR PUNITIVE DAMAGES OF ANY KIND, WHETHER OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTYNOT FORESEEABLE, HOWEVER CAUSED AND ON ANY THEORY EVEN IF ONE PARTY HAS BEEN ADVISED OR WAS AWARE OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER THE POSSIBILITY OF SUCH LOSS OR THEREUNDER; PROVIDED, HOWEVER, THAT TO DAMAGE. THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION FOREGOING LIMITATIONS SET FORTH IN THIS SECTION 6.4(b). (c) THE SERVICES ARE PROVIDED “AS IS” AND, TWO PREVIOUS SENTENCES SHALL NOT APPLY WITH RESPECT TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) EITHER PARTY’S INDEMNIFICATION OBLIGATIONS UNDER THIS AGREEMENT, (ii) BREACHES BY EITHER PARTY OF THE OTHER PARTY’S INTELLECTUAL PROPERTY RIGHTS, (iii) BREACHES BY DEBIOTECH OF THE LICENSE GRANTED ANIMAS IN THIS AGREEMENT, (iv) BREACHES BY ANIMAS OF SECTION 2.4 OF THIS AGREEMENT, OR (V) FRAUDULENT MISREPRESENTATIONS. 9.3 The representations made by each Party under this Agreement and the obligation obligations of either each Party under this Agreement, run only to indemnify the other Party pursuant Party, and not to the Separation Agreement any Affiliate, sublicensee, customer or any other Ancillary Document or (ii) Person. Under no circumstances shall any Affiliate of the right of either Party to make a claim pursuant to the Separation Agreement other Party, its customers, or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveriesPerson be considered a third party beneficiary of this Agreement or otherwise entitled to any rights or remedies under this Agreement. ****** - Material has been omitted and filed separately with the Commission.

Limitations of Liability. (a) 4.1 EXCEPT AS OTHERWISE SPECIFICALLY SET FORTH IN THE AGREEMENT, LICENSEE ACKNOWLEDGES THAT THE LICENSED SOFTWARE AND ALL SERVICES PROVIDED HEREUNDER ARE PROVIDED ON AN “AS IS” BASIS AND BAYER DOES NOT WARRANT THAT THE LICENSED SOFTWARE OR SERVICES WILL MEET LICENSEE’S REQUIREMENTS, BE ERROR FREE OR OPERATE WITHOUT INTERRUPTION. LICENSEE IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE LICENSED SOFTWARE WILL ACHIEVE THE RESULTS IT DESIRES. BAYER MAKES NO OTHER WARRANTIES TO LICENSEE, EXPRESS OR IMPLIED, AND SPECIFICALLY DISCLAIMS ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT. 4.2 THE MAXIMUM TOTAL LIABILITY OF BAYER FOR ANY CLAIM UNDER OR RELATING TO THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCEAGREEMENT WHATSOEVER, DELIVERY INCLUDING WITHOUT LIMITATION CLAIMS FOR BREACH OF CONTRACT, TORT (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE) OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL OTHERWISE, WILL BE LIMITED TO A SUM EQUAL DIRECT, PROVABLE DAMAGES NOT TO EXCEED THE TOTAL SERVICE COST AMOUNTS PAID HEREUNDER BY LICENSEE TO BAYER FOR THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION LICENSED SOFTWARE THAT IS THE SUBJECT OF THIS AGREEMENT TO THE CONTRARY, APPLICABLE CLAIM. IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS WILL BAYER BE LIABLE FOR ANY INDIRECT, SPECIAL, EXEMPLARY, INCIDENTAL, INDIRECTPUNITIVE OR CONSEQUENTIAL DAMAGES, COLLATERALINCLUDING LOSS OF REVENUE OR BUSINESS PROFITS, CONSEQUENTIAL BUSINESS INTERRUPTION, USE, INTERRUPTION, DELAY OR PUNITIVE DAMAGES INABILITY TO USE THE LICENSED SOFTWARE, DELAYS OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTYLOSS OF SERVICES, HOWEVER CAUSED BUSINESS OR GOODWILL, LOSS OR CORRUPTION OF DATA OR INFORMATION, LOSS RESULTING FROM SYSTEM OR SYSTEM SERVICE FAILURE, MALFUNCTION OR SHUTDOWN, FAILURE TO ACCURATELY TRANSFER, READ OR TRANSMIT INFORMATION, FAILURE TO UPDATE OR PROVIDE CORRECT INFORMATION, SYSTEM INCOMPATIBILITY OR PROVISION OF INCORRECT COMPATIBILITY INFORMATION OR BREACHES IN SYSTEM SECURITY, OR ANY OTHER COMMERCIAL LOSS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 4.3 THE LICENSED SOFTWARE DOES NOT PROVIDE MEDICAL ADVICE AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT INTENDED TO BE A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIMSUBSTITUTE FOR PROFESSIONAL MEDICAL JUDGMENT, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b)DIAGNOSIS OR TREATMENT. (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE4.4 The remedies provided in the Agreement are the sole and exclusive remedies of the Parties and shall apply even if Licensee’s remedies under this Agreement fail of their essential purpose. (d) Nothing 4.5 Licensee agrees that any breach by if of any restrictions on use or confidentiality obligations contained in this the Agreement shall limit may cause serious and irreparable harm to Bayer and that in the event of such a breach by Licensee, Bayer will be entitled to seek injunctive relief as well as any and all other remedies available at law or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveriesin equity.

Limitations of Liability. NO CONSEQUENTIAL-TYPE DAMAGES. Bolt AND OUR LICENSORS, AGENTS, EMPLOYEES, OFFICERS AND/OR THIRD-PARTY VENDORS (a“ Bolt PARTIES”) ARE NOT LIABLE FOR CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR ENHANCED DAMAGES WHATSOEVER, INCLUDING DAMAGES FOR LOST PROFITS, COST SAVINGS, REVENUE, BUSINESS, DATA OR USE, OR ANY OTHER PECUNIARY LOSS BY YOU OR ANY OTHER THIRD PARTY ARISING OUT OF, OR RELATING TO, OR IN CONNECTION WITH THIS AGREEMENT AND THE SERVICES, REGARDLESS OF (I) WHETHER SUCH DAMAGES WERE FORESEEABLE, (II) WHETHER OR NOT WE WERE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, (III) THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE CLAIM IS BASED, AND (IV) THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE. • ABSOLUTE LIMITATION OF LIABILITY. IN NO EVENT WILL THE AGGREGATE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY Bolt PARTIES ARISING OUT OF OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER RELATED TO THIS AGREEMENT SHALL AND THE SERVICES, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE, GROSS NEGLIGENCE OR WILLFUL MISCONDUCT) OR OTHERWISE, EXCEED THE AGGREGATE AMOUNTS PAID TO Bolt FOR THE SERVICES DURING THE PREVIOUS MONTH OR $500, WHICHEVER IS LESS. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES; YOU AGREE THAT IN THOSE JURISDICTIONS OUR LIABILITY WILL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARY, IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b)PERMITTED BY LAW. (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. EXCEPT FOR INDEMNIFICATION OBLIGATIONS HEREUNDER, CUSTOMER’S FAILURE TO PAY FEES HEREUNDER, ANY VIOLATION ARISING OUT OF SECTION 1 (a) THE LIABILITY SERVICE ACCESS & USE), AND/OR ANY INFRINGEMENT OR VIOLATION OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCEPRODUCT TERMS OR MAPBOX’S INTELLECTUAL PROPERTY RIGHTS, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARYMAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL WILL: (A) EITHER PARTY (AND/OR ANY OF ITS GROUP MEMBERS MAPBOX LICENSORS/SUPPLIERS) BE LIABLE TO THE OTHER PARTY UNDER OR IN CONNECTION WITH THIS AGREEMENT (UNDER ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE) FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERALINCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING WITHOUT LIMITATION ANY LOST PROFITS, LOST BUSINESS OPPORTUNITIES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED DATA) OR FOR COST OF PROCUREMENT OF SUBSTITUTE SERVICES AND/OR GOODS, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES, AND (B) EACH PARTY’S AGGREGATE, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, CUMULATIVE LIABILITY UNDER OR IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER THIS AGREEMENT EXCEED THE TOTAL FEES PAID OR THEREUNDER; PROVIDED, HOWEVER, THAT PAYABLE TO MAPBOX FOR THE RELEVANT SERVICE OFFERING DURING THE TWELVE-MONTH PERIOD IMMEDIATELY PRIOR TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED EVENT GIVING RISE TO PAY SUCH LIABILITY. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS REMEDY FAILS IN ITS ESSENTIAL PURPOSE. MULTIPLE CLAIMS WILL NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO EXPAND THE LIMITATION SET FORTH LIMITATIONS SPECIFIED IN THIS SECTION 6.4(b)SECTION. (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARY, IN NO EVENT SHALL EITHER PARTY WILL HTC OR ANY OF ITS GROUP MEMBERS HTC SUPPLIER OR LICENSOR BE LIABLE FOR ANY SPECIALINDIRECT, INCIDENTAL, INDIRECTSPECIAL, COLLATERALCONSEQUENTIAL, CONSEQUENTIAL PUNITIVE OR PUNITIVE EXEMPLARY DAMAGES (INCLUDING WITHOUT LIMITATION LOSS OF PROFITS, GOODWILL, ANTICIPATED SAVINGS, LOSS OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTYCORRUPTION OF DATA OR BUSINESS INTERRUPTION) ARISING OUT OF OR IN ANY WAY RELATED TO THIS AGREEMENT OR THE ENTERPRISE SOLUTION, HOWEVER CAUSED EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE AGGREGATE LIABILITY OF HTC AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT ITS SUPPLIERS AND LICENSORS UNDER THIS AGREEMENT WILL BE LIMITED TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO AMOUNT YOU PAID FOR YOUR AFFECTED VIVE DEVICE. THE ENTERPRISE SOLUTION WAS DESIGNED FOR SYSTEMS THAT DO NOT REQUIRE FAIL- SAFE PERFORMANCE. HTC IS NOT LIABLE FOR USE OF THE ENTERPRISE SOLUTION IN ANY DEVICE OR SYSTEM IN WHICH A MEMBER MALFUNCTION OF EITHER GROUP THE ENTERPRISE SOLUTION WOULD RESULT IN CONNECTION WITH A THIRD-PARTY CLAIMFORESEEABLE RISK OF INJURY OR DEATH TO ANY PERSON. UNLESS THE FOLLOWING LIMITATION IS PROHIBITED BY APPLICABLE LAW, YOU AGREE THAT ANY DISPUTE MUST BE COMMENCED OR FILED WITHIN ONE (1) YEAR OF THE DATE THE DISPUTE AROSE, OTHERWISE THE UNDERLYING CLAIM IS PERMANENTLY BARRED (WHICH MEANS THAT YOU WILL NO LONGER HAVE THE RIGHT TO ASSERT SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO CLAIM REGARDING THE LIMITATION SET FORTH IN THIS SECTION 6.4(bDISPUTE). (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARYEXTENT PERMITTED BY LAW, IN NO EVENT SHALL EITHER NEITHER PARTY OR ANY OF ITS GROUP MEMBERS WILL BE LIABLE FOR ANY LOST PROFITS, GOODWILL, OR REVENUES OR FOR ANY INCIDENTAL, CONSEQUENTIAL, SPECIAL, INCIDENTAL, INDIRECT, COLLATERALCOVER, CONSEQUENTIAL BUSINESS INTERRUPTION, OR PUNITIVE DAMAGES IN CONNECTION WITH ANY CLAIM OF ANY NATURE, WHETHER IN CONTRACT, TORT, OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON UNDER ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY ARISING UNDER THIS AGREEMENT, EVEN IF A PARTY HAS BEEN GIVEN ADVANCE NOTICE OF SUCH POSSIBLE DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT IF A PARTY’S REMEDY OTHERWISE FAILS OF ITS ESSENTIAL PURPOSE. TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED PERMITTED BY LAW, EACH PARTY’S ENTIRE LIABILITY UNDER THIS AGREEMENT WILL NOT EXCEED THE FEES PAID BY CUSTOMER TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT SMARTSHEET UNDER THIS AGREEMENT FOR THE SERVICES GIVING RISE TO THE LIMITATION SET FORTH LIABILITY DURING THE TWELVE (12) MONTHS PRIOR TO THE DATE ON WHICH THE LIABILITY AROSE. THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT. THE FOREGOING EXCLUSIONS AND LIABILITY LIMITS IN THIS SECTION 6.4(b9 SHALL NOT APPLY TO DAMAGES OR LIABILITY RESULTING FROM CLAIMS OR OBLIGATIONS ARISING UNDER SECTIONS 1.2 (RESTRICTIONS) OR 8 (INDEMNIFICATION). (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT INFRINGEMENT OR MISAPPROPRIATION BY A PARTY OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIEDOTHER PARTY’S INTELLECTUAL PROPERTY RIGHTS, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, CUSTOMER’S OBLIGATION TO PAY FOR SERVICES OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGETAXES UNDER THIS AGREEMENT. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. 14.1 TO THE FULLEST EXTENT PERMITTED BY LAW, NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR ANY INJURY TO OR LOSS OF GOODWILL, REPUTATION, BUSINESS, PRODUCTION, REVENUES, PROFITS, ANTICIPATED PROFITS, CONTRACTS, OR OPPORTUNITIES (a) REGARDLESS OF HOW THESE ARE CLASSIFIED AS DAMAGES), OR SHALL BE ENTITLED TO RECOVER FROM THE LIABILITY OF THE IKARIA GROUP MEMBERS OTHER PARTY ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, INCLUDING LOST PROFITS, OR PUNITIVE DAMAGES IN CONNECTION WITH THIS AGREEMENT WHETHER ARISING OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, PRODUCT LIABILITY, OR OTHERWISE (INCLUDING THE ENTRY INTO, PERFORMANCE, DELIVERY OR PROVISION BREACH OF THIS AGREEMENT), REGARDLESS OF THE FORESEEABILITY THEREOF AND REGARDLESS OFWHETHER SUCH PARTY HAS BEEN INFORMED OF THE POSSIBILITY OR LIKELIHOOD OF SUCH DAMAGES; PROVIDED, HOWEVER, THAT THIS SECTION 14.1 SHALL NOT BE CONSTRUED TO LIMIT (A)EITHER PARTY’S RIGHT TO SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES FOR THE OTHER PARTY’S BREACH OF ARTICLE 10 (CONFIDENTIALITY), FRAUD, INTENTIONAL MISREPRESENTATION OR (B) EITHER PARTY’S INDEMNIFICATION RIGHTS OR OBLIGATIONS UNDER ARTICLE 16 TO THE EXTENT THAT A THIRD PARTY IS AWARDED ANY SERVICE SUCH DAMAGES OR OTHERWISE UNDER AMOUNTS. 14.2 THE PARTIES AGREE THAT THE LIMITATIONS SPECIFIED IN THIS ARTICLE 14 WILL APPLY EVEN IF ANY LIMITED REMEDY SPECIFIED IN THIS AGREEMENT SHALL BE LIMITED IS FOUND TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERSHAVE FAILED OF ITS ESSENTIAL PURPOSE. (b) NOTWITHSTANDING ANY 14.3 IN ADDITION AND WITHOUT LIMITING THE OTHER PROVISION OF PROVISIONS IN THIS AGREEMENT TO THE CONTRARYARTICLE 14, IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, THEIR RESPECTIVE AFFILIATES IN CONNECTION WITH OR RELATING TO THIS AGREEMENT FOR DAMAGES, EXPENSES OR MONETARY REMEDIES OF ANY DAMAGES ARISING HEREUNDER KIND THAT IN THE AGGREGATE EXCEED THE FEES AND EXPENSES ACTUALLY INCURRED BY ORCHESTRA IN THE PERFORMANCE OF ITS RESPONSIBILITIES UNDER THIS AGREEMENT IMMEDIATELY PRECEDING THE DATE ON WHICH THE CLAIM LEADING TO SUCH DAMAGES, EXPENSES OR THEREUNDERREMEDIES AROSE, AND IN NO CASE TO EXCEED [***] DOLLARS ($[***]); PROVIDED, HOWEVER, THAT THIS SECTION 14.3 SHALL NOT BE CONSTRUED TO LIMIT (A) EITHER PARTY’S RECOVERY FOR THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY OTHER PARTY’S BREACH OF ARTICLE 10 (CONFIDENTIALITY), FRAUD, INTENTIONAL MISREPRESENTATION, (B) EITHER PARTY’S INDEMNIFICATION RIGHTS OR OBLIGATIONS UNDER ARTICLE 16 [***], OR (C) EITHER PARTY’S RECOVERY FOR THE OTHER PARTY’S BREACH OF ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL PAYMENT OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP REIMBURSEMENT OBLIGATIONS IN CONNECTION WITH A THIRD-PARTY CLAIMOR RELATING TO THIS AGREEMENT, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION INCLUDING THOSE SET FORTH IN THIS SECTION 6.4(b8.4 (REPORTS; PAYMENTS). (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. IN NO EVENT WILL THE PLAN4 ENTITIES BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (aINCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, OR ANY OTHER INTANGIBLE LOSS) ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE SERVICES OR ANY MATERIALS OR CONTENT ON THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ANY PLAN4 ENTITY HAS BEEN INFORMED OF THE POSSIBILITY OF DAMAGE. YOU AGREE THAT THE AGGREGATE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH PLAN4 ENTITIES TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE PERFORMANCE, DELIVERY USE OF OR PROVISION ANY INABILITY TO USE ANY PORTION OF ANY THE SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE AGREEMENT, WHETHER IN CONTRACT, TORT, OR OTHERWISE, IS LIMITED TO A SUM EQUAL THE AMOUNT PAID BY YOU TO PLAN4 FOR ACCESS TO AND USE OF THE SERVICE IN THE 12 MONTHS PRIOR TO THE TOTAL SERVICE COST PAID HEREUNDER CLAIM. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES. ACCORDINGLY, THE ABOVE LIMITATION MAY NOT APPLY TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER YOU. EACH PROVISION OF THIS AGREEMENT TO THE CONTRARY, IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE THAT PROVIDES FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY A LIMITATION OF LIABILITY, IN CONNECTION WITH ANY DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT IS TO ALLOCATE THE EXTENT RISKS UNDER THIS AGREEMENT BETWEEN THE PARTIES. THIS ALLOCATION IS AN INDEMNIFIED PARTY ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER SEVERABLE AND INDEPENDENT OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO ALL OTHER PROVISIONS OF THIS AGREEMENT. THE LIMITATION SET FORTH LIMITATIONS IN THIS SECTION 6.4(b). (c) THE SERVICES ARE PROVIDED “AS IS” AND14 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. The foregoing limitations of liability do not apply to breaches of confidentiality obligations, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation violations of either Party to indemnify a party's intellectual property rights by the other Party pursuant to the Separation Agreement party, or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveriesindemnification obligations.

Limitations of Liability. (a) NOTWITHSTANDING ANYTHING IN THIS AGREEMENT TO THE LIABILITY CONTRARY, NEITHER SPINCO NOR ITS AFFILIATES, ON THE ONE HAND, NOR REMAINCO NOR ITS AFFILIATES, ON THE OTHER HAND, SHALL BE LIABLE UNDER THIS AGREEMENT TO THE OTHER FOR ANY CONSEQUENTIAL, INCIDENTAL, SPECIAL, INDIRECT, PUNITIVE, EXEMPLARY, REMOTE, SPECULATIVE OR SIMILAR DAMAGES IN EXCESS OF COMPENSATORY DAMAGES OF THE IKARIA GROUP MEMBERS OTHER ARISING IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF TRANSACTIONS CONTEMPLATED HEREBY (OTHER THAN ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED SUCH LIABILITY WITH RESPECT TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) THIRD-PARTY CLAIM). IN ADDITION, NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT AGREEMENT, NO INDIVIDUAL WHO IS A SHAREHOLDER, DIRECTOR, EMPLOYEE, OFFICER, AGENT OR REPRESENTATIVE OF REMAINCO OR SPINCO, IN SUCH INDIVIDUAL’S CAPACITY AS SUCH, SHALL HAVE ANY LIABILITY IN RESPECT OF OR RELATING TO THE CONTRARYCOVENANTS OR OBLIGATIONS OF REMAINCO OR SPINCO, IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE FOR ANY SPECIALAS APPLICABLE, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN UNDER THIS SECTION 6.4(b). (c) THE SERVICES ARE PROVIDED “AS IS” AGREEMENT AND, TO THE FULLEST EXTENT LEGALLY PERMISSIBLE, EACH OF REMAINCO, FOR ITSELF AND THE REMAINCO ENTITIES, AND SPINCO FOR ITSELF AND THE SPINCO ENTITIES, AND IN EACH CASE, FOR THEIR RESPECTIVE SHAREHOLDERS, DIRECTORS, EMPLOYEES AND OFFICERS, WAIVES AND AGREES NOT TO SEEK TO ASSERT OR ENFORCE ANY SUCH LIABILITY THAT ANY SUCH PERSON OTHERWISE MIGHT HAVE PURSUANT TO APPLICABLE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.. [Signature Page Follows]

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS EXCEPT IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE EACH PARTY’S INDEMNIFICATION AND CONFIDENTIALITY OBLIGATIONS UNDER THIS AGREEMENT SHALL AGREEMENT, FOR WHICH LIABILITY WILL NOT BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. SO LIMITED, (bA) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARY, IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE UNDER THIS AGREEMENT FOR ANY CONSEQUENTIAL, SPECIAL, INCIDENTAL, INDIRECT, COLLATERALEXEMPLARY, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING LOSS OF REVENUE OR PROFITS, LOST BUSINESS OR COST OF REPLACEMENT SERVICES, WHETHER IN CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, EVEN IF SUCH PARTY HAS PRIOR NOTICE OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY, AND (B) EACH PARTY’S MAXIMUM AGGREGATE LIABILITY UNDER OR WITH RESPECT TO THIS AGREEMENT FOR ANY AND ALL CLAIMS, REGARDLESS OF THE NUMBER OR NATURE OF THE CLAIMS, WHETHER ARISING IN CONTRACT, TORT, REGULATORY LAW, OR OTHERWISE, SHALL BE LIMITED TO DIRECT DAMAGES OBJECTIVELY MEASURED IN AN AMOUNT THAT SHALL NOT EXCEED THE TOTAL PAID OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, PAYABLE TO YOU IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THE TWELVE (12) MONTHS PRECEDING THE INCIDENT THAT GAVE RISE TO THE EXTENT AN INDEMNIFIED CLAIM. EACH PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER ACKNOWLEDGES AND AGREES THAT THE DISCLAIMER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES WARRANTIES AND NOT SUBJECT TO THE LIMITATION SET FORTH LIMITATIONS OF LIABILITY CONTAINED IN THIS SECTION 6.4(b)AGREEMENT ARE PART OF AN ALLOCATION OF RISKS AND BENEFITS BETWEEN THE PARTIES AND THAT WITHOUT SUCH ALLOCATION OF RISKS AND BENEFITS, NEITHER PARTY WOULD BE WILLING TO ENTER INTO THIS AGREEMENT. (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) EXCEPT AS EXPRESSLY CONTEMPLATED BY PROVISIONS OF THIS AGREEMENT, TO THE MAXIMUM EXTENT SUCH DAMAGES CAN BE EXCLUDED UNDER APPLICABLE LAW, NEITHER BROADVOICE, ITS AFFILIATES OR ANY OTHER BROADVOICE PARTNERS, NOR ANY OF THEIR REPRESENTATIVES, SHALL BE LIABLE TO SUBSCRIBER OR ANY OTHER PERSON FOR ANY INCIDENTAL, CONSEQUENTIAL, SPECIAL, PUNITIVE, EXEMPLARY OR COVER DAMAGES, LOSS OF PROFITS, REVENUES OR GOODWILL, LOSS OR CORRUPTION OF DATA, BUSINESS INTERRUPTION, OR DELAY IN PERFORMANCE, WHETHER FROM BREACH OR REPUDIATION OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE, TORT, STRICT LIABILITY OF THE IKARIA GROUP MEMBERS OR OTHERWISE, FROM OR IN CONNECTION WITH THE PERFORMANCEAGREEMENT OR THE SERVICES PROVIDED THEREUNDER, DELIVERY AND WHETHER OR PROVISION NOT THE PARTY HAS BEEN ADVISED OF ANY SERVICE THE POSSIBILITY OF SUCH DAMAGES. YOU ACKNOWLEDGE AND AGREE THAT THE SERVICE, EQUIPMENT, AND SOFTWARE SUPPLIED HEREUNDER ARE PROVIDED ON AN "AS IS" OR "AS AVAILABLE" BASIS, WITH ALL FAULTS. EXCEPT AS OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARY, IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SPECIFICALLY SET FORTH IN THIS SECTION 6.4(bAGREEMENT AND AS OTHERWISE SPECIFICALLY SET FORTH IN ANY MANUFACTURER WARRANTY FOR ANY SOFTWARE OR EQUIPMENT PROVIDED BY BROADVOICE (BUT ONLY IF SUCH WARRANTY IS INCLUDED WITH SUCH SOFTWARE OR EQUIPMENT). . BROADVOICE (c) AND ITS OFFICERS, EMPLOYEES, PARENT, SUBSIDIARIES, AND AFFILIATES), ITS THIRD PARTY LICENSORS, PROVIDERS, AND SUPPLIERS DISCLAIM ANY AND ALL WARRANTIES FOR THE SERVICES ARE PROVIDED “AS IS” ANDSERVICE, TO THE FULLEST EXTENT OF THE LAWSOFTWARE, PROVIDED WITHOUT WARRANTIES, CLAIMS AND EQUIPMENT WHETHER EXPRESS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, INCLUDING BUT NOT LIMITED TO, TO THE IMPLIED WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY ACCURACY, NONINFRINGEMENT, NON-INTERFERENCE, TITLE, COMPATIBILITY OF COMPUTER SYSTEMS, INTEGRATION, AND THOSE ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCETRADE, OR TRADE USAGEARISING UNDER STATUTE. NO ADVICE OR INFORMATION GIVEN BY BROADVOICE OR ITS REPRESENTATIVES SHALL CREATE A WARRANTY. USE OF BROADVOICE TECHNICAL SUPPORT IS AT YOUR OWN RISK AND IS NOT WARRANTED. BROADVOICE DOES NOT WARRANT AND IS NOT LIABLE OR RESPONSIBLE FOR ENSURING THAT VOIP SERVICE CAN BE PROVISIONED TO YOUR LOCATION, OR THAT PROVISIONING WILL OCCUR ACCORDING TO A SPECIFIED SCHEDULE, EVEN IF BROADVOICE HAS ACCEPTED YOUR ORDER FOR VOIP SERVICE. THE PROVISIONING OF VOIP SERVICE IS SUBJECT TO CIRCUIT AVAILABILITY AND OTHER FACTORS. IN THE EVENT YOUR LINE IS NOT PROVISIONED FOR ANY REASON, NEITHER YOU NOR BROADVOICE SHALL HAVE ANY DUTIES OR OBLIGATIONS UNDER THIS AGREEMENT (OTHER THAN YOUR OBLIGATION TO RETURN ANY PROVIDED EQUIPMENT, PURSUANT TO THE TERMS OF THIS AGREEMENT). BROADVOICE DOES NOT WARRANT AND IS NOT LIABLE OR RESPONSIBLE FOR ENSURING THAT THE SERVICE, SOFTWARE, OR EQUIPMENT PROVIDED BY BROADVOICE WILL PERFORM AT A PARTICULAR SPEED, BANDWIDTH, OR DATA THROUGHPUT RATE, OR WILL BE UNINTERRUPTED OR ERROR-FREE. BROAVOICE SHALL NOT BE LIABLE FOR LOSS OF YOUR DATA, OR IF CHANGES IN OPERATION, PROCEDURES, OR SERVICES REQUIRE MODIFICATION OR ALTERATION OF YOUR EQUIPMENT, RENDER THE SAME OBSOLETE OR OTHERWISE AFFECT ITS PERFORMANCE. BROADVOICE MAKES NO WARRANTY REGARDING ANY TRANSACTIONS EXECUTED USING THE SERVICE, THE SOFTWARE, THE EQUIPMENT, OR THE INTERNET. YOU EXPRESSLY ASSUME ALL RISK AND RESPONSIBILITY FOR USE OF THE SERVICE, THE SOFTWARE, THE EQUIPMENT, AND THE INTERNET GENERALLY. YOU AGREE NOT TO USE THE SERVICE, THE SOFTWARE, OR THE EQUIPMENT IN ANY HIGH-RISK ACTIVITIES WHERE DAMAGE OR INJURY TO PERSON, PROPERTY, ENVIRONMENT, OR BUSINESS MAY RESULT IF AN ERROR OCCURS. IN NO EVENT SHALL BROADVOICE (OR ANY OF ITS OFFICERS, DIRECTORS, EMPLOYEES, MEMBERS, PARENT, SUBSIDIARIES, OR AFFILIATES), ITS THIRD PARTY LICENSORS, PROVIDERS, OR SUPPLIERS BE LIABLE FOR: (A) ANY DIRECT, INDIRECT, SPECIAL, CONSEQUENTIAL, OR INCIDENTAL DAMAGES, INCLUDING WITHOUT LIMITATION, LOST PROFITS, LOSS OF REVENUE, OR DAMAGE TO DATA ARISING OUT OF THE USE, PARTIAL USE, OR INABILITY TO USE THE SERVICE, THE SOFTWARE, OR THE EQUIPMENT,REGARDLESS OF THE TYPE OF CLAIM OR THE NATURE OF THE CAUSE OF ACTION, INCLUDING WITHOUT LIMITATION, THOSE ARISING UNDER CONTRACT, TORT, NEGLIGENCE, OR STRICT LIABILITY, EVEN IF BROADVOICE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH CLAIM OR DAMAGES, OR (B) ANY CLAIMS AGAINST YOU BY ANY OTHER PARTY. ALL LIMITATIONS AND DISCLAIMERS STATED IN THIS SECTION 8 ALSO APPLY TO BROADVOICE'S THIRD PARTY LICENSORS, PROVIDERS, AND SUPPLIERS AS THIRD-PARTY BENEFICIARIES OF THIS AGREEMENT. ANY RIGHTS OR LIMITS STATED HEREIN ARE THE MAXIMUM FOR WHICH BROADVOICE (AND ITS OFFICERS, EMPLOYEES, PARENT, SUBSIDIARIES, AND AFFILIATES), BROADVOICE'S THIRD PARTY LICENSORS, PROVIDERS, AND SUPPLIERS ARE COLLECTIVELY RESPONSIBLE. THE REMEDIES EXPRESSLY SET FORTH IN THIS AGREEMENT ARE YOUR SOLE AND EXCLUSIVE REMEDIES. YOU MAY HAVE ADDITIONAL RIGHTS UNDER CERTAIN LAWS (SUCH AS CONSUMER LAWS), WHICH DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY, OUR EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU. BROADVOICE RESERVES THE RIGHT TO PURSUE ANY AND ALL LEGAL AND EQUITABLE CLAIMS AGAINST YOU PERTAINING TO YOUR USE OR MISUSE OF THE SERVICE, THE SOFTWARE, OR THE EQUIPMENT, OR FOR YOUR BREACH OF THE AGREEMENT (INCLUDING ANY POLICIES RELATING TO THE SERVICE)WITHOUT (A) INCREASING ANY OF THE LIABILITIES OR OTHER OBLIGATIONS BROADVOICE (OR ITS OFFICERS, EMPLOYEES, PARENT, SUBSIDIARIES, OR AFFILIATES), ITS THIRD PARTY LICENSORS, PROVIDERS, OR SUPPLIERS ARE OTHERWISE SUBJECT TO PURSUANT TO THIS AGREEMENT OR SUBJECTING BROADVOICE (OR ITS OFFICERS, EMPLOYEES, PARENT, SUBSIDIARIES, OR AFFILIATES), ITS THIRD PARTY LICENSORS, PROVIDERS, OR SUPPLIERS TO ANY ADDITIONAL LIABILITIES OR OTHER OBLIGATIONS, OR (B) INCREASING ANY OF THE RIGHTS YOU ARE OTHERWISE ENTITLED TO PURSUANT TO THIS AGREEMENT OR PROVIDING YOU WITH ANY ADDITIONAL RIGHTS, THE MAXIMUM AGGREGATE LIABILITY OF BROADVOICE (AND ITS OFFICERS, EMPLOYEES, PARENT, SUBSIDIARIES, AND AFFILIATES), ITS THIRD PARTY LICENSORS, PROVIDERS AND SUPPLIERS FOR DAMAGES HEREUNDER SHALL NOT EXCEED THE AMOUNT PAID TO BROADVOICE FOR SERVICE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. EXCLUSIVE OF (aA) THE INDEMNITIES IN SECTIONS 15 AND 16, (B) THE CONFIDENTIALITY OBLIGATIONS IN SECTION 18, OR (C) LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCEDUE TO PERSONAL INJURY OR DEATH CAUSED BY NEGLIGENCE (OR ANY OTHER LIABILITY THAT CANNOT BE LIMITED OR EXCLUDED BY LAW), DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE XXXXXXXXXXXXXXX.XXX’S LIABILITY FOR DAMAGES UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL THE AMOUNT OF THE FEES PAID BY CUSTOMER TO XXXXXXXXXXXXXXX.XXX OR ITS AUTHORIZED RESELLER FOR THE TWELVE MONTHS PRECEDING THE RELEVANT ACT OR OMISSION AND, IN THE AGGREGATE, THE TOTAL SERVICE COST AMOUNTS PAID HEREUNDER TO BY CUSTOMER UNDER THIS AGREEMENT. EXCEPT FOR A BREACH OF THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING CONFIDENTIALITY OBLIGATIONS IN SECTION 18 OR ANY OTHER PROVISION BREACH OF THIS AGREEMENT TO THE CONTRARYXXXXXXXXXXXXXXX.XXX’S INTELLECTUAL PROPERTY RIGHTS, IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, INDIRECTOR CONSEQUENTIAL DAMAGES, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH NOR ANY DAMAGES FOR LOSS OF GOODWILL, PROFITS, DATA, (OR USE THEREOF), OR BUSINESS INTERRUPTION ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OUT OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIMPARTY’S ACT OR FAILURE TO ACT, WHETHER SUCH DAMAGES ARE LABELED IN TORT, CONTRACT, OR OTHERWISE, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FOR PURPOSES OF THIS AGREEMENT, ANY DAMAGES, FINES OR EQUITABLE REMEDIES PAYABLE TO THIRD PARTIES (INCLUDING AMOUNTS DUE UNDER AN INDEMNIFICATION OBLIGATION SET FORTH HEREIN) SHALL CONSTITUTE BE CONSTRUED AS DIRECT DAMAGES AND NOT SUBJECT TO DAMAGES. THE LIMITATION LIMITATIONS SET FORTH IN THIS SECTION 6.4(b). (c) THE SERVICES ARE PROVIDED “AS IS” ANDSHALL APPLY EVEN IF ANY EXCLUSIVE REMEDY IN THIS AGREEMENT FAILS OF ITS ESSENTIAL PURPOSE. The allocations of liability in this Section 17 represent the agreed and bargained for understanding of the parties and each party’s compensation hereunder reflects such allocations. XXXXXXXXXXXXXXX.XXX’S THIRD PARTY SUPPLIERS DISCLAIM ANY AND ALL DIRECT LIABILITY TO CUSTOMER AND ITS AFFILIATES UNDER THIS AGREEMENT, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, INCLUDING BUT NOT LIMITED TO, WARRANTIES LIABILITY FOR DIRECT, INDIRECT, INCIDENTAL, SPECIAL AND CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGEDATA AND OTHER SUCH DAMAGES. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) NEITHER PARTY SHALL HAVE ANY LIABILITY TO THE LIABILITY OTHER PARTY HERETO OR ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, EXEMPLARY, MORAL, PUNITIVE, SPECIAL OR CONSEQUENTIAL DAMAGES (INCLUDING LOSS OF DATA, LOSS OF USE, CLAIMS OF THIRD PARTIES OR LOST PROFITS, REVENUES OR OPPORTUNITIES OR LOST OR DELAYED GENERATION OR DIMINUTION IN VALUE OF ASSETS OR SECURITIES OR ANY LOSSES CALCULATED BASED ON A MULTIPLE OF REVENUES, EARNINGS OR OTHER ECONOMIC OR FINANCIAL MEASURE BY THE IKARIA GROUP MEMBERS OTHER PARTY OR ANY THIRD PARTY), ARISING IN ANY MANNER OUT OF OR IN CONNECTION WITH THIS AGREEMENT, ITS PERFORMANCE OR BREACH HEREOF, OR INCIDENT TO ANY RECIPIENT’S OR THIRD PARTY’S USE OF (OR ANY INABILITY TO USE) THE PERFORMANCESERVICES OR ANY OTHER INFORMATION OR MATERIALS PROVIDED TO THE RECIPIENTS HEREUNDER, DELIVERY WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY) OR PROVISION OTHERWISE, AND WHETHER OR NOT THE PARTY HAS BEEN ADVISED OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO MIGHT HAVE ANTICIPATED THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERSPOSSIBILITY OF SUCH LOSSES. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARYIn no event will either Party’s maximum aggregate liability to the other Party or any of its Affiliates or Representatives for any and all claims arising out of or in connection with this Agreement, IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE FOR ANY SPECIALits termination, INCIDENTALor expiration, INDIRECTwhether in contract, COLLATERALtort or otherwise, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTYbe greater than an amount equal to the aggregate Service Charges received by the Parties in the preceding three (3) months as of the time of calculation, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b). (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) if, as of the obligation time of either Party to indemnify calculation, this Agreement has been in effect for less than three (3) months, the other Party pursuant to period from the Separation Agreement or any other Ancillary Document Distribution Date until the time of calculation, or (ii) if, as of the right time of either Party to make a claim calculation, this Agreement has been terminated pursuant to Section 6.01, the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveriesthree (3) months prior to such termination).

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AND NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT AGREEMENT, NEITHER PARTY SHALL BE LIABLE TO THE CONTRARY, IN NO EVENT SHALL EITHER OTHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE AFFILIATES FOR ANY (A) COST OF PROCUREMENT OF ANY SUBSTITUTE PRODUCTS OR SERVICES, OR COST OF REPLACEMENT OR RESTORATION OF ANY CUSTOMER DATA, (B) ECONOMIC LOSSES, EXPECTED OR LOST PROFITS, REVENUE, OR ANTICIPATED SAVINGS, LOSS OF BUSINESS, LOSS OF CONTRACTS, LOSS OF OR DAMAGE TO GOODWILL OR REPUTATION, AND/OR (C) INDIRECT, SPECIAL, INCIDENTAL, INDIRECTPUNITIVE, COLLATERALOR CONSEQUENTIAL LOSS OR DAMAGE, CONSEQUENTIAL WHETHER ARISING OUT OF PERFORMANCE OR PUNITIVE DAMAGES BREACH OF THIS AGREEMENT OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTYTHE USE OR INABILITY TO USE THE PALANTIR TECHNOLOGY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT EVEN IF THE PARTY HAS BEEN ADVISED AS TO THE POSSIBILITY OF SUCH LOSS OR DAMAGES. EXCEPT FOR THE PARTIES’ OBLIGATIONS SET FORTH IN SECTIONS 5 AND 9.2 OF THIS AGREEMENT AND CUSTOMER’S PAYMENT OBLIGATIONS HEREUNDER, TO THE MAXIMUM EXTENT AN INDEMNIFIED PERMITTED BY APPLICABLE LAW, EACH PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER AGREES THAT THE MAXIMUM AGGREGATE LIABILITY OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT ITS AFFILIATES TO THE LIMITATION OTHER PARTY AND ITS AFFILIATES FOR ALL CLAIMS OF ANY KIND SHALL NOT EXCEED THE GREATER OF A) THE FEES PAID OR PAYABLE TO PALANTIR BY CUSTOMER UNDER THE AGREEMENT IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM FOR THE SERVICE OR PROFESSIONAL SERVICES THAT GAVE RISE TO SUCH CLAIM OR B) ONE HUNDRED THOUSAND DOLLARS (USD 100,000), AND THAT SUCH REMEDY IS FAIR AND ADEQUATE. NOTWITHSTANDING THE FOREGOING SENTENCE, IF NO FEES ARE PAYABLE BY CUSTOMER DURING THE TERM, EXCEPT FOR THE PARTIES’ OBLIGATIONS SET FORTH IN SECTIONS 5 AND 9.2 OF THIS AGREEMENT AND CUSTOMER’S PAYMENT OBLIGATIONS HEREUNDER, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY AGREES THAT THE MAXIMUM AGGREGATE LIABILITY OF EITHER PARTY AND ITS AFFILIATES TO THE OTHER PARTY AND ITS AFFILIATES FOR ALL CLAIMS OF ANY KIND SHALL NOT EXCEED FIFTY THOUSAND DOLLARS (USD 50,000), AND THAT SUCH REMEDY IS FAIR AND ADEQUATE. THE LIMITATIONS SET FORTH IN THIS SECTION 6.4(b12 SHALL APPLY REGARDLESS OF WHETHER AN ACTION IS BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE). (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIEDSTRICT LIABILITY, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, ANY OTHER LEGAL OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGEEQUITABLE THEORY. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL 10.1 TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARYMAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL WILL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE UNDER ANY LEGAL THEORY (INCLUDING ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR OTHER TORT THEORY) FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTALCONSEQUENTIAL, INDIRECT, COLLATERAL, CONSEQUENTIAL EXEMPLARY OR PUNITIVE DAMAGES, ANY DAMAGES FOR LOST PROFITS, REVENUE, OR LOST PROFITS DATA, OR ANY DAMAGES FOR BUSINESS OR SERVICE INTERRUPTION, IN EACH CASE ARISING OUT OF OR RELATING TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIMTHE OPENNMS SERVICES OR THIS AGREEMENT, EVEN IF SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT WERE FORESEEABLE OR SUCH PARTY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 10.2 TO THE LIMITATION SET FORTH IN MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EXCEPT FOR CLIENT’S PAYMENT OBLIGATIONS UNDER THIS SECTION 6.4(b). (c) AGREEMENT, THE SERVICES ARE PROVIDED “AS IS” ANDCUMULATIVE, AGGREGATE LIABILITY OF EACH PARTY ARISING OUT OF OR RELATING TO THE FULLEST EXTENT OPENNMS SERVICES OR THIS AGREEMENT WILL IN NO EVENT EXCEED THE TOTAL AMOUNT OF ALL FEES PAID BY CLIENT TO OPENNMS UNDER THIS AGREEMENT FOR THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGEOPENNMS SERVICES GIVING RISE TO SUCH LIABILITY DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE FIRST EVENT GIVING RISE TO SUCH LIABILITY. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT NO PARTY SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. LIABLE (bWHETHER IN CONTRACT, TORT, STRICT LIABILITY, EQUITY, OR OTHERWISE) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARY, IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERALPUNITIVE, EXEMPLARY, INCIDENTAL OR CONSEQUENTIAL DAMAGES, WHETHER OR PUNITIVE DAMAGES OR NOT FORESEEABLE, INCLUDING LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTYAND ANY OTHER DAMAGES WHICH CANNOT BE READILY ASCERTAINED AND QUANTIFIED, HOWEVER CAUSED AND ON FOR ANY THEORY BREACH OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER A REPRESENTATION OR THEREUNDERWARRANTY UNDER THIS AGREEMENT; PROVIDED, HOWEVER, THAT TO IF, AFTER THE EXTENT AN INDEMNIFIED PARTY INVESTOR SHALL HAVE ACTUALLY FUNDED ITS INVESTOR INITIAL FUNDING DATE CONTRIBUTION IN RESPECT OF THE FACILITY COMPANY, ANY PART OF THE ITC IS REQUIRED TO PAY ANY SPECIALLOST, INCIDENTALREDUCED, INDIRECTRECAPTURED, COLLATERALDISALLOWED OR NOT CLAIMED BECAUSE CLASS B MEMBER OR ITS AFFILIATE, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIMDIRECT OR INDIRECT INTEREST THEREIN OR ANY FACILITY ENTITY BREACHES ANY REPRESENTATION, WARRANTY, COVENANT OR OBLIGATION, ANY FEDERAL TAX DETRIMENTS SUFFERED AS RESULT OF SUCH DAMAGES RECAPTURE, LOSS, REDUCTION, DISALLOWANCE OR INABILITY TO CLAIM (INCLUDING WITHOUT LIMITATION, RECOMPUTATION OF TAX, CHANGE IN DISTRIBUTIVE SHARE OF TAX DEPRECIATION OR TAXABLE INCOME OR LOSS, PENALTIES, INTEREST AND ADDITIONS TO TAX) SHALL NOT CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO CONSEQUENTIAL DAMAGES. THE LIMITATION SET FORTH IN THIS SECTION 6.4(b). (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OBLIGATIONS OF THE LAWPARTIES UNDER THIS AGREEMENT ARE OBLIGATIONS OF THE PARTIES ONLY AND NO RECOURSE SHALL BE AVAILABLE UNDER THIS AGREEMENT AGAINST ANY OFFICER, PROVIDED WITHOUT WARRANTIESDIRECTOR, CLAIMS OR REPRESENTATIONS MADE BY IKARIAMANAGER, EITHER EXPRESSMEMBER, IMPLIEDPARTNER, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES AFFILIATE OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGEPARTY. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THESE TERMS AND CONDITIONS, FOURTH WILL NOT, UNDER ANY CIRCUMSTANCES, BE LIABLE TO SUBSCRIBER OR ANY OTHER PARTY FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES ARISING OUT OF OR RELATED TO THESE TERMS AND CONDITIONS, OR FOR ANY LOST GOODWILL OR BUSINESS VALUE, LOST PROFITS, OR LOSS OF BUSINESS OR DATA, ARISING OUT OF OR RELATED TO THE SERVICES, EVEN IF FOURTH IS APPRISED OR SHOULD HAVE KNOWN OF THE LIKELIHOOD OF SUCH DAMAGES OCCURRING. UNDER NO CIRCUMSTANCES WILL FOURTH'S TOTAL LIABILITY OF ANY KIND ARISING OUT OF OR RELATED TO THE SERVICES (INCLUDING BUT NOT LIMITED TO WARRANTY CLAIMS), REGARDLESS OF THE FORUM AND REGARDLESS OF WHETHER ANY ACTION OR CLAIM IS BASED ON CONTRACT, TORT, OR OTHERWISE, EXCEED THE TOTAL FEES PAID BY SUBSCRIBER TO FOURTH UNDER THE APPLICABLE ORDER DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE DATE OF THE EVENT GIVING RISE TO THE LIABILITY. THE EXISTENCE OF MORE THAN ONE CLAIM SHALL NOT INCREASE THIS LIMIT. THE FOREGOING LIMITATIONS, EXCLUSIONS AND DISCLAIMERS SHALL APPLY WHETHER OR NOT (a) THE SUCH LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCEARISES FROM ANY CLAIM BASED UPON CONTRACT, DELIVERY WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. OTHERWISE; (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO SUCH LIABILITY IS FORESEEABLE OR CONTEMPLATED BY THE CONTRARY, IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED PARTIES AT THE EFFECTIVE DATE; AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b). (c) THE SERVICES ARE PROVIDED “DAMAGED PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE. INSOFAR AS IS” ANDAPPLICABLE LAW PROHIBITS ANY LIMITATION ON LIABILITY HEREIN, THE PARTIES AGREE THAT SUCH LIMITATION WILL BE AUTOMAWDLALLY MODIFIED, BUT ONLY TO THE FULLEST EXTENT SO AS TO MAKE THE LIMITATION COMPLIANT WITH APPLICABLE LAW. EACH PROVISION OF THESE TERMS AND CONDITIONS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS TO ALLOCATE THE RISKS OF THESE TERMS AND CONDITIONS BETWEEN THE PARTIES. THIS ALLOCATION IS REFLECTED IN THE PRICING OFFERED BY FOURTH TO SUBSCRIBER AND IS AN ESSENTIAL ELEMENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS AND CONDITIONS. THE LIMITATIONS IN THIS SECTION 9 WILL APPLY NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGEREMEDY IN THESE TERMS AND CONDITIONS. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, UNDER NO CIRCUMSTANCES SHALL THE CUMULATIVE LIABILITY OF TREND MICRO FOR ANY AND ALL CLAIMS OR DAMAGES (A) RELATED TO THE IKARIA GROUP MEMBERS INSTALLATION OF, USE OF OR RELIANCE UPON A CERTIFICATE OR (B) FOR THE SERVICES PROVIDED UNDER THIS AGREEMENT, TO YOU, SUBSCRIBERS AND/OR RELYING PARTIES UNDER ANY CAUSE OF ACTION, OR ANY CONTRACT, STRICT LIABILITY, TORT (INCLUDING NEGLIGENCE), OR OTHER LEGAL OR EQUITABLE THEORY OR IN CONNECTION WITH ANY OTHER WAY, EXCEED THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE AMOUNT PAID TO TREND MICRO FOR THE SERVICES UNDER THIS AGREEMENT BY YOU AND/OR SUBSCRIBER OVER THE 12 MONTHS IMMEDIATELY PRECEDING THE EVENTS GIVING RISE TO THE CLAIM (EXCEPT THAT FOR CLAIMS FROM SUBSCRIBERS AND RELYING PARTIES ARISING FROM OR RELATED TO EXTENDED VALIDATION (EV) CERTIFICATES, THE MAXIMUM SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. TWO THOUSAND U.S. DOLLARS (b$2,000.00) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARY, IN NO EVENT SHALL EITHER PER SUBSCRIBER OR RELYING PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(bPER EV CERTIFICATE). (cI) THE SERVICES ARE PROVIDED “AS IS” ANDANY ECONOMIC LOSS (INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUES, PROFITS, CONTRACTS, BUSINESS OR ANTICIPATED SAVINGS); (II) TO THE FULLEST EXTENT ALLOWED BY APPLICABLE LAW, ANY LOSS OR DAMAGE RESULTING FROM DEATH OR INJURY OF SUBSCRIBER AND/OR ANY RELYING PARTY OR ANYONE ELSE; (III) ANY LOSS OF GOODWILL OR REPUTATION; OR (IV) ANY OTHER INDIRECT, CONSEQUENTIAL, INCIDENTAL, MULTIPLE, SPECIAL, PUNITIVE, EXEMPLARY DAMAGES IN ANY CASE WHETHER OR NOT SUCH LOSSES OR DAMAGES WERE WITHIN THE CONTEMPLATION OF THE LAWPARTIES AT THE TIME OF THE APPLICATION FOR, PROVIDED WITHOUT WARRANTIESINSTALLATION OF, CLAIMS USE OF OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIEDRELIANCE ON THE CERTIFICATE, OR STATUTORY, AROSE OUT OF ANY OTHER MATTER OR SERVICES (INCLUDING, WITHOUT LIMITATION, ANY SUPPORT SERVICES) UNDER OUR CPS OR WITH REGARD TO THE USE OF OR RELIANCE ON THE CERTIFICATE. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, THE ABOVE EXCLUSIONS OF INCIDENTAL AND CONSEQUENTIAL DAMAGES MAY NOT APPLY TO A SUBSCRIBER AND/OR A RELYING PARTY BUT NOT LIMITED TOSHALL BE GIVEN EFFECT TO THE FULL EXTENT PERMITTED BY LAW. THE FOREGOING LIMITATIONS OF LIABILITY SHALL APPLY ON A CERTIFICATE-BY- CERTIFICATE BASIS, WARRANTIES REGARDLESS OF QUALITYTHE NUMBER OF TRANSACTIONS OR CLAIMS RELATED TO EACH CERTIFICATE, PERFORMANCEAND SHALL BE APPORTIONED FIRST TO THE EARLIER CLAIMS TO ACHIEVE FINAL RESOLUTION. In no event will Trend Micro be liable for any damages to Subscribers, NON-INFRINGEMENTRelying Parties or any other party arising out of or related to the use or misuse of, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. or reliance on any Certificate issued under this Agreement or the CPS that: (di) Nothing contained has expired or been revoked; (ii) has been used for any purpose other than as set forth in this Agreement shall limit or alter the CPS; (iiii) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.has been tampered with;

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARY, 12.1 IN NO EVENT SHALL EITHER PARTY SONY OR ITS SUPPLIERS BE LIABLE FOR PROSPECTIVE PROFITS, OR SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT (INCLUDING WITHOUT LIMITATION THE BREACH OF THIS AGREEMENT BY SCEE), WHETHER UNDER THEORY OF CONTRACT, TORT (INCLUDING NEGLIGENCE), INDEMNITY, PRODUCT LIABILITY OR OTHERWISE. IN NO EVENT SHALL SONY'S LIABILITY ARISING UNDER OR IN CONNECTION WITH THIS AGREEMENT, INCLUDING WITHOUT LIMITATION ANY LIABILITY FOR DIRECT DAMAGES, AND INCLUDING WITHOUT LIMITATION ANY LIABILITY UNDER CLAUSE 11.1, EXCEED THE PLATFORM CHARGE PAID BY PUBLISHER TO SCEE UNDER CLAUSE 7 WITHIN THE 2 (TWO) YEARS PRIOR TO THE DATE OF THE FIRST OCCURENCE OF THE EVENT OR CIRCUMSTANCES GIVING RISE TO SUCH LIABILITY. EXCEPT AS EXPRESSLY SET FORTH HEREIN, NO SONY ENTITY, NOR ANY OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS, SHALL BEAR ANY RISK, OR HAVE ANY RESPONSIBILITY OR LIABILITY, OF ANY KIND TO PUBLISHER OR TO ANY THIRD PARTIES WITH RESPECT TO THE FUNCTIONALITY AND/OR PERFORMANCE OF LICENSED PRODUCTS. 12.2 IN NO EVENT SHALL PUBLISHER BE LIABLE TO SCEE FOR PROSPECTIVE PROFITS, OR SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT (INCLUDING WITHOUT LIMITATION THE BREACH OF THIS AGREEMENT BY PUBLISHER), WHETHER UNDER THEORY OF CONTRACT, TORT (INCLUDING NEGLIGENCE), INDEMNITY, PRODUCT LIABILITY OR OTHERWISE, PROVIDED THAT PUBLISHER EXPRESSLY AGREES THAT SUCH LIMITATIONS SHALL NOT APPLY TO DAMAGES RESULTING FROM PUBLISHER'S BREACH OF CLAUSES 2, 3, 4, 9 OR 11.2 OF THIS AGREEMENT. 12.3 SUBJECT AS EXPRESSLY PROVIDED IN CLAUSES 10.1 AND 10.2, NO SONY ENTITY NOR ITS GROUP MEMBERS SUPPLIERS MAKE, NOR DOES PUBLISHER RECEIVE, ANY WARRANTIES (EXPRESS, IMPLIED OR STATUTORY) REGARDING THE SONY MATERIALS AND/OR UNITS OF MANUFACTURED MATERIALS MANUFACTURED HEREUNDER. SONY SHALL NOT BE LIABLE FOR ANY SPECIALINJURY, INCIDENTALLOSS OR DAMAGE, INDIRECTDIRECT OR CONSEQUENTIAL, COLLATERALARISING OUT OF THE USE OF, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT INABILITY TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIMUSE, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO UNITS OF MANUFACTURED MATERIALS. WITHOUT LIMITING THE LIMITATION SET FORTH IN THIS SECTION 6.4(b). (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT GENERALITY OF THE LAWFOREGOING, PROVIDED WITHOUT ANY WARRANTIES, CLAIMS CONDITIONS OR REPRESENTATIONS MADE OTHER TERMS IMPLIED BY IKARIA, EITHER EXPRESS, IMPLIED, STATUTE OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, COMMON LAW (INCLUDING AS TO MERCHANTABILITY, SATISFACTORY QUALITY AND/OR FITNESS FOR A PARTICULAR PURPOSEPURPOSE AND THE EQUIVALENTS THEREOF UNDER THE LAWS OF ANY JURISDICTION) ARE EXCLUDED TO THE FULLEST EXTENT PERMITTED BY LAW. HOWEVER, NOR ARE THERE NOTHING IN THIS AGREEMENT SHALL LIMIT SONY'S LIABILITY IN RELATION TO CLAIMS ARISING FROM THE INJURY OR DEATH OF ANY WARRANTIES CREATED BY COURSE PERSON RESULTING FROM THE PROVEN NEGLIGENCE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGESONY. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS NOTHING IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL LIMIT OR EXCLUDE LIABILITY FOR PERSONAL INJURY OR DEATH CAUSED BY NEGLIGENCE, FOR FRAUD OR FRAUDULENT MISREPRESENTATION OR FOR LIABILITY WHICH MAY NOT BE LIMITED TO A SUM EQUAL OR EXCLUDED UNDER APPLICABLE LAW. SUBJECT TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) FOREGOING, BUT NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT AGREEMENT, NEITHER PARTY SHALL BE LIABLE TO THE CONTRARY, IN NO EVENT SHALL EITHER OTHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE AFFILIATES FOR ANY (A) COST OF PROCUREMENT OF ANY SUBSTITUTE PRODUCTS OR SERVICES, OR COST OF REPLACEMENT OR RESTORATION OF ANY CUSTOMER DATA, (B) ECONOMIC LOSSES, EXPECTED OR LOST PROFITS, REVENUE, OR ANTICIPATED SAVINGS, LOSS OF BUSINESS, LOSS OF CONTRACTS, LOSS OF OR DAMAGE TO GOODWILL OR REPUTATION, AND/OR (C) INDIRECT, SPECIAL, INCIDENTAL, INDIRECTPUNITIVE, COLLATERALOR CONSEQUENTIAL LOSS OR DAMAGE, CONSEQUENTIAL WHETHER ARISING OUT OF PERFORMANCE OR PUNITIVE DAMAGES BREACH OF THIS AGREEMENT OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTYTHE USE OR INABILITY TO USE THE PALANTIR TECHNOLOGY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT EVEN IF THE PARTY HAS BEEN ADVISED AS TO THE POSSIBILITY OF SUCH LOSS OR DAMAGES. EXCEPT FOR THE PARTIES' OBLIGATIONS SET FORTH IN SECTIONS 5 AND 9.2 OF THIS AGREEMENT AND CUSTOMER'S PAYMENT OBLIGATIONS HEREUNDER, TO THE MAXIMUM EXTENT AN INDEMNIFIED PERMITTED BY APPLICABLE LAW, EACH PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER AGREES THAT THE MAXIMUM AGGREGATE LIABILITY OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT ITS AFFILIATES TO THE LIMITATION OTHER PARTY AND ITS AFFILIATES FOR ALL CLAIMS OF ANY KIND SHALL NOT EXCEED THE GREATER OF A) THE FEES PAID OR PAYABLE TO PALANTIR BY CUSTOMER UNDER THE AGREEMENT IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM FOR THE SERVICE OR PROFESSIONAL SERVICES THAT GAVE RISE TO SUCH CLAIM OR B) ONE HUNDRED THOUSAND DOLLARS (USD 100,000), AND THAT SUCH REMEDY IS FAIR AND ADEQUATE. NOTWITHSTANDING THE FOREGOING SENTENCE, IF NO FEES ARE PAYABLE BY CUSTOMER DURING THE TERM, EXCEPT FOR THE PARTIES’ OBLIGATIONS SET FORTH IN SECTIONS 5 AND 9.2 OF THIS AGREEMENT AND CUSTOMER’S PAYMENT OBLIGATIONS HEREUNDER, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY AGREES THAT THE MAXIMUM AGGREGATE LIABILITY OF EITHER PARTY AND ITS AFFILIATES TO THE OTHER PARTY AND ITS AFFILIATES FOR ALL CLAIMS OF ANY KIND SHALL NOT EXCEED FIFTY THOUSAND DOLLARS (USD 50,000), AND THAT SUCH REMEDY IS FAIR AND ADEQUATE. THE LIMITATIONS SET FORTH IN THIS SECTION 6.4(b12 SHALL APPLY REGARDLESS OF WHETHER AN ACTION IS BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE). (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIEDSTRICT LIABILITY, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, ANY OTHER LEGAL OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGEEQUITABLE THEORY. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.”

Limitations of Liability. (a) XXXXXXX’X CUMULATIVE LIABILITY TO CUSTOMER FOR ALL CLAIMS IN ANY WAY ARISING OUT OF OR RELATING TO THE LIABILITY ORDER, ANY SOW, THIS AGREEMENT, AND THE PRODUCTS OR SERVICES, REGARDLESS OF THE IKARIA GROUP MEMBERS FORM OR THEORY OF ACTION (INCLUDING BREACH OF CONTRACT, STRICT LIABILITY, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL OR EQUITABLE THEORY), SHALL NOT EXCEED THE TOTAL AMOUNT OF FEES PAID TO TRIMBLE BY CUSTOMER FOR THE RELEVANT PRODUCT OR SERVICES IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE PRIOR 12 MONTHS UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARY, AGREEMENT. IN NO EVENT SHALL EITHER WILL TRIMBLE OR ITS SUPPLIERS OR THIRD-PARTY VENDORS HAVE ANY OBLIGATION OR ANY OF ITS GROUP MEMBERS BE LIABLE LIABILITY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, INDIRECTCONSEQUENTIAL, COLLATERALEXEMPLARY, CONSEQUENTIAL PUNITIVE, OR PUNITIVE DAMAGES AGGRAVATED DAMAGES, LOSS OF GOODWILL, LOSS OF DATA, OR LOST ANTICIPATED PROFITS SUFFERED BY AN INDEMNIFIED PARTYARISING FROM OR RELATING TO THIS AGREEMENT, HOWEVER CAUSED AND ON CUSTOMER’S USE OF OR THE PERFORMANCE OF THE PRODUCTS OR FROM THE SERVICES, OR FOR ANY THEORY OF LIABILITYOTHER REASON, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER EVEN IF TRIMBLE OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL ITS SUPPLIERS OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, VENDORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO POTENTIAL LOSS OR DAMAGE. CUSTOMER ACKNOWLEDGES THAT THE LIMITATION FEES REFLECT THE ALLOCATION OF RISK SET FORTH IN THIS SECTION 6.4(b). (c) AGREEMENT AND THAT TRIMBLE WOULD NOT ENTER INTO THIS AGREEMENT WITHOUT THESE LIMITATIONS. THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT FOREGOING LIMITATION OF LIABILITY AND EXCLUSION OF CERTAIN DAMAGES SHALL APPLY REGARDLESS OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS SUCCESS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES EFFECTIVENESS OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGEOTHER REMEDIES. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, UNDER NO CIRCUMSTANCES SHALL THE CUMULATIVE LIABILITY OF TREND MICRO FOR ANY AND ALL CLAIMS OR DAMAGES (A) RELATED TO THE IKARIA GROUP MEMBERS INSTALLATION OF, USE OF OR RELIANCE UPON A CERTIFICATE OR (B) FOR THE SERVICES PROVIDED UNDER THIS AGREEMENT, TO YOU, SUBSCRIBERS AND/OR RELYING PARTIES UNDER ANY CAUSE OF ACTION, OR ANY CONTRACT, STRICT LIABILITY, TORT (INCLUDING NEGLIGENCE), OR OTHER LEGAL OR EQUITABLE THEORY OR IN CONNECTION WITH ANY OTHER WAY, EXCEED THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE AMOUNT PAID TO TREND MICRO FOR THE SERVICES UNDER THIS AGREEMENT BY YOU AND/OR SUBSCRIBER OVER THE 12 MONTHS IMMEDIATELY PRECEDING THE EVENTS GIVING RISE TO THE CLAIM (EXCEPT THAT FOR CLAIMS FROM SUBSCRIBERS AND RELYING PARTIES ARISING FROM OR RELATED TO EXTENDED VALIDATION (EV) CERTIFICATES, THE MAXIMUM SHALL BE LIMITED TO TWO THOUSAND U.S. DOLLARS ($2,000.00) PER SUBSCRIBER OR RELYING PARTY PER EV CERTIFICATE). NOTWITSTANDING THE FOREGOING, TREND MICRO SHALL NOT BE LIABLE IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, FOR BREACH OF A SUM EQUAL STATUTORY DUTY OR IN ANY OTHER WAY (EVEN IF TREND MICRO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES) FOR: (I) ANY ECONOMIC LOSS (INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUES, PROFITS, CONTRACTS, BUSINESS OR ANTICIPATED SAVINGS); (II) TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS.EXTENT ALLOWED BY APPLICABLE LAW, ANY LOSS OR DAMAGE RESULTING FROM DEATH OR INJURY OF SUBSCRIBER AND/OR ANY RELYING PARTY OR ANYONE ELSE; (bIII) NOTWITHSTANDING ANY LOSS OF GOODWILL OR REPUTATION; OR (IV) ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARYINDIRECT, IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE FOR ANY SPECIALCONSEQUENTIAL, INCIDENTAL, INDIRECTMULTIPLE, COLLATERALSPECIAL, CONSEQUENTIAL PUNITIVE, EXEMPLARY DAMAGES IN ANY CASE WHETHER OR PUNITIVE NOT SUCH LOSSES OR DAMAGES WERE WITHIN THE CONTEMPLATION OF THE PARTIES AT THE TIME OF THE APPLICATION FOR, INSTALLATION OF, USE OF OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTYRELIANCE ON THE CERTIFICATE, HOWEVER CAUSED AND ON OR AROSE OUT OF ANY THEORY OF LIABILITYOTHER MATTER OR SERVICES (INCLUDING, IN CONNECTION WITHOUT LIMITATION, ANY SUPPORT SERVICES) UNDER ITS CPS OR WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT REGARD TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIALUSE OF OR RELIANCE ON THE CERTIFICATE. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCIDENTAL, INDIRECT, COLLATERAL, THE ABOVE EXCLUSIONS OF INCIDENTAL AND CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS MAY NOT APPLY TO A PERSON WHO IS NOT SUBSCRIBER AND/OR A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-RELYING PARTY CLAIM, SUCH DAMAGES BUT SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT BE GIVEN EFFECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b). (c) FULL EXTENT PERMITTED BY LAW. THE SERVICES ARE PROVIDED “AS IS” ANDFOREGOING LIMITATIONS OF LIABILITY SHALL APPLY ON A CERTIFICATE-BY-CERTIFICATE BASIS, REGARDLESS OF THE NUMBER OF TRANSACTIONS OR CLAIMS RELATED TO EACH CERTIFICATE, AND SHALL BE APPORTIONED FIRST TO THE FULLEST EXTENT OF THE LAWEARLIER CLAIMS TO ACHIEVE FINAL RESOLUTION. In no event will Trend Micro be liable for any damages to Subscribers, PROVIDED WITHOUT WARRANTIESRelying Parties or any other party arising out of or related to the use or misuse of, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. or reliance on any Certificate issued under this Agreement or the CPS that: (di) Nothing contained has expired or been revoked; (ii) has been used for any purpose other than as set forth in this Agreement or the CPS (See CPS Section 1.3. for more detail); (iii) has been tampered with; (iv) with respect to which the Key Pair underlying such Certificate or the cryptography algorithm used to generate such Certificate's Key Pair, has been compromised by the action of any party other than Trend Micro (including without limitation the Subscriber or Relying Party); or (v) is the subject of misrepresentations or other misleading acts or omissions of any other party, including but not limited to Subscribers and Relying Parties. In no event shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant Trend Micro be liable to the Separation Agreement Subscriber, Relying Party or other party for damages arising out of any claim that a Certificate infringes any patent, trademark, copyright, trade secret or other Ancillary Document or (ii) the intellectual property right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveriesparty.

Limitations of Liability. (a) TO THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCEEXTENT PERMITTED BY LAW, DELIVERY NEITHER PARTY, ITS AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT CONTRACTORS, SHALL BE LIMITED TO A SUM EQUAL LIABLE TO THE TOTAL SERVICE COST PAID HEREUNDER OTHER PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES OR LIABILITY (INCLUDING REASONABLE ATTORNEYS’ FEES) THAT RESULT FROM OR ARE RELATED TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARY, IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE FOR THE JAGGAER APPLICATIONS, WHETHER IN CONTRACT OR TORT (INCLUDING NEGLIGENCE) OR UNDER ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY OTHER THEORY OF LIABILITY, EVEN IF THE OTHER PARTY HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES OR LIABILITY. IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER EVENT, EXCEPT FOR AMOUNTS OWED TO JAGGAER BY CLIENT AS SET FORTH IN AN ORDER FORM, THE AGREEMENT OR THEREUNDER; PROVIDEDANOTHER DOCUMENT, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIALPERMITTED BY LAW, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER THE TOTAL AGGREGATE LIABILITY OF EITHER GROUP PARTY RELATED TO OR ARISING OUT OF THE AGREEMENT OR ANY OF THE JAGGAER APPLICATIONS, WHETHER IN CONNECTION WITH A THIRD-CONTRACT, TORT (INCLUDING NEGLIGENCE) OR UNDER ANY OTHER THEORY OF LIABILITY, SHALL NOT EXCEED THE AMOUNTS RECEIVED BY JAGGAER FROM CLIENT IN THE TWELVE MONTHS PRECEDING THE EVENT GIVING RISE TO SUCH DAMAGES. THE LIMITATIONS OF LIABILITY UNDER THIS SECTION SHALL NOT APPLY TO ANY OBLIGATIONS AND LIABILITIES ARISING FROM VIOLATIONS BY EITHER PARTY CLAIMHEREUNDER OF SECTIONS 3 OR 8 OF THE AGREEMENT, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT OR ANY INDEMNIFICATION PROVIDED BY JAGGAER UNDER SECTION 7 OF THE AGREEMENT. THE LIMITATIONS ON JAGGAER'S LIABILITY CONTAINED IN THIS MSA ARE MADE TO THE FULL EXTENT PERMITTED BY LAW. NOTHING IN THIS MSA RESTRICTS THE EFFECT OF WARRANTIES OR CONDITIONS WHICH MAY BE IMPLIED BY LAW OR ANY OTHER RIGHTS OR REMEDIES WHICH CANNOT BE EXCLUDED, RESTRICTED OR MODIFIED. SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b). (c) THE SERVICES ARE PROVIDED “AS IS” ANDTHOSE LAWS, TO THE FULLEST EXTENT OF THE LAWTO WHICH JAGGAER IS ENTITLED TO DO SO, PROVIDED WITHOUT WARRANTIESITS LIABILITY UNDER SUCH IMPLIED CONDITIONS OR WARRANTIES OR OTHER RIGHTS OR REMEDIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT SHALL BE LIMITED AT ITS OPTION TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE.: (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or IN THE CASE OF GOODS, ANY ONE OR MORE OF THE FOLLOWING: (A) THE REPLACEMENT OR REPAIR OF THE GOODS OR THE SUPPLY OF EQUIVALENT GOODS; OR (B) THE PAYMENT OF THE COST OF REPLACING OR REPAIRING THE GOODS OR OF ACQUIRING EQUIVALENT GOODS; OR (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary DocumentIN THE CASE OF SERVICES, ANY ONE OR MORE OF THE FOLLOWING: (A) THE SUPPLYING OF THE SERVICES AGAIN; provided, that no Party shall obtain duplicative recoveriesOR (B) THE PAYMENT OF THE COST OF HAVING THE SERVICES SUPPLIED AGAIN.

Limitations of Liability. (a) TO THE LIABILITY MAXIMUM EXTENT PERMITTED BY LAW, MARKETING 360 SHALL NOT BE LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, LOST PROFITS OR REVENUES OR DIMINUTION IN VALUE, ARISING OUT OF OR RELATING TO ANY BREACH OF THESE TERMS, WHETHER OR NOT THE POSSIBILITY OF SUCH DAMAGES HAS BEEN DISCLOSED IN ADVANCE BY CLIENT OR COULD HAVE BEEN REASONABLY FORESEEN, REGARDLESS OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE PERFORMANCECLAIM IS BASED, DELIVERY OR PROVISION AND NOTWITHSTANDING THE FAILURE OF ANY SERVICE AGREED OR OTHERWISE OTHER REMEDY OF ITS ESSENTIAL PURPOSE. EXCEPT FOR YOUR LIABILITY FOR PAYMENT OF FEES, YOUR LIABILITY ARISING FROM YOUR OBLIGATIONS UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION INDEMNIFICATION SECTION AND YOUR LIABILITY FOR VIOLATION OF THIS AGREEMENT TO THE CONTRARYOUR INTELLECTUAL PROPERTY RIGHTS, IN NO EVENT SHALL EITHER PARTY AGGREGATE LIABILITY ARISING OUT OF OR ANY RELATED TO THIS AGREEMENT, WHETHER ARISING OUT OF ITS GROUP MEMBERS BE LIABLE OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EXCEED THE TOTAL OF THE AMOUNTS YOU PAID TO MARKETING 360 FOR THE SERVICES SOLD HEREUNDER. WITHOUT LIMITING THE FOREGOING, MARKETING 360 IS NOT RESPONSIBLE FOR ANY SPECIALDAMAGES DUE TO CONTENT, INCIDENTALOMISSIONS OR ERRONEOUS DATA APPEARING IN CLIENT’S WEBSITE, INDIRECT, COLLATERAL, CONSEQUENTIAL BLOGS OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION SOCIAL MEDIA.WE FURTHER DISCLAIM ALL LIABILITY WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT RESPECT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b)PRODUCTS THAT YOU USE. (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARYEXTENT NOT PROHIBITED BY LAW, YOU AGREE THAT IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS WILL THE COMPANY ENTITIES BE LIABLE (A) FOR DAMAGES OF ANY SPECIALKIND, INCIDENTALINCLUDING DIRECT, INDIRECT, COLLATERALSPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b). (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES PROCUREMENT OF QUALITYSUBSTITUTE GOODS OR SERVICES, PERFORMANCELOSS OF USE, NON-INFRINGEMENTDATA , MERCHANTABILITYWALLET KEYS, OR FITNESS FOR A PARTICULAR PURPOSEPROFITS, NOR ARE THERE BUSINESS INTERRUPTION OR ANY WARRANTIES CREATED BY COURSE OTHER DAMAGES OR LOSSES, ARISING OUT OF DEALINGOR RELATED TO YOUR USE OR INABILITY TO USE THE SERVICES), COURSE HOWEVER CAUSED AND UNDER ANY THEORY OF PERFORMANCELIABILITY, WHETHER UNDER THESE TERMS OR OTHERWISE ARISING IN ANY WAY IN CONNECTION WITH THE SERVICES OR THESE TERMS AND WHETHER IN CONTRACT, STRICT LIABILITY OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) EVEN IF THE COMPANY ENTITIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE, OR TRADE USAGE(B) FOR ANY OTHER CLAIM, DEMAND OR DAMAGES WHATSOEVER RESULTING FROM OR ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE DELIVERY, USE OR PERFORMANCE OF THE SERVICES. SOME JURISDICTIONS (SUCH AS THE STATE OF NEW JERSEY) DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE EXCLUSION OR LIMITATION MAY NOT APPLY TO YOU. THE COMPANY ENTITIES’ TOTAL LIABILITY TO YOU FOR ANY DAMAGES FINALLY AWARDED SHALL NOT EXCEED THE AMOUNT OF ONE HUNDRED DOLLARS ($100.00), OR THE AMOUNT YOU PAID THE COMPANY ENTITIES, IF ANY, IN THE PAST SIX (6) MONTHS FOR THE SERVICES (OR COMPANY NFTS PURCHASED ON THE SERVICES) GIVING RISE TO THE CLAIM. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) TO THE LIABILITY MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL EITHER PARTY BE LIABLE TO THE OTHER FOR ANY OF THE IKARIA GROUP MEMBERS FOLLOWING TYPES OF LOSS OR DAMAGE ARISING IN ANY WAY OUT OF OR IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO OR THE TOTAL SERVICE COST PAID HEREUNDER TO OFFERINGS, WHETHER OR NOT SUCH PARTY WAS ADVISED IN ADVANCE OF THE IKARIA GROUP MEMBERS. POSSIBILITY OF SUCH LOSS OR DAMAGE: (bA) NOTWITHSTANDING ANY OTHER PROVISION LOSS OF THIS AGREEMENT TO BUSINESS, CONTRACTS, PROFITS, ANTICIPATED SAVINGS, GOODWILL OR REVENUE; (B) ANY LOSS OR CORRUPTION OF DATA OR (C) ANY INCIDENTAL, INDIRECT OR CONSEQUENTIAL LOSSES OR DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES). EXCEPT FOR THE CONTRARYINDEMNITY SET FORTH IN SECTION 8.1, IN NO EVENT SHALL EITHER PARTY BLACKBOARD OR ANY ITS LICENSORS’ CUMULATIVE LIABILITY FOR ALL CLAIMS ARISING FROM OR RELATING TO THIS AGREEMENT, REGARDLESS OF ITS GROUP MEMBERS BE LIABLE THE NATURE OF THE CLAIM, EXCEED THE AMOUNT OF FEES PAID BY CUSTOMER UNDER THIS AGREEMENT FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT THE AFFECTED OFFERING DURING THE TWELVE (12)-MONTH PERIOD IMMEDIATELY PRIOR TO THE EXTENT AN INDEMNIFIED PARTY EVENT, ACT OR OMISSION GIVING RISE TO SUCH LIABILITY. THIS LIMITATION OF LIABILITY IS REQUIRED INTENDED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL APPLY WITHOUT REGARD TO WHETHER OTHER PROVISIONS OF THIS AGREEMENT HAVE BEEN BREACHED OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b)HAVE PROVEN INEFFECTIVE. (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. NOTWITHSTANDING ANYTHING TO THE CONTRARY EXPRESSED OR IMPLIED HEREIN: a. IN NO EVENT SHALL TRUCE BE LIABLE TO CUSTOMER OR ANY OF CUSTOMER’S USERS, ADMINISTRATORS OR ANY OTHER EMPLOYEE, CONTRACTOR, AGENT OR OTHER PERSONNEL (aTHE “CUSTOMER PARTIES”) THE LIABILITY FOR ANY OF THE IKARIA GROUP MEMBERS FOLLOWING, WHETHER TRUCE KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES: (1) ANY INDIRECT, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING LOST PROFITS AND LOST SAVINGS; (2) ANY CLAIM ASSERTED BY ANY THIRD PARTY (EXCEPT FOR THIRD PARTY CLAIMS SUBJECT TO TRUCE’S INDEMNIFICATION OBLIGATIONS UNDER SECTION 15); (3) TO THE EXTENT ALLOWED BY APPLICABLE LAW, ANY CLAIMS OR DAMAGES RESULTING FROM DEATH OF OR INJURY TO ANY OF THE CUSTOMER PARTIES OR ANY OTHER PERSON OR ENTITY ARISING OUT OF OR IN CONNECTION WITH THE PERFORMANCEINSTALLATION, DELIVERY USE, IMPROPER USE, OR PROVISION INABILITY TO USE THE TRUCE SYSTEM; AND, (4) ANY LEGAL FEES OR OTHER EXPENSES RELATED THERETO (EXCEPT IN CONNECTION WITH THIRD PARTY CLAIMS SUBJECT TO TRUCE’S INDEMNIFICATION OBLIGATIONS UNDER SECTION 15). b. THE TOTAL LIABILITY OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL TRUCE TO THE CUSTOMER PARTIES WILL BE LIMITED TO A SUM EQUAL THE LESSER OF (i) CUSTOMER’S ACTUAL DIRECT DAMAGES, IF ANY OR (ii) THE CUMULATIVE PAYMENTS ACTUALLY RECEIVED BY TRUCE FROM CUSTOMER PURSUANT TO THIS AGREEMENT DURING THE TOTAL SERVICE COST PAID HEREUNDER TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE DATE ON WHICH THE APPLICABLE CLAIM AROSE; PROVIDED THAT THE FOREGOING LIMITATION ON LIABILITY SHALL NOT APPLY TO THE IKARIA GROUP MEMBERSTRUCE’S INDEMNIFICATION OBLIGATIONS UNDER SECTION 15 BELOW. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO c. THE CONTRARY, IN NO EVENT SHALL EITHER PARTY OR ANY FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE-STATED REMEDY FAILS OF ITS GROUP MEMBERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY ESSENTIAL PURPOSE. THESE LIMITATIONS OF LIABILITY ARE AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY ESSENTIAL CONDITION OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO AGREEMENT. d. THE LIMITATION LIMITATIONS SET FORTH IN THIS SECTION 6.4(b)14 SHALL APPLY REGARDLESS OF THE FORM, NATURE OR TYPE OF CLAIM OR CAUSE OF ACTION ASSERTED BY ANY CUSTOMER PARTY, WHETHER IN CONTRACT, TORT OR OTHERWISE, AND SHALL SURVIVE ANY TERMINATION OF THIS AGREEMENT, REGARDLESS OF THE REASON FOR SUCH TERMINATION. (c) THE SERVICES ARE PROVIDED “AS IS” ANDe. Notwithstanding the foregoing, TO THE FULLEST EXTENT OF THE LAWthe parties acknowledge that, PROVIDED WITHOUT WARRANTIESin some jurisdictions, CLAIMS OR REPRESENTATIONS MADE BY IKARIAapplicable law does not allow the exclusion or limitation of incidental, EITHER EXPRESSconsequential or special damages, IMPLIEDthe exclusion of implied warranties, OR STATUTORYor limitations on how long a given warranty may last, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGEso some of the above limitations may not apply. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION SOLE EXCEPTION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARYEACH PARTY'S INDEMNIFICATION OBLIGATIONS SET FORTH IN SECTION 10 HEREIN, IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE THIRD PARTY FOR ANY SPECIALINDIRECT, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTALPUNITIVE, INDIRECTOR CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF BUSINESS PROFITS OR GOODWILL OR FOR BUSINESS INTERRUPTION) ARISING OUT OF OR RELATED TO THIS AGREEMENT, COLLATERALREGARDLESS OF THE FORM OF THE ACTION AND EVEN IF A REPRESENTATIVE OF THE PARTY ALLEGEDLY LIABLE WAS ADVISED, CONSEQUENTIAL HAD REASON TO KNOW, OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER IN FACT KNEW OF EITHER GROUP IN CONNECTION THE POSSIBILITY OF SUCH DAMAGES. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SOLE EXCEPTION OF EACH PARTY'S INDEMNIFICATION OBLIGATIONS SET FORTH IN SECTION 10 HEREIN, AND CLIENT'S OBLIGATIONS IN SECTION 13, IN NO EVENT SHALL EITHER PARTY'S LIABILITY FOR ANY CLAIM ARISING OUT OF OR RELATED TO THIS SECTION 6.4(b). AGREEMENT (cWHETHER ALONE OR IN THE AGGREGATE WITH OTHER CLAIMS) EXCEED FIVE TIMES THE SERVICES ARE PROVIDED “AS IS” AND, TOTAL AMOUNT ROCKET HAS RECEIVED UNDER THE AGREEMENT DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE INCIDENT GIVING RISE TO SUCH LIABILITY. THE LIMITATIONS SET FORTH ABOVE SHALL BE DEEMED TO APPLY TO THE FULLEST MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDIES. EACH PARTY ACKNOWLEDGES AND AGREES THAT IT HAS FULLY CONSIDERED THE FOREGOING ALLOCATION OF RISK AND FINDS IT REASONABLE, AND THAT THE FOREGOING LIMITATIONS ARE AN ESSENTIAL BASIS OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGEBARGAIN BETWEEN THE PARTIES. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED EXCEPT FOR THIRD PARTY CLAIMS SUBJECT TO A SUM EQUAL INDEMNITY PURSUANT TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARYSECTION 10 ABOVE, IN NO EVENT SHALL WILL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE TO THE OTHER UNDER OR IN CONNECTION WITH THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE, FOR ANY SPECIALANY: (a) CONSEQUENTIAL, INCIDENTAL, INDIRECT, COLLATERALEXEMPLARY SPECIAL, CONSEQUENTIAL ENHANCED, OR PUNITIVE DAMAGES; (b) INCREASED COSTS, DIMINUTION IN VALUE OR SPECULATIVE DAMAGES SUCH AS LOST FUTURE BUSINESS, LOST PRODUCTION, LOST REVENUES, OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDERPROFITS; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b). (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT LOSS OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS GOODWILL OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. REPUTATION; (d) Nothing contained in this Agreement shall limit or alter USE, INABILITY TO USE, LOSS, INTERRUPTION, DELAY OR RECOVERY OF ANY DATA, OR BREACH OF DATA OR SYSTEM SECURITY; OR (ie) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or COST OF REPLACEMENT GOODS OR SERVICES, IN EACH CASE REGARDLESS OF WHETHER ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE. IN NO EVENT WILL LICENSOR’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; providedINCLUDING NEGLIGENCE), that no Party shall obtain duplicative recoveriesSTRICT LIABILITY, AND OTHERWISE EXCEED 10X THE TOTAL AMOUNTS PAID TO LICENSOR UNDER THIS AGREEMENT IN THE ONE YEAR PERIOD PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

Limitations of Liability. IN NO EVENT SHALL ANY PARTY HAVE ANY LIABILITY, WHETHER BASED ON CONTRACT, TORT (a) INCLUDING NEGLIGENCE OR STRICT LIABILITY), WARRANTY OR ANY OTHER LEGAL OR EQUITABLE GROUNDS, FOR ANY PUNITIVE, CONSEQUENTIAL, INDIRECT, EXEMPLARY, SPECIAL OR INCIDENTAL LOSS OR DAMAGE SUFFERED BY THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OTHER ARISING FROM OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL RELATED TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION PERFORMANCE OR NONPERFORMANCE OF THIS AGREEMENT AGREEMENT, INCLUDING LOSS OF DATA, PROFITS, INTEREST OR REVENUE OR INTERRUPTION OF BUSINESS, EVEN IF SUCH PARTY HAS BEEN INFORMED OF OR MIGHT OTHERWISE HAVE ANTICIPATED OR FORESEEN THE POSSIBILITY OF SUCH LOSSES OR DAMAGES. NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY, IN NO EVENT SHALL EITHER PARTY OR ANY THE LIMITATIONS OF ITS GROUP MEMBERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION LIABILITY SET FORTH IN THIS SECTION 6.4(b)4.6 SHALL NOT APPLY TO: PERSONAL INJURY, INCLUDING DEATH, AND DAMAGES TO TANGIBLE PROPERTY CAUSED BY THE WILLFUL OR INTENTIONAL ACTS OF A PARTY OR ITS EMPLOYEES, AGENTS OR SUBCONTRACTORS. SHARER HEREBY EXPRESSLY DISCLAIMS ANY AND ALL SUCH LIABILITY WITH RESPECT TO SHAREE'S STATION, AND XXXXXX HEREBY EXPRESSLY DISCLAIMS ANY AND ALL SUCH LIABILITY WITH RESPECT TO SHARER'S STATION. THIS SECTION 4.6 SHALL SURVIVE ANY TERMINATION OR EXPIRATION OF THIS AGREEMENT. (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARY, IN NO EVENT SHALL WILL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE TO THE OTHER PARTY FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERALSPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAG ES, REGARDLESS OF THE NATURE OF THE CLAIM, INCLUDING LOST PROFITS, COSTS OF DELAY, ANY FAILURE OF DELIVERY, BUSINESS INTERRUPTION, COSTS OF LOST OR DAMAGED DATA OR DOCUMENTATION OR LIABILITIES TO THIRD PARTIES ARISING FROM ANY SOURCE, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS LIMITATION UPON DAMAGES AND CLAIMS IS INTENDED TO APPLY WITHOUT REGARD TO WHETHER OTHER PROVISIONS OF THIS AGREEMENT HAVE BEEN BREACHED OR LOST PROFITS SUFFERED HAVE PROVEN INEFFECTIVE. TO THE MAXIMUM EXTENT PERMITTED BY AN INDEMNIFIED PARTYLAW AND EXCEPT FOR PARCHMENT'S INDEMNIFICATION OBLIGATIONS, HOWEVER CAUSED AND ON THE CUMULATIVE LIABILITY OF PARCHMENT TO MEMBER FOR ALL CLAIMS ARISING FROM OR RELATING TO THIS AGREEMENT, INCLUDING ANY THEORY CAUSE OF ACTION SOUNDING IN CONTRACT, TORT, OR STRICT LIABILITY, WILL NOT EXCEED THE TOTAL AMOUNT OF ALL FEES PAID TO PARCHMENT BY MEMBER IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER THE TWELVE (12) MONTHS PRECEDING THE DATE ON WHICH THE APPLICABLE CLAIM AROSE. THIS LIMITATION OF LIABILITY IS INTENDED TO APPLY WITHOUT REGARD TO WHETHER OTHER PROVISIONS OF THIS AGREEMENT HAVE BEEN BREACHED OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b)HAVE PROVEN INEFFECTIVE. (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) EXCEPT IN THE CASE OF FRAUD OR WILLFUL MISCONDUCT, SELLER’S TOTAL LIABILITY FOR BREACH OF ANY OF THE IKARIA GROUP MEMBERS PROVISIONS OF THIS AGREEMENT, INCLUDING ANY REPRESENTATIONS OR WARRANTIES HEREIN, SHALL NOT EXCEED TWENTY PERCENT (20%) OF THE PURCHASE PRICE. EXCEPT IN CONNECTION WITH THE PERFORMANCECASE OF FRAUD OR WILLFUL MISCONDUCT OR A BREACH OF THE CONFIDENTIALITY OBLIGATIONS SET FORTH IN Section 5.3, DELIVERY NEITHER PARTY WILL HAVE ANY OBLIGATION OR PROVISION LIABILITY (WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, AND NOTWITHSTANDING ANY FAULT, NEGLIGENCE (WHETHER ACTIVE, PASSIVE OR IMPUTED), REPRESENTATION, STRICT LIABILITY OR PRODUCT LIABILITY), FOR ANY INCIDENTAL, INDIRECT OR CONSEQUENTIAL, MULTIPLIED, PUNITIVE, SPECIAL, OR EXEMPLARY DAMAGES OR LOSS OF ANY SERVICE REVENUE, PROFIT, SAVINGS OR BUSINESS ARISING FROM OR OTHERWISE RELATED TO THIS AGREEMENT, EVEN IF A PARTY OR ITS REPRESENTATIVES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE PARTIES ACKNOWLEDGE THAT THE LIMITATIONS OF POTENTIAL DAMAGES AND LIABILITIES SET FORTH IN THIS Section 7.2 WERE AN ESSENTIAL ELEMENT IN SETTING CONSIDERATION UNDER THIS AGREEMENT AND THE RIGHT OF THE PARTIES WITH RESPECT TO CLAIMS RESULTING FROM ANY BREACH OF REPRESENTATION OR WARRANTY OR FAILURE TO PERFORM ANY COVENANT OR OBLIGATION CONTAINED IN THIS AGREEMENT OR OTHERWISE RELATING TO THE TRANSACTIONS UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF SOLE AND EXCLUSIVE REMEDY UNDER THIS AGREEMENT TO THE CONTRARY, IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN LIMITATIONS OF THIS SECTION 6.4(b)Section 7.2. (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) THE JUNIPER’S CUMULATIVE AND AGGREGATE LIABILITY ARISING OUT OF THIS AGREEMENT AND/OR SALE OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY PRODUCTS OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SERVICES SHALL BE LIMITED TO THE GREATER OF U.S. $100,000 OR THE AMOUNT PAID BY RESELLER FOR JUNIPER PRODUCTS (AS SUCH TERM IS DEFINED IN THIS AGREEMENT), UP TO A SUM EQUAL MAXIMUM OF U.S. $2,000,000. TO THE TOTAL SERVICE COST PAID HEREUNDER MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AND NOTWITHSTANDING ANYTHING TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF CONTRARY CONTAINED IN THIS AGREEMENT TO THE CONTRARYAGREEMENT, IN NO EVENT SHALL EITHER PARTY JUNIPER HAVE ANY LIABILITY OR OBLIGATION WHATSOEVER FOR ANY LOST PROFITS, LOSS OF ITS GROUP MEMBERS BE LIABLE DATA OR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERALEXEMPLARY, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR PUNITIVE DAMAGES UNDER THIS AGREEMENT OR LOST PROFITS SUFFERED ANY TRANSACTION CONTEMPLATED HEREUNDER, WHETHER ARISING BY AN INDEMNIFIED PARTYCONTRACT, HOWEVER CAUSED AND ON TORT, OR UNDER ANY OTHER THEORY OF LIABILITY, INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM THE USE OF PRODUCT PURCHASED HEREUNDER, OR THE FAILURE OF PRODUCTS OR SERVICES TO PERFORM, OR FOR ANY OTHER REASON, EVEN IF JUNIPER IS INFORMED IN CONNECTION WITH ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES OCCURRING. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING THE FAILURE OF THE ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. THIS SECTION WILL NOT EXCLUDE ANY LIABILITY FOR DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDEDTHAT CANNOT BE EXCLUDED BY APPLICABLE LAW, HOWEVER, PROVIDED THAT TO THE MAXIMUM EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY PERMITTED BY APPLICABLE LAW ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT WILL BE SUBJECT TO THE LIMITATION TOTAL AGGREGATE LIABILITY LIMIT SET FORTH IN THIS SECTION 6.4(b). ABOVE. RESELLER ACKNOWLEDGES AND AGREES THAT JUNIPER HAS ESTABLISHED ITS PRICES AND ENTERED INTO THIS AGREEMENT IN RELIANCE UPON THE WARRANTY DISCLAIMERS AND THE LIABILITY LIMITATIONS SET FORTH HEREIN, THAT THESE DISCLAIMERS AND LIMITATIONS REFLECT AN ALLOCATION OF RISK BETWEEN THE PARTIES (c) INCLUDING THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT RISK OF FAILURE OF THE LAWESSENTIAL PURPOSE OF ANY CONTRACT REMEDY AND RISK OF CONSEQUENTIAL LOSS), PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES AND THAT THESE DISCLAIMERS AND LIMITATIONS FORM AN ESSENTIAL BASIS OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGETHE BARGAIN BETWEEN THE PARTIES. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARYFULLEST EXTENT ALLOWED BY LAW, IN NO EVENT INTUIT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS NOT BE LIABLE UNDER ANY CIRCUMSTANCE FOR ANY SPECIAL, INCIDENTALCONSEQUENTIAL, INDIRECT, COLLATERAL, CONSEQUENTIAL INCIDENTAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY EXEMPLARY DAMAGES ARISING HEREUNDER OUT OF OR THEREUNDER; PROVIDEDIN ANY WAY CONNECTED WITH THIS AGREEMENT, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL PROGRAM OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b). (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORYPRODUCTS, INCLUDING, BUT NOT LIMITED TO, WARRANTIES DAMAGES FOR LOST PROFITS, LOSS OF QUALITYUSE, PERFORMANCELOST DATA OR ANY DAMAGES OR SUMS PAID BY AUTHORIZED RESELLER TO THIRD PARTIES, NON-INFRINGEMENTEVEN IF INTUIT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY WHETHER SUCH CLAIM IS BASED UPON BREACH OF CONTRACT, MERCHANTABILITYWARRANTY OR ANY STATUTORY DUTY, NEGLIGENCE OR OTHER TORT, PRINCIPLES OF INDEMNITY OR CONTRIBUTION, THE FAILURE OF ANY LIMITED OR EXCLUSIVE REMEDY TO ACHIEVE ITS ESSENTIAL PURPOSE, OR FITNESS OTHERWISE. SINCE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CONSEQUENTIAL DAMAGES, THIS LIMITATION MAY NOT APPLY TO AUTHORIZED RESELLER. INTUIT’S TOTAL LIABILITY FOR A PARTICULAR PURPOSEALL DAMAGES, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALINGALLEGED DAMAGES, COURSE OF PERFORMANCEAND LOSSES HEREUNDER, (WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR TRADE USAGEOTHERWISE) SHALL NOT EXCEED THE LESSER OF AMOUNTS RECEIVED BY INTUIT UNDER THIS AGREEMENT OR FIVE THOUSAND ($5,000) DOLLARS. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARYMAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS ACT BE LIABLE FOR LOSS OF, OR DAMAGE TO THE CORD BLOOD OR CORD TISSUE OR STEM CELLS (EXCEPT TO THE LIMITED EXTENT DIRECTLY DUE TO ACT’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT) OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, INDIRECTOR CONSEQUENTIAL DAMAGES OF ANY KIND ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE SERVICES PROVIDED HEREUNDER, COLLATERALREGARDLESS OF THE FORM OF ACTION, CONSEQUENTIAL WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT PRODUCTS LIABILITY, OR PUNITIVE DAMAGES OTHERWISE, EVEN IF ACT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL ACT’S AGGREGATE LIABILITY FOR ANY AND ALL CLAIMS ARISING OUT OF OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTYRELATED TO THIS AGREEMENT OR THE SERVICES PROVIDED HEREUNDER, HOWEVER CAUSED AND ON WHETHER IN CONTRACT, TORT OR ANY OTHER THEORY OF LIABILITY, IN CONNECTION WITH EXCEED THE AMOUNTS PAID OR PAYABLE BY CLIENTS TO ACT HEREUNDER DURING THE TWELVE (12) MONTHS PRIOR TO THE DATE OF THE EVENT GIVING RISE TO SUCH LIABILITY. THIS LIMITATION SHALL APPLY NOTWITHSTANDING ANY DAMAGES ARISING HEREUNDER FAILURE OF PURPOSE OF ANY LIMITED REMEDY PROVIDED HEREIN. BECAUSE SOME JURISDICTIONS LIMIT OR THEREUNDER; PROVIDEDDO NOT ALLOW CERTAIN EXCLUSIONS OR LIMITATIONS OF WARRANTIES OR LIABILITY, HOWEVER, THAT SECTIONS 20 AND 21 MAY NOT PARTIALLY OR ENTIRELY APPLY TO CLIENT. TO THE EXTENT AN INDEMNIFIED PARTY THAT ANY SUCH LIMITATION OR EXCLUSION OF LIABILITY OR WARRANTY IS REQUIRED TO PAY ANY SPECIALCIRCUMSCRIBED, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES IT SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT BE LIMITED TO THE LIMITATION LEAST EXTENT POSSIBLE UNDER APPLICABLE LAW. THE CLIENT ACKNOWLEDGES THAT ACT’S WILLINGNESS TO PROVIDE THE SERVICES AT THE PRICES SET FORTH HEREIN ARE BASED IN SIGNIFICANT PART UPON THE EXCLUSIONS OF WARRANTIES AND THE LIMITATIONS AND EXCLUSIONS OF LIABILITY SET FORTH IN THIS SECTION 6.4(b). (c) AGREEMENT. FURTHER, CLIENTS ACKNOWLEDGE THAT NO LIABILITY SHALL BE INCURRED BY ACT IN THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT EVENT THAT PERFORMANCE OF THE PROMISES UNDER THIS AGREEMENT IS PROHIBITED BY LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIEDREGULATION, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGECOURT ORDER. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) THE LIABILITY 9.1 EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT, NEITHER PARTY MAKES ANY REPRESENTATIONS OR WARRANTIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED, ARISING FROM COURSE OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE DEALING, COUSE OF PERFORMANCE, DELIVERY USAGE OF TRADE, OR PROVISION OTHERWISE, INCLUDING IMPLIED WARRANTIES OF ANY SERVICE MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR OTHERWISE TITLE. 9.2 EACH PARTY’S TOTAL AGGREGATE LIABILITY FOR DAMAGES UNDER THIS AGREEMENT SHALL UNDER NO CIRCUMSTANCES EXCEED $ 5 MILLION, EXCEPT AS PROVIDED BELOW (PROVIDED THAT DEBIOTECH’S LIABILITY FOR DAMAGES SHALL BE LIMITED REDUCED TO A SUM EQUAL $ 1.5 MILLION IF ANIMAS RECOVERS THE TERMINATION PAYMENT PURSUANT TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (bSECTION 15.1(C) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARY, IN AGREEMENT). UNDER NO EVENT CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE TO THE OTHER OR ANY OTHER PERSON FOR LOST REVENUES, LOST PROFITS, LOSS OF ITS GROUP MEMBERS BE LIABLE FOR BUSINESS, OR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERALEXEMPLARY, CONSEQUENTIAL CONSEQUENTIAL, SPECIAL, OR PUNITIVE DAMAGES OF ANY KIND, WHETHER OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTYNOT FORESEEABLE, HOWEVER CAUSED AND ON ANY THEORY EVEN IF ONE PARTY HAS BEEN ADVISED OR WAS AWARE OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER THE POSSIBILITY OF SUCH LOSS OR THEREUNDER; PROVIDED, HOWEVER, THAT TO DAMAGE. THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION FOREGOING LIMITATIONS SET FORTH IN THIS SECTION 6.4(b). (c) THE SERVICES ARE PROVIDED “AS IS” AND, TWO PREVIOUS SENTENCES SHALL NOT APPLY WITH RESPECT TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) EITHER PARTY’S INDEMNIFICATION OBLIGATIONS UNDER THIS AGREEMENT, (ii) BREACHES BY EITHER PARTY OF THE OTHER PARTY’S INTELLECTUAL PROPERTY RIGHTS, (iii) BREACHES BY DEBIOTECH OF THE LICENSE GRANTED ANIMAS IN THIS AGREEMENT, (iv) BREACHES BY ANIMAS OF SECTION 2.4 OF THIS AGREEMENT, OR (v) FRAUDULENT MISREPRESENTATIONS. 9.3 The representations made by each Party under this Agreement and the obligation obligations of either each Party under this Agreement, run only to indemnify the other Party pursuant Party, and not to the Separation Agreement any Affiliate, sublicensee, customer or any other Ancillary Document or (ii) Person. Under no circumstances shall any Affiliate of the right of either Party to make a claim pursuant to the Separation Agreement other Party, its customers, or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveriesPerson be considered a third party beneficiary of this Agreement or otherwise entitled to any rights or remedies under this Agreement.

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARYEXTENT NOT PROHIBITED BY LAW, YOU AGREE THAT IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS WILL THE CREATOR ENTITIES BE LIABLE (A) FOR ANY SPECIALINDIRECT, SPE- CIAL, EXEMPLARY, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b). (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDINGIN- CLUDING, BUT NOT LIMITED TO, WARRANTIES PROCUREMENT OF QUALITYSUBSTITUTE GOODS OR SER- VICES, PERFORMANCELOSS OF USE, NON-INFRINGEMENTDATA OR PROFITS, MERCHANTABILITYBUSINESS INTERRUPTION OR ANY OTHER DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE THE PROJECT NFT OR THE NFT MEDIA), HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, WHETHER UNDER THESE TERMS OR OTHERWISE ARIS- ING IN ANY WAY IN CONNECTION WITH THE PROJECT NFTS AND NFT MEDIA OR THESE TERMS AND WHETHER IN CONTRACT, PRODUCT LIABILITY OR TORT (IN- CLUDING STRICT LIABILITY OR NEGLIGENCE) OR OTHERWISE, EVEN IF THE CRE- ATOR ENTITIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE, OR FITNESS (B) FOR A PARTICULAR PURPOSEANY OTHER CLAIM, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE DEMAND OR DAMAGES WHATSOEVER RESULTING FROM OR ARISING OUT OF DEALINGOR IN CONNECTION WITH THESE TERMS OR THE DELIVERY, COURSE USE OR PERFORMANCE OF PERFORMANCETHE PROJECT NFTS AND NFT MEDIA. THE MAXIMUM AGGREGATE LIABILITY OF THE CREATOR ENTITIES FOR ALL DAMAGES AND CAUS- ES OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING STRICT LIABILITY OR TRADE USAGENEGLIGENCE) OR OTHERWISE, SHALL BE THE GREATER OF (I) $100 OR (II) THE AMOUNT YOU PAID TO THE CREATORS FOR YOUR PROJECT NFT. SOME JURISDICTIONS) DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCI- DENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE EXCLUSION OR LIMITA- TION MAY NOT APPLY TO YOU. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, (a) IN PARTICULAR, THE CONTROL OF EXEMPTION CLAUSES ORDINANCE (CAP 71, LAWS OF HONG KONG)), THE TOTAL LIABILITY OF HID AND ITS SUPPLIERS FOR ALL DIRECT DAMAGES RELATING TO OR ARISING FROM THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, CONTRACT DAMAGES AND DAMAGES FOR INJURIES TO PERSONS OR PROPERTY, WHETHER ARISING FROM HID’S BREACH OF THIS AGREEMENT, BREACH OF WARRANTY, NEGLIGENCE, STRICT LIABILITY, OR OTHER TORT WITH RESPECT TO THE IKARIA GROUP MEMBERS PRODUCTS, OR ANY SERVICE PROVIDED IN CONNECTION WITH THE PERFORMANCEPRODUCTS OR OTHERWISE, DELIVERY SHALL IN NO EVENT EXCEED THE AMOUNT HID RECEIVED FROM CUSTOMER FOR THE PARTICULAR PRODUCT OR PROVISION SERVICE GIVING RISE TO THE LIABILITY. HID WILL NOT BE RESPONSIBLE OR LIABLE FOR ANY DAMAGE OR LOSS RESULTING FROM THE OPERATION OR PERFORMANCE OF ANY SERVICE THIRD PARTY PRODUCT OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL ANY SYSTEMS IN WHICH AN HID PRODUCT IS INCORPORATED. TO THE TOTAL SERVICE COST PAID HEREUNDER TO EXTENT PERMITTED BY APPLICABLE LAW, (IN PARTICULAR, THE IKARIA GROUP MEMBERS. CONTROL OF EXEMPTION CLAUSES ORDINANCE (b) NOTWITHSTANDING ANY OTHER PROVISION CAP 71, LAWS OF THIS AGREEMENT TO THE CONTRARYHONG KONG)), IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS HID BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, INDIRECT OR CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OUT OF OR THEREUNDER; PROVIDEDRELATING TO THIS AGREEMENT, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b). (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, INCLUDING BUT NOT LIMITED TOTO LOSS OF BUSINESS, WARRANTIES REVENUE, PROFITS, GOODWILL, USE, DATA OR OTHER ECONOMIC ADVANTAGE AND ANY NON- ECONOMIC LOSSES, REGARDLESS OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, THE LEGAL THEORY ON WHICH ANY SUCH DAMAGES MAY BE BASED AND EVEN IF A PARTY HAS BEEN ADVISED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES. These limitations shall apply notwithstanding the failure of the essential purpose of any limited remedy specified herein. NOTHING IN THIS AGREEMENT EXCLUDES OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE LIMITS THE LIABILITY OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.EITHER PARTY:

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) MAXIMUM EXTENT PERMITTED BY LAW, AND NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARYAGREEMENT, IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS LAUDER MANAGEMENT WILL NOT BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTALEXEMPLARY, INDIRECTOR CONSEQUENTIAL DAMAGES, COLLATERALWHETHER IN CONTRACT, CONSEQUENTIAL IN TORT (INCLUDING NEGLIGENCE), OR PUNITIVE DAMAGES OTHERWISE, INCLUDING FOR LOSS, CORRUPTION, OR INACCURACY OF DATA, LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTYPROFITS, HOWEVER CAUSED LOST BUSINESS, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR LIABILITY OR INJURY TO THIRD PERSONS, WHETHER FORESEEABLE OR NOT AND ON REGARDLESS WHETHER LAUDER MANAGEMENT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THESE TERMS, LAUDER MANAGEMENT’S (INCLUDING ANY THEORY OF ITS AFFILIATES) AGGREGATE LIABILITY, IN CONNECTION WITH FOR DAMAGES (MONETARY OR OTHERWISE) UNDER THESE TERMS CLAIMED BY YOU OR ANY DAMAGES THIRD PARTY ARISING HEREUNDER FROM THE SITE OR THEREUNDER; PROVIDEDOUR GOODS OR SERVICES, HOWEVER, THAT SHALL BE LIMITED TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIALLESSER OF (I) ACTUAL DAMAGES INCURRED, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b). (cII) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS PAYMENTS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, YOU FOR THE GOODS OR STATUTORY, INCLUDING, BUT SERVICES DURING THE SIX (6) MONTHS PRECEDING THE CLAIM. THE EXISTENCE OF MULTIPLE CLAIMS WILL NOT ENLARGE THIS LIMIT. THIS LIMITATION WILL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGEREMEDY. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) TO THE LIABILITY MAXIMUM EXTENT PERMITTED BY LAW, THE COMPANY SHALL NOT BE LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, LOST PROFITS OR REVENUES OR DIMINUTION IN VALUE, ARISING OUT OF OR RELATING TO ANY BREACH OF THESE TERMS, WHETHER OR NOT THE POSSIBILITY OF SUCH DAMAGES HAS BEEN DISCLOSED IN ADVANCE BY CLIENT OR COULD HAVE BEEN REASONABLY FORESEEN, REGARDLESS OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE PERFORMANCECLAIM IS BASED, DELIVERY OR PROVISION AND NOTWITHSTANDING THE FAILURE OF ANY SERVICE AGREED OR OTHERWISE OTHER REMEDY OF ITS ESSENTIAL PURPOSE. EXCEPT FOR YOUR LIABILITY FOR PAYMENT OF FEES, YOUR LIABILITY ARISING FROM YOUR OBLIGATIONS UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION INDEMNIFICATION SECTION AND YOUR LIABILITY FOR VIOLATION OF THIS AGREEMENT TO THE CONTRARYOUR INTELLECTUAL PROPERTY RIGHTS, IN NO EVENT SHALL EITHER PARTY AGGREGATE LIABILITY ARISING OUT OF OR ANY RELATED TO THIS AGREEMENT, WHETHER ARISING OUT OF ITS GROUP MEMBERS BE LIABLE OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EXCEED THE TOTAL OF THE AMOUNTS YOU PAID TO THE COMPANY FOR THE SERVICES SOLD HEREUNDER. WITHOUT LIMITING THE FOREGOING, THE COMPANY IS NOT RESPONSIBLE FOR ANY SPECIALDAMAGES DUE TO OMISSIONS OR OTHER ERRONEOUS DATA APPEARING IN CLIENT’S WEBSITE, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL BLOGS OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION SOCIAL MEDIA.WE FURTHER DISCLAIM ALL LIABILITY WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT RESPECT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b)PRODUCTS THAT YOU USE. (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT ANYTHING HEREIN TO THE CONTRARY, TO THE EXTENT PERMITTED BY LAW, FOR ANY CAUSE RELATED TO OR ARISING OUT OF THIS AGREEMENT, WHETHER IN AN ACTION BASED ON A CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY) OR ANY OTHER LEGAL OR EQUITABLE THEORY, HOWEVER ARISING, IN NO EVENT SHALL WILL EITHER PARTY OR ITS AFFILIATES HAVE ANY LIABILITY ARISING OUT OF ITS GROUP MEMBERS BE LIABLE OR RELATED TO THIS AGREEMENT FOR (A) ANY LOST PROFITS, REVENUES, GOODWILL, OR INDIRECT, SPECIAL, INCIDENTAL, INDIRECTCONSEQUENTIAL, COLLATERALCOVER, CONSEQUENTIAL BUSINESS INTERRUPTION OR PUNITIVE DAMAGES;; OR (B) DAMAGES IN AN AMOUNT THAT EXCEEDS THE AMOUNTS PAID OR PAYABLE TO RISKIQ BY THE CUSTOMER (OR, IF APPLICABLE, THE CHANNEL PARTNER) UNDER THIS AGREEMENT FOR THE SERVICE THAT IS THE SUBJECT OF THE CLAIM DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRIOR TO THE FIRST EVENT WHICH GIVES RISE TO SUCH DAMAGES. THESE LIMITATIONS SHALL APPLY WHETHER OR NOT A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, IF SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES WERE FORESEEABLE AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b)NOTHWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) CLIENT AGREES THAT GIA AND ITS EMPLOYEES AND AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, EXEMPLARY, PUNITIVE, STATUTORY, OR SPECIAL DAMAGES, INCLUDING WITHOUT LIMITATION LOST PROFITS, WITH RESPECT TO OR ARISING UNDER OR RELATED TO THIS AGREEMENT, THE LIABILITY SERVICES OR A REPORT, EVEN IF ADVISED OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH POSSIBILITY OF SUCH DAMAGES. EXCEPT FOR GIA’S OBLIGATION TO PAY CLIENT THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARYINSURANCE PROCEEDS REFERENCED ABOVE, IN NO EVENT SHALL EITHER PARTY OR THE TOTAL, CUMULATIVE LIABILITY OF GIA EXCEED THE PRICE OF THE SERVICES PROVIDED BY GIA UNDER THIS AGREEMENT TO CLIENT FOR WHICH LIABILITY ARISES. THE LIMITATIONS ON LIABILITY IN THIS AGREEMENT (i) SHALL APPLY TO ANY CLAIMS AND CAUSES OF ITS GROUP MEMBERS BE LIABLE FOR ANY SPECIALACTION, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON UNDER ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, TORT (INCLUDING WITHOUT LIMITATION NEGLIGENCE), INDEMNITY, OR OTHERWISE; AND (ii) SHALL BE DEEMED TO APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW AND NOTWITHSTANDING THE FAILURE OF THE ESSENTIAL PURPOSE OF ANY LIMITED REMEDY SET FORTH IN THIS AGREEMENT. CLIENT AGREES THAT XXX IS NOT OBLIGATED TO DEFEND, INDEMNIFY, OR HOLD CLIENT HARMLESS IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER THIRD PARTY CLAIMS, SUITS, OR THEREUNDER; PROVIDEDACTIONS BROUGHT AGAINST CLIENT, HOWEVERINCLUDING WITHOUT LIMITATION CLAIMS BROUGHT BY ANY ARTICLE OWNER, THAT TO PURCHASER, OR DOWNSTREAM PURCHASER. THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER PARTIES HAVE FULLY CONSIDERED THE FOREGOING ALLOCATION OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES RISK AND NOT SUBJECT TO THE LIMITATION REMEDIES SET FORTH IN THIS SECTION 6.4(b). (c) AGREEMENT AND FIND SUCH ALLOCATION AND REMEDIES TO BE REASONABLE, AND AGREE THAT THE SERVICES FOREGOING LIMITATION AND THE OTHER LIMITATIONS IN THIS AGREEMENT ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE PARTIES. THIS SECTION SHALL NOT OPERATE IN SUCH A WAY AS TO LIMIT GIA’S LIABILITY FOR GIA’S ACTS OR OMISSIONS FOR WHICH LIABILITY MAY NOT BE LIMITED UNDER APPLICABLE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARYEXTENT NOT PROHIBITED BY LAW, YOU AGREE THAT IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS WILL THE GENIES ENTITIES BE LIABLE (A) FOR ANY INDIRECT SPECIAL, EXEMPLARY, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b). (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES PROCUREMENT OF QUALITYSUBSTITUTE GOODS OR SERVICES, PERFORMANCELOSS OF USE, NON-INFRINGEMENTDATA OR PROFITS, MERCHANTABILITYBUSINESS INTERRUPTION OR ANY OTHER DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE THE SERVICES), HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, WHETHER UNDER THESE TERMS OR OTHERWISE ARISING IN ANY WAY IN CONNECTION WITH THE SERVICES OR THESE TERMS AND WHETHER IN CONTRACT, STRICT LIABILITY OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE) EVEN IF THE GENIES ENTITIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE, OR FITNESS (B) FOR A PARTICULAR PURPOSEANY OTHER CLAIM, NOR ARE THERE DEMAND OR DAMAGES WHATSOEVER RESULTING FROM OR ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE DELIVERY, USE OR PERFORMANCE OF THE SERVICES. SOME JURISDICTIONS (SUCH AS THE STATE OF NEW JERSEY) DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE EXCLUSION OR LIMITATION MAY NOT APPLY TO YOU. THE GENIES ENTITIES’ TOTAL LIABILITY TO YOU FOR ANY WARRANTIES CREATED BY COURSE DAMAGES FINALLY AWARDED SHALL NOT EXCEED THE LESSER OF DEALING, COURSE OF PERFORMANCEONE HUNDRED DOLLARS ($100.00), OR TRADE USAGETHE AMOUNT YOU PAID THE GENIES ENTITIES, IF ANY, IN THE PAST SIX (6) MONTHS FOR THE SERVICES (OR GENIES PRODUCT PURCHASED ON THE SERVICES) GIVING RISE TO THE CLAIM. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF THE ABOVE STATED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCEYOU AGREE THAT, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARYMAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE LIABILITY OF ALL INDEMNIFIED PARTIES TO YOU HEREUNDER OR OTHERWISE IN RESPECT OF THE PRODUCTS EXCEED THE AMOUNT YOU HAVE PAID FOR THE PRODUCTS OR SERVICES OR THE RIGHTS TO USE THE SOFTWARE IN THE TWELVE MONTH PERIOD IMMEDIATELY PRECEDING THE TIME THE CAUSE OF ACTION AROSE, SUBJECT TO ANY LESSER LIMITATION OF LIABILITY IN ANY TERMS INCORPORATED HEREIN BY REFERENCE (INCLUDING, WITHOUT LIMITATION, ANY THIRD PARTY TERMS) IF APPLICABLE. NOTWITHSTANDING ANY OTHER PROVISION IN THIS AGREEMENT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERALOR CONSEQUENTIAL LOSSES OR DAMAGES, CONSEQUENTIAL INCLUDING LOSS OF REVENUE OR PUNITIVE DAMAGES PROFITS, LOSS OF DATA, BUSINESS INFORMATION OR LOST LOSS OF USE THEREOF, FAILURE TO REALIZE EXPECTED PROFITS SUFFERED BY AN INDEMNIFIED PARTYOR SAVINGS, HOWEVER CAUSED COST OF CAPITAL, LOSS OF BUSINESS OPPORTUNITIES, LOSS OF GOODWILL OR ANY OTHER NON-DIRECT, PECUNIARY, COMMERCIAL OR ECONOMIC LOSS OR DAMAGE OF ANY KIND WHETHER FORESEEN OR UNFORESEEN ARISING FROM OR INCIDENTAL TO THIS AGREEMENT. FOR GREATER CERTAINTY, THE FOREGOING LIMITATIONS AND ON ANY THEORY EXCLUSIONS OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS LIABILITY SHALL NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b).APPLY TO (cA) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT EITHER PARTY’S INDEMNIFICATION OBLIGATIONS HEREUNDER; OR (B) INFRINGEMENT OR MISAPPROPRIATION OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGEOTHER PARTY’S INTELLECTUAL PROPERTY RIGHTS. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARYFULLEST EXTENT ALLOWED BY LAW, IN NO EVENT INTUIT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS NOT BE LIABLE UNDER ANY CIRCUMSTANCES FOR ANY SPECIAL, INCIDENTALCONSEQUENTIAL, INDIRECT, COLLATERAL, CONSEQUENTIAL INCIDENTAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY EXEMPLARY DAMAGES ARISING HEREUNDER OUT OF OR THEREUNDER; PROVIDEDIN ANY WAY CONNECTED WITH THIS AGREEMENT, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL PROGRAM OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b). (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORYPRODUCTS, INCLUDING, BUT NOT LIMITED TO, WARRANTIES DAMAGES FOR LOST PROFITS, LOSS OF QUALITYUSE, PERFORMANCELOST DATA OR ANY DAMAGES OR SUMS PAID BY Member TO THIRD PARTIES, NON-INFRINGEMENTEVEN IF INTUIT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY WHETHER SUCH CLAIM IS BASED UPON BREACH OF CONTRACT, MERCHANTABILITYWARRANTY OR ANY STATUTORY DUTY, NEGLIGENCE OR OTHER TORT, PRINCIPLES OF INDEMNITY OR CONTRIBUTION, THE FAILURE OF ANY LIMITED OR EXCLUSIVE REMEDY TO ACHIEVE ITS ESSENTIAL PURPOSE, OR FITNESS OTHERWISE. SINCE SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CONSEQUENTIAL DAMAGES, THIS LIMITATION MAY NOT APPLY TO MEMBERS. INTUIT’S TOTAL LIABILITY FOR A PARTICULAR PURPOSEALL DAMAGES, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALINGALLEGED DAMAGES, COURSE OF PERFORMANCEAND LOSSES HEREUNDER, (WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR TRADE USAGEOTHERWISE) SHALL NOT EXCEED THE AMOUNTS RECEIVED BY INTUIT UNDER THIS AGREEMENT OR FIVE HUNDRED ($500) DOLLARS. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) NEITHER PARTY SHALL IN ANY EVENT HAVE OBLIGATIONS OR LIABILITIES TO THE OTHER PARTY OR ANY OTHER PERSON WHETHER IN CONTRACT, TORT, STRICT LIABILITY OR ANY OTHER LEGAL THEORY FOR LOST PROFITS, INDIRECT, INCIDENTAL, CONSEQUENTIAL LOSS OR DAMAGE, HOWSOEVER ARISING. THIS SHALL INCLUDE WITHOUT LIMITATION, LOSS OF PROFITS, LOSS OF USE, LOSS OF DATA, LOSS OF OPPORTUNITY, OR INCIDENTAL, INDIRECT, OR SPECIAL DAMAGES, EVEN IF A PARTY KNEW, SHOULD HAVE KNOWN OR HAS BEEN ADVISED OF THE IKARIA GROUP MEMBERS POSSIBILITY THEREOF. THIS EXCLUSION OF LIABILITY SHALL APPLY TO ANY LOSS OR DAMAGE ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, ANY OBLIGATION HEREUNDER, OR THE PERFORMANCESALE, DELIVERY DELIVERY, USE, REPAIR OR PROVISION PERFORMANCE OF THE SOFTWARE PRODUCTS OR ANY SERVICE FAILURE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED DELAY IN CONNECTION WITH ANY OF THE FOREGOING. LICENSOR’S LIABILITY WITH RESPECT TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING SOFTWARE PRODUCTS, SERVICES OR ANY OTHER PROVISION SUBJECT MATTER OF THIS AGREEMENT TO WHETHER ARISING UNDER CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE SHALL IN NO EVENT EXCEED THE CONTRARY, FEES FOR THE SOFTWARE PRODUCTS LICENSED HEREUNDER RECEIVED BY LICENSOR IN THE TWELVE MONTH PERIOD IMMEDIATELY PRECEDING ANY CLAIM. IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS LICENSOR BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH SERVICES. NOTHING IN THIS SECTION 6.4(b). (c) AGREEMENT SHALL LIMIT LICENSOR’S LIABILITY FOR DEATH OR PERSONAL INJURY RESULTING FROM LICENSOR’S NEGLIGENCE. NOTWITHSTANDING THE SERVICES ARE PROVIDED “AS IS” ANDFOREGOING, THE ABOVE LIMITATIONS SHALL NOT APPLY TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.PARTY’S INDEMNITY OBLIGATIONS

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARYEXTENT PERMITTED BY LAW, IN NO EVENT SHALL EITHER NEITHER PARTY OR ANY OF ITS GROUP MEMBERS WILL BE LIABLE FOR ANY LOST PROFITS, GOODWILL, OR REVENUES OR FOR ANY INCIDENTAL, CONSEQUENTIAL, SPECIAL, INCIDENTAL, INDIRECT, COLLATERALCOVER, CONSEQUENTIAL BUSINESS INTERRUPTION, OR PUNITIVE DAMAGES IN CONNECTION WITH ANY CLAIM OF ANY NATURE, WHETHER IN CONTRACT, TORT, OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON UNDER ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY ARISING UNDER THIS AGREEMENT, EVEN IF A PARTY HAS BEEN GIVEN ADVANCE NOTICE OF SUCH POSSIBLE DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT IF A PARTY’S REMEDY OTHERWISE FAILS OF ITS ESSENTIAL PURPOSE. TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED PERMITTED BY LAW, EACH PARTY’S ENTIRE LIABILITY UNDER THIS AGREEMENT WILL NOT EXCEED THE FEES PAID BY CUSTOMER TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT DISPATCH UNDER THIS AGREEMENT FOR THE SERVICES GIVING RISE TO THE LIMITATION SET FORTH LIABILITY DURING THE TWELVE (12) MONTHS PRIOR TO THE DATE ON WHICH THE LIABILITY AROSE. THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT. THE FOREGOING EXCLUSIONS AND LIABILITY LIMITS IN THIS SECTION 6.4(b11 SHALL NOT APPLY TO DAMAGES OR LIABILITY RESULTING FROM CLAIMS OR OBLIGATIONS ARISING UNDER SECTIONS 2.2 (RESTRICTIONS) OR 10 (INDEMNIFICATION). (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT INFRINGEMENT OR MISAPPROPRIATION BY A PARTY OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIEDOTHER PARTY’S INTELLECTUAL PROPERTY RIGHTS, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, CUSTOMER’S OBLIGATION TO PAY FOR SERVICES OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGETAXES UNDER THIS AGREEMENT. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF FULLEST EXTENT PERMITTED BY APPLICABLE LAW, EXCEPT AS OTHERWISE PROVIDED IN THIS AGREEMENT TO THE CONTRARYSECTION 15, IN NO EVENT SHALL EITHER PARTY DATADOG, ITS AFFILIATES OR THEIR EMPLOYEES, AGENTS, CONTRACTORS, OFFICERS OR DIRECTORS: (a) HAVE ANY LIABILITY TO RESELLER FOR ANY LOSSES ARISING OUT OF OR RELATING TO DISTRIBUTOR, ANY OTHER CONTRACT, THE CUSTOMER ORDER, CUSTOMER’S OR ITS GROUP MEMBERS USERS’ ACCESS OR USE OF THE SERVICES, OR RESELLER’S TRANSFER, USE OR PROCESSING OF CUSTOMER INFORMATION OR (b) BE LIABLE FOR ANY SPECIALINDIRECT, PUNITIVE, INCIDENTAL, INDIRECT, COLLATERALSPECIAL, CONSEQUENTIAL OR PUNITIVE EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR BUSINESS INTERRUPTION, LOSS OF PROFITS, GOODWILL, USE, DATA OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OTHER INTANGIBLE LOSSES ARISING OUT OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT RELATING TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL SERVICES OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRDTHESE FLOW-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b). (c) THE SERVICES ARE PROVIDED “AS IS” AND, DOWN TERMS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, EXCEPT AS OTHERWISE PROVIDED IN THIS SECTION 15, IN NO EVENT SHALL DATADOG’S CUMULATIVE AND AGGREGATE LIABILITY EXCEED ONE-HALF THE FEES PAID TO DATADOG BY DISTRIBUTOR UNDER THE RESALE ORDER IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO THE LIABILITY. THE EXCLUSIONS AND LIMITATIONS IN THIS SECTION (COLLECTIVELY, THE “EXCLUSIONS”) APPLY WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR ANY OTHER BASIS, EVEN IF THE NON- BREACHING PARTY HAS BEEN ADVISED OF THE LAWPOSSIBILITY OF SUCH DAMAGE. THE EXCLUSIONS SHALL NOT APPLY TO A PARTY’S INDEMNIFICATION OBLIGATIONS UNDER SECTION 14. THE PROVISIONS OF THIS SECTION 15 ALLOCATE THE RISKS UNDER THESE FLOW-DOWN TERMS BETWEEN THE PARTIES, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NONAND THE PARTIES HAVE RELIED ON THE EXCLUSIONS IN DETERMINING TO ENTER INTO THESE FLOW-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGEDOWN TERMS. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) 14.1 NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT AGREEMENT, THE PARTIES’ MAXIMUM AGGREGATE LIABILITY UNDER ANY LEGAL THEORY (INCLUDING ITS OWN NEGLIGENCE) FOR DAMAGES ARISING DIRECTLY OR INDIRECTLY OUT OF THIS AGREEMENT, THE SERVICES AGREEMENT, AND THE LICENSE, PURCHASE, USE OF AND/OR INABILITY TO USE THE SOFTWARE AND SERVICES WILL NOT IN ANY EVENT EXCEED THE LESSER OF (a) THE ACTUAL DAMAGES SUFFERED BY THE AGGRIEVED PARTY OR (b) AN AMOUNT EQUAL TO THE CONTRARYSOFTWARE LICENSE FEES AND SOFTWARE MAINTENANCE FEES PAID BY KONICA MINOLTA TO VENDOR WITH RESPECT TO THE ANNUAL PERIOD DURING WHICH THE APPLICABLE CLAIM FOR DAMAGES FIRST ACCRUED. 14.2 THE PARTIES ACKNOWLEDGE THAT, EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT OR THE SERVICES AGREEMENT, NEITHER PARTY HAS MADE ANY REPRESENTATION OR WARRANTY TO THE OTHER PARTY REGARDING THE SOFTWARE OR SERVICES. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, EACH PARTY DISCLAIMS ANY IMPLIED WARRANTY, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY WITH RESPECT TO MERCHANTABILITY OF THE SOFTWARE OR SERVICES OR FITNESS OF THE SOFTWARE OR SERVICES FOR A PARTICULAR PURPOSE. 14.3 IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE FOR ANY SPECIALINDIRECT, INCIDENTAL, INDIRECTCONSEQUENTIAL, COLLATERAL, CONSEQUENTIAL SPECIAL OR PUNITIVE LOSSES OR DAMAGES ARISING OUT OF OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER THIS AGREEMENT, THE LICENSE, TRANSFER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b). (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT USE OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS SOFTWARE OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, THE PERFORMANCE OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENTPERFORMANCE OF SERVICES, MERCHANTABILITYEVEN IF KONICA MINOLTA, VENDOR OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE SUCH SUPPLIERS HAVE BEEN ADVISED OF DEALING, COURSE THE POSSIBILITIES OF PERFORMANCE, SUCH LOSSES OR TRADE USAGEDAMAGES. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT CLIENT AGREES THAT GIA AND ITS EMPLOYEES AND AGENTS SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARY, IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS NOT BE LIABLE FOR ANY SPECIALINDIRECT, CONSEQUENTIAL, INCIDENTAL, INDIRECTEXEMPLARY, COLLATERALPUNITIvE, CONSEQUENTIAL STATUTORY, OR PUNITIVE DAMAGES SPECIAL DAMAGES, INCLUDING WITHOUT LIMITATION LOST PROFITS, WITH RESPECT TO OR LOST PROFITS SUFFERED ARISING UNDER OR RELATED TO THIS AGREEMENT, THE SERvICES OR A REPORT, EvEN IF ADvISED OF THE POSSIBILITY OF SUCH DAMAGES. EXCEPT FOR GIA’S OBLIGATION TO PAY CLIENT THE INSURANCE PROCEEDS REFERENCED ABOvE, IN NO EvENT SHALL THE TOTAL, CUMULATIvE LIABILITY OF GIA EXCEED THE PRICE OF THE SERvICES PROvIDED BY AN INDEMNIFIED PARTYGIA UNDER THIS AGREEMENT TO CLIENT FOR WHICH LIABILITY ARISES. THE LIMITATIONS ON LIABILITY IN THIS AGREEMENT (i) SHALL APPLY TO ANY CLAIMS AND CAUSES OF ACTION, HOWEVER CAUSED AND ON UNDER ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, TORT (INCLUDING WITHOUT LIMITATION NEGLIGENCE), INDEMNITY, OR OTHERWISE; AND (ii) SHALL BE DEEMED TO APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW AND NOTWITHSTANDING THE FAILURE OF THE ESSENTIAL PURPOSE OF ANY LIMITED REMEDY SET FORTH IN THIS AGREEMENT. CLIENT AGREES THAT GIX XS NOT OBLIGATED TO DEFEND, INDEMNIFY, OR HOLD CLIENT HARMLESS IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER THIRD PARTY CLAIMS, SUITS, OR THEREUNDER; PROVIDEDACTIONS BROUGHT AGAINST CLIENT, HOWEVERINCLUDING WITHOUT LIMITATION CLAIMS BROUGHT BY ANY ARTICLE OWNER, THAT TO PURCHASER, OR DOWNSTREAM PURCHASER. THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER PARTIES HAvE FULLY CONSIDERED THE FOREGOING ALLOCATION OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES RISK AND NOT SUBJECT TO THE LIMITATION REMEDIES SET FORTH IN THIS SECTION 6.4(b). (c) AGREEMENT AND FIND SUCH ALLOCATION AND REMEDIES TO BE REASONABLE, AND AGREE THAT THE SERVICES FOREGOING LIMITATION AND THE OTHER LIMITATIONS IN THIS AGREEMENT ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE PARTIES. THIS SECTION SHALL NOT OPERATE IN SUCH A WAY AS TO LIMIT GIA’S LIABILITY FOR GIA’S ACTS OR OMISSIONS FOR WHICH LIABILITY MAY NOT BE LIMITED UNDER APPLICABLE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) IF ANY PARTY IS HELD OR FOUND TO BE LIABLE TO ANY OTHER PARTY FOR ANY MATTER RELATING TO OR ARISING FROM ANY BREACH OF THIS LICENSE AGREEMENT, WHETHER BASED ON AN ACTION OR CLAIM IN CONTRACT, NEGLIGENCE, TORT OR OTHERWISE, THE LIABILITY AMOUNT RECOVERABLE FROM THE BREACHING PARTY WILL NOT EXCEED $200,000 FOR EACH INCIDENT OR SERIES OF RELATED INCIDENTS GIVING RISE TO SUCH LIABILITY, PROVIDED THAT THIS SECTION 16.4(a) SHALL NOT APPLY TO ANY CLAIM FOR PAYMENT OF ROYALTIES UNDER SECTION 8 OR ANY CLAIM ARISING FROM A BREACH OF A REPRESENTATION OR WARRANTY BY CL, XXXXX, OR LINK RELATING TO CL’S TITLE TO, OR ABILITY TO LICENSE TO FRANKLINCOVEY, THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERSLICENSED MATERIALS. (b) NOTWITHSTANDING IF ANY OF CL, XXXXX OR LINK IS HELD OR FOUND TO BE LIABLE TO ANY OTHER PROVISION PARTY FOR ANY MATTER RELATING TO OR ARISING FROM ANY BREACH OF A REPRESENTATION OR WARRANTY BY ANY OF CL, XXXXX OR LINK RELATING TO CL’S TITLE TO, OR ABILITY TO LICENSE TO FRANKLINCOVEY, THE LICENSED MATERIALS, THE AMOUNT RECOVERABLE FROM THE BREACHING PARTY WILL NOT EXCEED THE CAP AMOUNT FOR EACH INCIDENT OR SERIES OF RELATED INCIDENTS GIVING RISE TO SUCH LIABILITY. AS USED IN THIS AGREEMENT PARAGRAPH 16.4(b), “THE CAP AMOUNT” SHALL MEAN THE AGGREGATE OF THE AMOUNTS (1) PAID BY THE BUYER TO THE CONTRARYSELLER UNDER SECTION 2.3(a) OF THE PURCHASE AGREEMENT, IN NO EVENT SHALL EITHER PARTY OR ANY (2) THE EARNOUT PAID TO THE SELLER UNDER SECTION 2.8 OF ITS GROUP MEMBERS BE LIABLE FOR ANY SPECIALTHE PURCHASE 15 AGREEMENT, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE AND (3) THE DIRECT COSTS AND DAMAGES OR LOST PROFITS SUFFERED INCURRED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, FRANKLINCOVEY IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER SUCH BREACH OF REPRESENTATION OR THEREUNDER; PROVIDEDWARRANTY BY CL, HOWEVER, THAT XXXXX OR LINK RELATING TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b). (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIEDCL’S TITLE TO, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGEABILITY TO LICENSE THE LICENSED MATERIALS TO XXXXXXXX XXXXX. 17. Term; Termination. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS NOTWITHSTANDING ANYTHING IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARY, IN NO EVENT SHALL EITHER PARTY SELLER OR ANY OF ITS GROUP MEMBERS PARENT COMPANY, AFFILIATES OR SUBSIDIARIES BE LIABLE TO BUYER FOR ANY SPECIALINDIRECT, INCIDENTAL, INDIRECTSPECIAL, COLLATERALPUNITIVE, EXEMPLARY OR CONSEQUENTIAL OR PUNITIVE DAMAGES OR (INCLUDING ANY LOST PROFITS SUFFERED BY OR REVENUE, DOWN TIME, LOSS OF BUSINESS OPPORTUNITY OR THEIR ECONOMIC LOSSES), WHETHER IN AN INDEMNIFIED PARTYACTION IN CONTRACT, HOWEVER CAUSED AND ON ANY THEORY TORT (INCLUDING NEGLIGENCE OR STRICT LIABILITY) OR OTHERWISE, EVEN IF SELLER HAS BEEN SPECIFICALLY ADVISED OF LIABILITYTHE POSSIBILITIES OF SUCH DAMAGES. (b) IN NO EVENT SHALL SELLER'S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, IN CONNECTION WITH ANY DAMAGES WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EXCEED THE TOTAL OF THE AMOUNTS PAID TO SELLER FOR THE GOODS SOLD HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b). (c) NO ACTION, REGARDLESS OF FORM, ARISING OUT OF THE SERVICES ARE PROVIDED “AS IS” AND, TRANSACTIONS UNDER THIS AGREEMENT MAY BE BROUGHT BY BUYER MORE THAN ONE (1) YEAR AFTER THE EVENTS WHICH GAVE RISE TO THE FULLEST EXTENT CAUSE OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGEACTION OCCURRED. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARY, IN NO EVENT SHALL EITHER PARTY OR ANY MORTGAGE MARKET (INCLUDING FOR GREATER CERTAINTY, OUR PARENT AND AFFILIATES), AND THE OFFICERS, DIRECTORS, AGENTS, JOINT VENTURERS, EMPLOYEES, AGENTS, ADVISERS OF ITS GROUP MEMBERS MORTGAGE MARKET, BE LIABLE FOR LOST PROFITS OR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERALOR CONSEQUENTIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS, BREACH OF CONFIDENTIALITY OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY LOSS OF LIABILITY, OPPORTUNITY) ARISING OUT OF OR IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OUR WEBSITE, THE SERVICES, OR THEREUNDER; PROVIDEDTHIS AGREEMENT (HOWEVER ARISING, HOWEVERINCLUDING NEGLIGENCE), THAT UNLESS AND TO THE EXTENT AN INDEMNIFIED PARTY PROHIBITED BY LAW. OUR LIABILITY (INCLUDING FOR GREATER CERTAINTY, THE LIABILITY OF OUR PARENT AND AFFILIATES OF MORTGAGE MARKET), AND ANY OFFICERS, DIRECTORS, AGENTS, JOINT VENTURERS, EMPLOYEES, TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT LIMITED TO THE LIMITATION SET FORTH LESSER OF: (I) $10,000.00 CAD OR (II) ACTUAL AMOUNT OF DIRECT DAMAGES. IN THIS SECTION 6.4(b). (c) THE SERVICES ARE PROVIDED “AS IS” ANDADDITION, TO THE FULLEST EXTENT OF THE PERMITTED BY APPLICABLE LAW, PROVIDED WITHOUT WARRANTIESMORTGAGE MARKET (INCLUDING FOR GREATER CERTAINTY OUR PARENT AND AFFILIATES) AND OUR (AND THEIR RESPECTIVE) OFFICERS, CLAIMS DIRECTORS, AGENTS, JOINT VENTURERS, AND EMPLOYEES, ARE NOT LIABLE, AND YOU AGREE NOT TO HOLD THESE PARTIES RESPONSIBLE, FOR ANY DAMAGES OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, LOSSES (INCLUDING, BUT NOT LIMITED TO, WARRANTIES LOSS OF QUALITYMONEY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITYGOODWILL, OR FITNESS FOR A PARTICULAR PURPOSEREPUTATION, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCEPROFITS, OR TRADE USAGEOTHER INTANGIBLE LOSSES OR ANY SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES) RESULTING DIRECTLY OR INDIRECTLY FROM: (A) YOUR USE OF OR YOUR INABILITY TO USE MARKET’S SITES AND SERVICES; (B) DELAYS OR DISRUPTIONS IN MORTGAGE MARKET’S SITES AND SERVICES; (C) VIRUSES OR OTHER MALICIOUS SOFTWARE OBTAINED BY ACCESSING MORTGAGE MARKET’S SITES OR SERVICES OR ANY SITE OR SERVICE LINKED TO MORTGAGE MARKET’S SITES OR SERVICES; (D) GLITCHES, BUGS, ERRORS, OR INACCURACIES OF ANY KIND IN MORTGAGE MARKET’S SITES OR SERVICES OR IN THE INFORMATION OBTAINED FROM THEM; (E) INFORMATION PROVIDED ON THE MORTGAGES, PROPERTIES, BORROWERS OR THE CONTENT, ACTIONS, OR INACTIONS OF THIRD PARTIES; (F) A SUSPENSION OR OTHER ACTION TAKEN WITH RESPECT TO YOUR ACCOUNT; (G) YOUR NEED TO MODIFY PRACTICES, CONTENT, OR BEHAVIOR, OR YOUR LOSS OF OR INABILITY TO INVEST, AS A RESULT OF CHANGES TO THIS AGREEMENT OR MORTGAGE MARKET’S POLICIES. MORTGAGE MARKET RESERVES THE RIGHT TO MODIFY ITS POLICIES AND THIS AGREEMENT AT ANY TIME CONSISTENT WITH THE PROVISIONS OUTLINED HEREIN. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT ANYTHING TO THE CONTRARY, VOITH’S AGGREGATE LIABILITY ARISING OUT OF, CONNECTED WITH OR RESULTING FROM THE ORDER, OR FROM VOITH’S PERFORMANCE UNDER OR BREACH OF THIS AGREEMENT, OR FROM ANY PRODUCT OR SERVICE, SHALL IN NO EVENT CASE EXCEED THE PORTION OF THE PURCHASE PRICE ATTRIBUTABLE TO THE PARTICULAR PRODUCT OR SERVICE FROM WHICH THE LIABILITY ARISES. NOTWITHSTANDING ANYTHING TO THE CONTRARY, VOITH SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS NOT BE LIABLE FOR ANY SPECIALSPECIAL DAMAGES, INCIDENTALPUNITIVE DAMAGES, INDIRECTINDIRECT DAMAGES, COLLATERALINCIDENTAL DAMAGES, CONTINGENT DAMAGES, CONSEQUENTIAL OR PUNITIVE DAMAGES, SIMILAR TYPES OF DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED LOSSES, LOSS OF PROFITS, DOWNTIME, LOSS OF PRODUCTION, LOSS OF REVENUES OR LOSS OF USE OF ANY PROPERTY OR CAPITAL OF BUYER, ANY OF ITS AFFILIATES OR ANY THIRD PARTY, HOWEVER CAUSED EVEN IF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES HAS BEEN DISCLOSED TO VOITH IN ADVANCE OR COULD HAVE BEEN REASONABLY FORESEEN BY VOITH. THE LIMIT ON THE AMOUNT OF VOITH’S LIABILITY AND ON ANY THE EXCLUSIONS OF DAMAGES AND LOSSES SHALL APPLY REGARDLESS OF THE THEORY OF LIABILITY, IN CONNECTION WITH WHETHER BASED ON CONTRACT, INDEMNITY, WARRANTY, TORT, NEGLIGENCE, STRICT LIABILITY OR ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO OTHER BASIS. THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER LIMIT ON THE AMOUNT OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT VOITH’S LIABILITY AND THE EXCLUSIONS OF DAMAGES AND NOT SUBJECT LOSSES SHALL BE DEEMED TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b). (c) THE SERVICES ARE PROVIDED “AS IS” ANDBE INDEPENDENT OF, TO THE FULLEST EXTENT AND SHALL SURVIVE, ANY FAILURE OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT ESSENTIAL PURPOSE OF ANY LIMITED TO, WARRANTIES REMEDY UNDER THE TERMS OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGETHIS AGREEMENT. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARYMAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS WILL XXXXXXXXXX.XX BE LIABLE UNDER OR IN CONNECTION WITH THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, FOR ANY SPECIALANY: (a) CONSEQUENTIAL, INCIDENTAL, INDIRECT, COLLATERALEXEMPLARY, CONSEQUENTIAL SPECIAL, ENHANCED, OR PUNITIVE DAMAGES DAMAGES; (b) INCREASED COSTS, DIMINUTION IN VALUE OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTYBUSINESS, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITYPRODUCTION, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER REVENUES, OR THEREUNDERPROFITS; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b). (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT LOSS OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS GOODWILL OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. REPUTATION; (d) Nothing contained in this Agreement shall limit or alter USE, INABILITY TO USE, LOSS, INTERRUPTION, DELAY OR RECOVERY OF ANY DATA, OR BREACH OF DATA OR SYSTEM SECURITY; OR (ie) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or COST OF REPLACEMENT GOODS OR SERVICES, IN EACH CASE REGARDLESS OF WHETHER XXXXXXXXXX.XX WAS ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE. UNDER NO CIRCUMSTANCES WILL XXXXXXXXXX.XX BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE SERVICES OR YOUR ACCOUNT OR THE INFORMATION CONTAINED THEREIN. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, XXXXXXXXXX.XX ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (iiI) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary DocumentERRORS, MISTAKES, OR INACCURACIES OF CONTENT; provided, that no Party shall obtain duplicative recoveries.(II) PERSONAL INJURY OR PROPERTY DAMAGE OF ANY NATURE WHATSOEVER RESULTING FROM YOUR ACCESS TO OR USE OF THE SERVICES;

Limitations of Liability. 10.1 EXCEPT FOR LIABILITY ARISING FROM A CLAIM FOR A VIOLATION OF EITHER PARTY’S INTELLECTUAL PROPERTY RIGHTS OR OF SECTION 6 (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCECONFIDENTIALITY), DELIVERY NOTWITHSTANDING ANY TERM OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER CONTAINED IN THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARYAGREEMENT, IN NO EVENT WHATSOEVER SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE TO THE OTHER PARTY OR TO ANY OTHER PERSON, FIRM OR CORPORATION, FOR ANY SPECIALINDIRECT, INCIDENTAL, INDIRECTSPECIAL, COLLATERALCONSEQUENTIAL, CONSEQUENTIAL EXEMPLARY OR PUNITIVE DAMAGES, OR OTHER SIMILAR TYPE OF DAMAGES, INCLUDING YET NOT LIMITED TO DAMAGES BASED UPON LOSS OF PROFITS AND/OR LOST PROFITS SUFFERED BY LOSS OF BUSINESS ARISING OUT OF OR IN ANY WAY RELATED TO THIS AGREEMENT, THE PERFORMANCE THEREOF, THE USE OF THE PRODUCTS PROMISED OR SERVICES DELIVERED PURSUANT TO THIS AGREEMENT, AND/OR AN INDEMNIFIED PARTYALLEGED BREACH OF THIS AGREEMENT, HOWEVER CAUSED AND ON WHETHER OR NOT THAT PARTY IS INFORMED, KNEW OR SHOULD HAVE KNOWN, OF THE POSSIBILITY OF SUCH DAMAGES IN ADVANCE. 10.2 EXCEPT FOR LIABILITY ARISING FROM A VIOLATION OF SECTION 6 (CONFIDENTIALITY) OR ARISING UNDER SECTION 11 (INDEMNIFICATION), UNDER NO CIRCUMSTANCES WHATSOEVER SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY OR TO ANY THEORY OTHER PERSON, FIRM OR CORPORATION, FOR DAMAGES OF LIABILITYANY KIND ARISING OUT OF OR IN ANY WAY RELATED TO THIS AGREEMENT, THE PERFORMANCE THEREOF, THE PRODUCTS OR SERVICES DELIVERED PURSUANT TO THIS AGREEMENT, AND/OR AN ALLEGED BREACH OF THIS AGREEMENT, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDERAMOUNT OF MONEY WHICH SHALL EXCEED (I) IN THE CASE OF CLAIMS AGAINST ABA/BSI, THE AMOUNT OF THE FEES PAID BY PARTICIPANT TO ABA/BSI; PROVIDEDAND (II) IN THE CASE OF CLAIMS AGAINST PARTICIPANT, HOWEVER, THAT THE AMOUNT OF FEES DUE TO BE PAID BY PARTICIPANT TO ABA/BSI IN THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO TWELVE (12) MONTHS BEFORE THE LIMITATION CLAIM AROSE. 10.3 THE LIMITATIONS ON LIABILITY SET FORTH IN THIS SECTION 6.4(b). (c) THE SERVICES ARE PROVIDED “AS IS” AND, SHALL APPLY TO THE FULLEST EXTENT ALL CAUSES OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORYACTION, INCLUDING, BUT NOT LIMITED TO, WARRANTIES BREACH OF QUALITYCONTRACT, PERFORMANCEBREACH OF WARRANTY, NON-INFRINGEMENTSTRICT LIABILITY, MERCHANTABILITYMISREPRESENTATION AND OTHER TORTS, AND LIABILITY BASED UPON THE PROVISIONS OF ANY PART OF THIS AGREEMENT AND ANY FEDERAL, STATE AND/OR FITNESS FOR LOCAL LAW AND/OR ORDINANCE. THE LIMITATIONS ON LIABILITY REPRESENT A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE FUNDAMENTAL TERM OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGETHIS AGREEMENT AND NEITHER PARTY WOULD HAVE ENTERED INTO THIS AGREEMENT WITHOUT THEIR INCLUSION. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided10.4 NO ACTION, that no Party shall obtain duplicative recoveriesREGARDLESS OF FORM, ARISING OUT OF THIS AGREEMENT, MAY BE BROUGHT BY EITHER PARTY AGAINST THE OTHER PARTY MORE THAN ONE YEAR AFTER THE CAUSE OF ACTION HAS ARISEN.

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION EXCEPT FOR A BREACH OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARYPAYMENT OBLIGATIONS HEREUNDER, IN NO EVENT SHALL EVENT, WHETHER IN CONTRACT OR IN TORT (INCLUDING BREACH OF WARRANTY, NEGLIGENCE AND STRICT LIABILITY), WILL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE TO THE OTHER PARTY FOR ANY SPECIAL, INCIDENTAL, INDIRECTEXEMPLARY, COLLATERALCONSEQUENTIAL, CONSEQUENTIAL INDIRECT OR PUNITIVE DAMAGES ARISING IN ANY WAY OUT OF THE USE OF ACA EMPLOYER REPORTING, THE MEDCOM PRODUCTS OR THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS SUFFERED PROFITS, LOST REVENUE, LOSS OF USE, LOSS OF DATA, COSTS OF RECREATING DATA, THE COST OF ANY SUBSTITUTE SERVICE, EQUIPMENT, PROGRAM, OR DATA, OR CLAIMS BY AN INDEMNIFIED ANY THIRD PARTY, HOWEVER CAUSED AND ON . EXCEPT FOR A BREACH OF ANY THEORY OF LIABILITYPAYMENT OBLIGATIONS HEREUNDER, IN CONNECTION WITH ANY DAMAGES NO EVENT WILL A PARTY’S LIABILITY ARISING HEREUNDER OUT OF OR THEREUNDER; PROVIDEDRELATED TO THIS AGREEMENT EXCEED THE TOTAL AMOUNT OF ALL FEES PAID OR PAYABLE TO MEDCOM UNDER THIS AGREEMENT FOR THE SIX- MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE LIABILITY CLAIM. THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE OR EXTEND THESE LIMITS. NOT WITHSTANDING THE FOREGOING, HOWEVERAND EXCEPT WHERE CLIENT HAS PROVIDED FLAWED OR INCORRECT DATA OR PROVIDED DATA PAST THE TIMELINE AS OUTLINED IN THIS AGREEMENT, IF THE INTERNAL REVENUE SERVICE ASSESSES A PENALTY AGAINST CLIENT FOR FLAWED, UNTIMELY, OR INCORRECT REPORTING THAT IS DUE TO THE PERFORMANCE OF MEDCOM’S SERVICES UNDER THIS AGREEMENT, MEDCOM SHALL BE LIABLE FOR THE VALUE TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED ATTRIBUTABLE TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER MEDCOM’S PERFORMANCE OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b)IRS PENALTIES. (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. 9.1 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER PARTY SHALL BE LIABLE UNDER ANY LEGAL THEORY (aINCLUDING BUT NOT LIMITED TO CONTRACT, NEGLIGENCE, INDEMNIFICATION, STRICT LIABILITY IN TORT OR WARRANTY OF ANY KIND) FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, MULTIPLE, EXEMPLARY OR CONSEQUENTIAL DAMAGES (INCLUDING BUT NOT LIMITED TO COSTS OF COVER, LOST PROFITS, LOST DATA, LOSS OF BUSINESS, LOSS OF GOODWILL, LOSS OF PROFITS DUE TO PRODUCTS (INCLUDING INSTRUMENTS) DOWN TIME OR LOSS OF REVENUE) THAT THE LIABILITY OF OTHER PARTY MIGHT INCUR UNDER THE IKARIA GROUP MEMBERS AGREEMENT, OR THAT MAY ARISE FROM OR IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION PRODUCTS EVEN IF SUCH PARTY HAD NOTICE OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE POSSIBILITY OF SUCH DAMAGES. THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION CUMULATIVE LIABILITY OF THIS AGREEMENT TO THE CONTRARY, IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, CODEX DNA IN CONNECTION WITH THIS AGREEMENT, INCLUDING WITHOUT LIMITATION WITH RESPECT TO ANY DAMAGES ARISING HEREUNDER PRODUCTS SOLD AND/OR THEREUNDER; PROVIDEDANY SERVICES RENDERED HEREUNDER, HOWEVERTHE LIABILITY OF CODEX DNA UNDER ITS INDEMNIFICATION OBLIGATIONS, OR A BREACH BY CODEX DNA HEREOF OR FAILURE TO PERFORM IN CONTRACT, TORT, WARRANTY, OR OTHERWISE, WILL NOT EXCEED THE AMOUNT OF FEES CUSTOMER ACTUALLY PAID TO CODEX DNA FOR THE SPECIFIC PRODUCT OR SERVICE THAT GAVE RISE TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER APPLICABLE CLAIM(S). THE CUSTOMER ACKNOWLEDGES THAT THESE LIMITATIONS OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO LIABILITY REFLECT THE LIMITATION ALLOCATION OF RISK SET FORTH IN THIS SECTION 6.4(b). AGREEMENT AND THAT CODEX DNA WOULD NOT ENTER INTO THIS AGREEMENT WITHOUT THESE LIMITATIONS ON ITS LIABILITY. DELIVERY DATES AND TIMES ARE ESTIMATES ONLY AND CODEX DNA WILL NOT BE LIABLE (cIN CONTRACT, DELICT, TORT OR OTHERWISE) THE SERVICES ARE PROVIDED “AS IS” ANDFOR ANY LOSSES, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIESEXPENSES, CLAIMS OR REPRESENTATIONS MADE DAMAGES CAUSED BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGELATE DELIVERY. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS EXCEPT AS PROVIDED IN CONNECTION WITH THE PERFORMANCESECTION 10(c), DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL AND EXCEPT TO THE TOTAL SERVICE COST PAID HEREUNDER EXTENT PROHIBITED BY LAW: (1) A PARTY HAS NO LIABILITY TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARY, IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE THIRD PARTY FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b). (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIEDEXEMPLARY, OR STATUTORY, CONSEQUENTIAL DAMAGES (INCLUDING, BUT NOT LIMITED TO, WARRANTIES LOSS OF QUALITYUSE, PERFORMANCELOSS OF BUSINESS, NON-INFRINGEMENTLOSS OF PROFITS OR REVENUE, MERCHANTABILITYGOODWILL OR SAVINGS, OR FITNESS FOR A PARTICULAR PURPOSEDAMAGE TO, NOR ARE THERE LOSS OF OR REPLACEMENT OF DATA OR, COST OF PROCUREMENT OF SUBSTITUTE SERVICES) RELATING IN ANY WARRANTIES CREATED BY COURSE MANNER TO THE SERVICES (WHETHER ARISING FROM CLAIMS BASED IN CONTRACT, TORT OR OTHERWISE), EVEN IF SUCH PARTY HAS BEEN ADVISED OF DEALING, COURSE THE POSSIBILITY OF PERFORMANCE, SUCH CLAIM OR TRADE USAGE.DAMAGE; (d2) Nothing contained in this Agreement shall limit or alter IN ANY CASE, COMPANY'S ENTIRE LIABILITY RELATING IN ANY MANNER TO THE SERVICES, INCLUDING THE USE OF THE SYSTEM, REGARDLESS OF THE FORM OR NATURE OF THE CLAIM, SHALL BE LIMITED IN THE AGGREGATE TO THE FEES ACTUALLY PAID TO COMPANY UNDER THIS AGREEMENT DURING THE SIX (i6) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or MONTHS PRIOR TO THE CLAIM ARISING; AND (ii3) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; providedCOMPANY IS NOT LIABLE TO CLIENT OR A THIRD PARTY FOR ANY DIRECT OR INDIRECT DAMAGES OF ANY KIND ARISING OUT OF THE ACTS OR OMISSIONS OF NETWORK MEMBERS OR AFFILIATED REPRESENTATIVES EXCEPT AS EXPRESSLY PERMITTED IN THIS AGREEMENT. THE DISCLAIMERS AND LIMITATIONS CONTAINED IN THIS SECTION 10 ARE A FUNDAMENTAL PART OF THE BASIS OF THE BARGAIN HEREUNDER, that no Party shall obtain duplicative recoveriesAND COMPANY WOULD NOT PROVIDE THE SERVICES TO CLIENT AND CLIENT WOULD NOT ENGAGE THE COMPANY’S SERVICES WITHOUT THEM.

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL 10.1 TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARYMAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL WILL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE UNDER ANY LEGAL THEORY (INCLUDING ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY, OR OTHER TORT THEORY) FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTALCONSEQUENTIAL, INDIRECT, COLLATERALEXEMPLARYOR PUNITIVE DAMAGES, CONSEQUENTIAL ANY DAMAGES FOR LOST PROFITS, REVENUE, OR PUNITIVE DATA, OR ANY DAMAGES FOR BUSINESS OR LOST PROFITS SERVICE INTERRUPTION, IN EACH CASE ARISING OUT OF OR RELATING TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIMTHE OPENNMS SERVICES OR THIS AGREEMENT, EVEN IF SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT WERE FORESEEABLE OR SUCH PARTY WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 10.2 TO THE LIMITATION SET FORTH IN MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EXCEPT FOR CLIENT’S PAYMENT OBLIGATIONS UNDER THIS SECTION 6.4(b). (c) AGREEMENT, THE SERVICES ARE PROVIDED “AS IS” ANDCUMULATIVE, AGGREGATE LIABILITY OF EACH PARTY ARISING OUT OF OR RELATING TO THE FULLEST EXTENT OPENNMSSERVICES OR THIS AGREEMENTWILL IN NO EVENT EXCEED THE TOTAL AMOUNT OF ALL FEES PAID BY CLIENT TO OPENNMS UNDER THIS AGREEMENT FOR THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGEOPENNMS SERVICES GIVING RISE TO SUCH LIABILITY DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE FIRST EVENT GIVING RISE TO SUCH LIABILITY. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. a. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THE AGREEMENT, SELLER, OR ITS AFFILIATES, SUPPLIERS OR SUBCONTRACTORS SHALL NOT UNDER ANY CIRCUMSTANCES WHATSOEVER AND HOWSOEVER CAUSED, WHETHER ARISING UNDER STATUTE OR ARISING IN OR FOR BREACH OF CONTRACT, TORT (aINCLUDING NEGLIGENCE), BREACH OF STATUTORY DUTY, OR OTHERWISE, BE LIABLE TO BUYER (OR ANY OTHER PERSON OR ENTITY) FOR ANY TRADING LOSSES, LOSS OF REVENUE, LOSS OF INCOME, LOSS OF ACTUAL OR ANTICIPATED PROFITS, LOSS OF GOODWILL, LOSS OF PRODUCTION, BUSINESS OR BUSINESS OPPORTUNITY, LOSS OF REPUTATION, LOSS OF ANTICIPATED SAVINGS, LOSS OR CORRUPTION OF DATA OR INFORMATION, OR FOR ANY SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR PUNITIVE LOSS OR DAMAGE OF ANY KIND IN EACH CASE HOWSOEVER ARISING, WHETHER SUCH LOSS OR DAMAGE WAS FORESEEABLE OR IN THE CONTEMPLATION OF THE PARTIES. b. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THE AGREEMENT, THE MAXIMUM LIABILITY OF THE IKARIA GROUP MEMBERS SELLER TO BUYER (OR ANY OTHER PERSON OR ENTITY) UNDER OR IN CONNECTION WITH THE PERFORMANCEAGREEMENT AND/OR THE DELIVERABLES (INCLUDING FOR ANY DEFECT AND/OR DELAY AND/OR ANY BREACH OF AGREEMENT) WHETHER ARISING UNDER STATUTE OR COMMON LAW, DELIVERY OR PROVISION ARISING IN OR FOR BREACH OF ANY SERVICE CONTRACT, TORT (INCLUDING NEGLIGENCE) BREACH OF STATUTORY DUTY, INDEMNITY OR OTHERWISE UNDER THIS AGREEMENT OTHERWISE, SHALL BE LIMITED IN NO CIRCUMSTANCES EXCEED THE TOTAL PRICE PAID OR PAYABLE BY BUYER TO A SUM EQUAL SELLER FOR THE DELIVERABLES GIVING RISE TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERSCLAIM. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARYc. Where Buyer acts as an intermediary for the sale of Deliverables from Seller, IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE FOR ANY SPECIALBuyer ensure that the limitations of liability, INCIDENTALexclusions and other applicable provisions as set out in the Agreement shall be passed on to its customers, INDIRECTwho shall in turn be obliged to do likewise, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRDthus ensuring that the limitations of liability are maintained until the Deliverables reach the end-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b)users. d. To the extent that Seller is made liable to a third party in respect of the Deliverables and/or the Agreement, Buyer shall indemnify (cand keep indemnified) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant and hold harmless Seller to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant same extent as Seller’s liability is limited according to the Separation Agreement or any other Ancillary Document; providedAgreement, so that no Party shall obtain duplicative recoveriesSeller's maximum exposure in respect of such third- party claim is limited to the amounts set out in the Agreement.

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY a. No Indirect Damages. NOTWITHSTANDING ANY TERM OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER CONTAINED IN THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARYAGREEMENT, IN NO EVENT WHATSOEVER SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS THE IFF BE LIABLE TO YOU OR TO ANY OTHER PERSON, FIRM OR CORPORATION, AND YOU SPECIFICALLY WAIVE ANY CLAIM, FOR ANY SPECIALINDIRECT, INCIDENTAL, INDIRECTSPECIAL, COLLATERALCONSEQUENTIAL, EXEMPLARY OR PUNITIVE DAMAGES, OR OTHER SIMILAR TYPE OF DAMAGES, INCLUDING YET NOT LIMITED TO DAMAGES BASED UPON LOSS OF PROFITS AND/OR LOSS OF BUSINESS ARISING OUT OF OR IN ANY WAY RELATED TO THIS AGREEMENT, THE PERFORMANCE THEREOF, THE USE OF THE MATERIALS PROMISED OR MADE AVAILABLE PURSUANT TO THIS AGREEMENT, AND/OR AN ALLEGED BREACH OF THIS AGREEMENT, WHETHER OR NOT THE IFF IS INFORMED, KNEW OR SHOULD HAVE KNOWN, OF THE POSSIBILITY OF SUCH DAMAGES IN ADVANCE. BECAUSE SOME STATES OR NATIONS MAY NOT PERMIT THE EXCLUSION OR LIMITATION OF LIABILITY FOR SPECIAL CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITYINCIDENTAL DAMAGES, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER SUCH STATES OR THEREUNDER; PROVIDEDNATIONS, HOWEVER, THAT LIABILITY IS LIMITED TO THE FULLEST EXTENT PERMITTED BY LAW. b. Cap on Direct Damages. UNDER NO CIRCUMSTANCES WHATSOEVER SHALL THE IFF BE LIABLE TO LICENSEE OR TO ANY OTHER PERSON, FIRM OR CORPORATION, FOR DAMAGES OF ANY KIND ARISING OUT OF OR IN ANY WAY RELATED TO THIS AGREEMENT, THE PERFORMANCE THEREOF, THE MATERIALS PROMISED OR MADE AVAILABLE PURSUANT TO THIS AGREEMENT, AND/OR AN INDEMNIFIED PARTY IS REQUIRED TO PAY ALLEGED BREACH OF THIS AGREEMENT, IN ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER AMOUNT OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES MONEY WHICH SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT EXCEED THE AMOUNT OF MONEY ACTUALLY PAID BY PURCHASER TO THE LIMITATION IFF AS CONSIDERATION FOR USE OF THE MATERIALS IN THE TWELVE (12) MONTHS BEFORE THE CLAIM AROSE. c. Fundamental Term. THE LIMITATIONS ON LIABILITY SET FORTH IN THIS SECTION 6.4(b). (c) THE SERVICES ARE PROVIDED “AS IS” AND, SHALL APPLY TO THE FULLEST EXTENT ALL CAUSES OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORYACTION, INCLUDING, BUT NOT LIMITED TO, WARRANTIES BREACH OF QUALITYCONTRACT, PERFORMANCEBREACH OF WARRANTY, NON-INFRINGEMENTSTRICT LIABILITY, MERCHANTABILITYMISREPRESENTATION AND OTHER TORTS, AND LIABILITY BASED UPON THE PROVISIONS OF ANY PART OF THIS AGREEMENT AND ANY FEDERAL, STATE AND/OR FITNESS FOR LOCAL LAW AND/OR ORDINANCE. THE LIMITATIONS ON LIABILITY REPRESENT A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE FUNDAMENTAL TERM OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGETHIS AGREEMENT AND THE IFF WOULD NOT HAVE ENTERED INTO THIS AGREEMENT WITHOUT THEIR INCLUSION. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) TO THE LIABILITY MAXIMUM EXTENT PERMITTED BY LAW, AND EXCEPT FOR A BREACH OF THE IKARIA GROUP MEMBERS CONFIDENTIALITY OBLIGATIONS OF SECTION 7 HEREOF, NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR ANY SPECIAL, INDIRECT, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES OR COST OF COVER, LOST PROFITS, LOST BUSINESS, LOSS OF USE, OR LOSS OF DATA ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, HOWEVER CAUSED, WHETHER IN CONTRACT, TORT, OR UNDER ANY OTHER THEORY OF LIABILITY, AND EVEN IF SUCH OTHER PARTY HAS BEEN ADVISED OF THE PERFORMANCEPOSSIBILITY OF SUCH DAMAGES. IN ANY EVENT, DELIVERY OR PROVISION EXCEPT FOR CLAIMS AND LOSSES SUBJECT TO INDEMNIFICATION UNDER THIS AGREEMENT, THE MAXIMUM LIABILITY OF ANY SERVICE OR OTHERWISE EITHER PARTY FOR DIRECT DAMAGES ARISING UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL THE AMOUNTS PAID TO IT (IN THE TOTAL SERVICE COST CASE OF AVENTRI) OR THE AMOUNTS PAID HEREUNDER OR PAYABLE BY IT (IN THE CASE OF CLIENT) DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT THAT GIVES RISE TO SUCH LIABILITY. THE IKARIA GROUP MEMBERS. (b) FOREGOING LIMITATIONS AND EXCLUSIONS OF LIABILITY WILL SURVIVE AND APPLY NOTWITHSTANDING THE FAILURE OF ANY OTHER PROVISION LIMITED OR EXCLUSIVE REMEDY FOR BREACH OF THIS AGREEMENT TO THE CONTRARY, IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION WARRANTY SET FORTH IN THIS SECTION 6.4(b)AGREEMENT. (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. EXCEPT FOR DAMAGES ARISING FROM BREACHES OF SECTION 16 NEITHER PARTY WILL BE LIABLE TO THE OTHER PARTY (aOR TO ANY PERSON CLAIMING UNDER OR THROUGH THE OTHER PARTY) THE LIABILITY OF THE IKARIA GROUP MEMBERS UNDER OR IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARY, IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE FOR ANY LOSS OF GOODWILL, WORK STOPPAGE, LOST OR CORRUPTED DATA, LOST PROFITS, LOST SAVINGS, LOST REBATES, LOST BUSINESS OR LOST OPPORTUNITY (WHETHER ARISING DIRECTLY OR INDIRECTLY) OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, INDIRECTPUNITIVE, COLLATERALCONSEQUENTIAL, CONSEQUENTIAL TREBLE OR PUNITIVE DAMAGES EXEMPLARY LOSSES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTYDAMAGES, HOWEVER CAUSED AND ON ANY IRRESPECTIVE OF THE NATURE OR THEORY OF LIABILITYLIABILITY WHICH MAY GIVE RISE TO SUCH LOSSES OR DAMAGES (WHETHER IN CONTRACT, TORT, STRICT LIABILITY OR ANY OTHER THEORY), EVEN IF SUCH PARTY HAS BEEN INFORMED OR WAS AWARE OF THE POSSIBILITY THEREOF. IN CONNECTION WITH NO EVENT XXXX XXXXXXXX- XXXXXX’X AGGREGATE LIABILITY UNDER OR AS A RESULT OF THIS AGREEMENT, WHETHER UNDER CONTRACT LAW, TORT LAW, WARRANTY, STRICT LIABILITY OR ANY DAMAGES ARISING HEREUNDER OTHER THEORY, EXCEED THE AMOUNTS ACTUALLY PAID BY CUSTOMER TO XXXXXXXX-XXXXXX IN THE LAST 12 MONTHS FOR THE SYSTEM OR THEREUNDER; PROVIDEDSERVICES TO WHICH THE CLAIM RELATES. THESE LIMITATIONS OF LIABILITY CONSTITUTE AN ESSENTIAL PART OF THIS AGREEMENT, HOWEVER, THAT AND XXXXXXXX-XXXXXX WOULD NOT PERMIT CUSTOMER TO ACCESS THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL SYSTEM OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, RECEIVE SERVICES WITHOUT SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO LIMITATIONS. THE LIMITATION SET FORTH IN THIS SECTION 6.4(b). (c) THE SERVICES ARE PROVIDED “AS IS” AND, LIMITATIONS WILL APPLY TO THE FULLEST EXTENT OF THE PERMISSIBLE AT LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) TO THE LIABILITY MAXIMUM EXTENT PERMITTED BY LAW, MARKETING 360 SHALL NOT BE LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, LOST PROFITS OR REVENUES OR DIMINUTION IN VALUE, ARISING OUT OF OR RELATING TO ANY BREACH OF THESE TERMS, WHETHER OR NOT THE POSSIBILITY OF SUCH DAMAGES HAS BEEN DISCLOSED IN ADVANCE BY CLIENT OR COULD HAVE BEEN REASONABLY FORESEEN, REGARDLESS OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE PERFORMANCECLAIM IS BASED, DELIVERY OR PROVISION AND NOTWITHSTANDING THE FAILURE OF ANY SERVICE AGREED OR OTHERWISE OTHER REMEDY OF ITS ESSENTIAL PURPOSE. EXCEPT FOR YOUR LIABILITY FOR PAYMENT OF FEES, YOUR LIABILITY ARISING FROM YOUR OBLIGATIONS UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION INDEMNIFICATION SECTION AND YOUR LIABILITY FOR VIOLATION OF THIS AGREEMENT TO THE CONTRARYOUR INTELLECTUAL PROPERTY RIGHTS, IN NO EVENT SHALL EITHER PARTY AGGREGATE LIABILITY ARISING OUT OF OR ANY RELATED TO THIS AGREEMENT, WHETHER ARISING OUT OF ITS GROUP MEMBERS BE LIABLE OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EXCEED THE TOTAL OF THE AMOUNTS YOU PAID TO MARKETING 360 FOR THE SERVICES SOLD HEREUNDER. WITHOUT LIMITING THE FOREGOING, MARKETING 360 IS NOT RESPONSIBLE FOR ANY SPECIALDAMAGES DUE TO CONTENT, INCIDENTALOMISSIONS OR ERRONEOUS DATA APPEARING IN CLIENT’S WEBSITE, INDIRECT, COLLATERAL, CONSEQUENTIAL BLOGS OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION SOCIAL MEDIA.WE FURTHER DISCLAIM ALL LIABILITY WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT RESPECT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH PRODUCTS THAT YOU USE IN THIS SECTION 6.4(b)CONJUNCTION WITH THESE SERVICES. (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE WHETHER IN THE AGREEMENT, IN TORT (a) THE LIABILITY INCLUDING GROSS NEGLIGENCE), UNDER ANY WARRANTY OR OTHERWISE, FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OR FOR EXEMPLARY OR PUNITIVE LOSSES OR DAMAGES, OR ANY LOSS OF THE IKARIA GROUP MEMBERS PROFITS OR REVENUES, OR ANY COST OF LABOR, RESULTING FROM OR ARISING OUT OF OR IN CONNECTION WITH THE PERFORMANCEEQUIPMENT OR SELLER’S PERFORMANCE UNDER, DELIVERY OR PROVISION BREACH OF, THIS AGREEMENT, EVEN IF THE BUYER OR THE SELLER HAS BEEN ADVISED OF ANY SERVICE OR OTHERWISE THE POSSIBILITY OF SUCH DAMAGES. SAVE AS SPECIFIED UNDER THIS AGREEMENT THE BUYER’S RIGHT OF TERMINATION, LIQUIDATED DAMAGES SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO BUYER’S SOLE AND EXCLUSIVE REMEDY FOR DELAY IN ANY EQUIPMENT DELIVERY OR PART THEREOF AND THE IKARIA GROUP MEMBERS. SELLER SHALL HAVE NO FURTHER LIABILITY WHATSOEVER, WHETHER IN CONTRACT, TORT (bINCLUDING NEGLIGENCE OR STRICT LIABILITY) NOTWITHSTANDING ANY OTHER PROVISION OR OTHERWISE ARISING OUT OF THIS AGREEMENT TO THE CONTRARY, IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH DELAY OF ANY EQUIPMENT DELIVERY OR PART THEREOF. FOR THE AVOIDANCE OF DOUBT, THE BUYER MAY SEEK TO RECOVER ANY ACTUAL DIRECT DAMAGES ARISING HEREUNDER OR THEREUNDERIF THE SELLER BREACHES THIS AGREEMENT; PROVIDED, HOWEVER, THAT NOTWITHSTANDING ANYTHING CONTAINED HEREIN, TO THE FULL EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIALPERMITTED BY APPLICABLE LAW, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN NO EVENT SHALL THE SELLER’S LIABILITY IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT THE EQUIPMENT OR THIS AGREEMENT EXCEED THE PRICE PAID TO THE LIMITATION SELLER BY THE BUYER FOR THE EQUIPMENT. EITHER PARTY ACKNOWLEDGES AND AGREES THAT THE EXCLUSIVE REMEDIES AND LIMITATIONS OF LIABILITIES SET FORTH HEREIN WERE BARGAINED FOR AND ARE ESSENTIAL TERMS OF THIS AGREEMENT. NOTHING IN THIS SECTION 6.4(b)AGREEMENT SHALL LIMIT OR EXCLUDE THE LIABILITY OF EITHER PARTY FOR DEATH OR PERSONAL INJURY RESULTING FROM ITS NEGLIGENCE OR FOR FRAUDULENT MISREPRESENTATION. (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. DRAFT 11.1 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LASERFICHE WILL NOT BE LIABLE TO SUBSCRIBER, SUBSCRIBER’S AFFILIATES, OR ANY USER, FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES, OR FOR LOSS OF PROFITS, SALES, BUSINESS OPPORTUNITIES, REVENUES, GOODWILL, REPUTATION, DATA USE, OR DATA, EVEN IF WE OR OUR AFFILIATES, LICENSORS, AND SERVICE PROVIDERS (aINCLUDING AWS AND LASERFICHE CLOUD SOLUTION PROVIDERS) THE LIABILITY HAVE BEEN ADVISED OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCEPOSSIBILITY OF SUCH DAMAGES, DELIVERY AND WHETHER BASED ON A BREACH OF CONTRACT OR PROVISION WARRANTY, OR NEGLIGENCE, MISREPRESENTATION OR OTHER TORT, OR ON ANY OTHER LEGAL OR EQUITABLE THEORY, ARISING OUT OF ANY SERVICE OR OTHERWISE UNDER CONCERNING THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL OR LASERFICHE CLOUD OR THE LASERFICHE CLOUD SUBSCRIPTIONS, LASERFICHE SOFTWARE, LASERFICHE CONTENT, SERVICES ENVIRONMENT OR THE SERVICES PROVIDED HEREUNDER, INCLUDING ANY SYSTEMS, NETWORKS OR ENVIRONMENTS, RELATED TO THE TOTAL SERVICE COST PAID HEREUNDER FOREGOING. 11.2 TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARYMAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL EITHER PARTY WILL THE AGGREGATE CUMULATIVE LIABILITY OF LASERFICHE FOR ANY AND ALL DAMAGES SUFFERED BY SUBSCRIBER, SUBSCRIBER’S AFFILIATES, AND USERS, AND ANYONE ELSE, ARISING OUT OF OR CONCERNING THIS AGREEMENT OR LASERFICHE CLOUD OR THE LASERFICHE CLOUD SUBSCRIPTIONS, LASERFICHE SOFTWARE, LASERFICHE CONTENT, SERVICES ENVIRONMENT OR THE SERVICES PROVIDED HEREUNDER, INCLUDING ANY SYSTEMS, NETWORKS OR ENVIRONMENTS, RELATED TO THE FOREGOING, WHETHER BASED ON A BREACH OF CONTRACT OR WARRANTY, OR NEGLIGENCE, MISREPRESENTATION OR OTHER TORT, OR ON ANY OTHER LEGAL OR EQUITABLE THEORY, EXCEED THE TOTAL AMOUNT OF FEES SUBSCRIBER PAYS LASERFICHE FOR THE APPLICABLE LASERFICHE CLOUD SUBSCRIPTION GIVING RISE TO THE LIABILITY LIMITED TO THE AMOUNT ACTUALLY PAID DURING THE TWELVE-MONTH PERIOD IMMEDIATELY PRECEDING THE DATE THAT SUBSCRIBER FIRST LEARNED OF THE EVENT THAT GAVE RISE TO THE CLAIM RELATED TO SUCH SUBSCRIPTION. 11.3 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, OUR AFFILIATES, LICENSORS, AND SERVICE PROVIDERS (INCLUDING AWS AND LASERFICHE CLOUD SOLUTION PROVIDERS), WILL NOT BE LIABLE TO SUBSCRIBER, SUBSCRIBER’S AFFILIATES, OR ANY OF ITS GROUP MEMBERS BE LIABLE USER, FOR ANY SPECIALDIRECT, INDIRECT, INCIDENTAL, INDIRECTSPECIAL, COLLATERALCONSEQUENTIAL, CONSEQUENTIAL PUNITIVE OR PUNITIVE DAMAGES EXEMPLARY DAMAGES, OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTYFOR LOSS OF PROFITS, HOWEVER CAUSED SALES, BUSINESS OPPORTUNITIES, REVENUES, GOODWILL, REPUTATION, DATA USE, OR DATA, EVEN IF WE OR OUR AFFILIATES, LICENSORS, AND SERVICE PROVIDERS (INCLUDING AWS AND LASERFICHE CLOUD SOLUTION PROVIDERS) HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND WHETHER BASED ON A BREACH OF CONTRACT OR WARRANTY, OR NEGLIGENCE, MISREPRESENTATION OR OTHER TORT, OR ON ANY THEORY OTHER LEGAL OR EQUITABLE THEORY, ARISING OUT OF LIABILITYOR CONCERNING THIS AGREEMENT OR LASERFICHE CLOUD OR THE LASERFICHE CLOUD SUBSCRIPTIONS, IN CONNECTION WITH LASERFICHE SOFTWARE, LASERFICHE CONTENT, SERVICES ENVIRONMENT OR THE SERVICES PROVIDED HEREUNDER, INCLUDING ANY DAMAGES ARISING HEREUNDER SYSTEMS, NETWORKS OR THEREUNDER; PROVIDEDENVIRONMENTS, HOWEVER, THAT RELATED TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b)FOREGOING. (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) 9.1 EXCEPT FOR VIOLATIONS OF SECTIONS 2 OR 10 OR ANY LIABILITY ARISING UNDER THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARYINDEMNIFICATION OBLIGATIONS SPECIFIED HEREIN, IN NO EVENT SHALL EITHER PARTY HAVE ANY LIABILITY TO THE OTHER PARTY OR TO ANY OF ITS GROUP MEMBERS BE LIABLE THIRD PARTY FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERALSPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF USE, LOSS OR ALTERATION OF DATA, COVER, COST OF REPLACEMENT, DELAYS, LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTYPROFITS, HOWEVER CAUSED AND OR SAVINGS ARISING OUT OF PERFORMANCE OR BREACH OF THIS AGREEMENT OR THE USE OR INABILITY TO USE THE SOFTWARE AND/OR SOURCE MATERIALS AND/OR DELIVERABLES, EVEN IF SUCH PARTY HAS BEEN ADVISED AS TO THE POSSIBILITY OF SUCH DAMAGES. 9.2 EXCEPT FOR VIOLATIONS OF SECTIONS 2 OR 10 OR ANY LIABILITY ARISING UNDER THE INDEMNIFICATION OBLIGATIONS SPECIFIED HEREIN, EACH PARTY AGREES THAT: (A)THE LIABILITY OF TALL MAPLE ON ANY THEORY CLAIM OF LIABILITYANY KIND, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER WHETHER BASED ON CONTRACT OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b). TORT (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, INCLUDING BUT NOT LIMITED TO, WARRANTIES STRICT LIABILITY, PRODUCT LIABILITY OR NEGLIGENCE) OR RESULTING FROM THIS AGREEMENT OR ANY PRODUCTS OR SERVICES FURNISHED HEREUNDER SHALL NOT EXCEED THE SUMS PAID TO TALL MAPLE BY CUSTOMER HEREUNDER, AND (B) THE LIABILITY OF QUALITYCUSTOMER ON ANY CLAIM OF ANY KIND, PERFORMANCEWHETHER BASED ON CONTRACT OR TORT (INCLUDING BUT NOT LIMITED TO, NON-INFRINGEMENTSTRICT LIABILITY, MERCHANTABILITY, PRODUCT LIABILITY OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE NEGLIGENCE) OR RESULTING FROM THIS AGREEMENT OR ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, PRODUCTS OR TRADE USAGESERVICES FURNISHED HEREUNDER SHALL NOT EXCEED THE SUMS PAID AND DUE TO TALL MAPLE HEREUNDER. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. EXCEPT AS EXPRESSLY PROVIDED OTHERWISE HEREIN, NETWORK SOLUTIONS SHALL NOT BE LIABLE TO THE RELYING PARTY (aOR ANY OTHER PERSON OR ENTITY) WHETHER IN CONTRACT (INCLUDING UNDER ANY INDEMNITY OR WARRANTY), IN TORT (INCLUDING NEGLIGENCE), UNDER STATUTE OR OTHERWISE FOR ANY LOSS OR DAMAGES INCURRED BY SUCH PARTY, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF ANTICIPATED SAVINGS, LOSS OR CORRUPTION OF DATA, LOSS OF CONTRACT OR OPPORTUNITY OR LOSS OF GOODWILL, WHETHER THAT LOSS OR DAMAGE IS DIRECT, INDIRECT OR CONSEQUENTIAL. YOU AGREE THAT OUR ENTIRE MAXIMUM LIABILITY, AND YOUR EXCLUSIVE REMEDY, IN LAW, IN EQUITY, OR OTHERWISE, WITH RESPECT TO ANY NETWORK SOLUTIONS SSL CERTIFICATE SERVICE(S) AND/OR THIS AGREEMENT AND/OR YOUR RELIANCE ON ANY SSL CERTIFICATE SERVICES IS SOLELY LIMITED TO ANY PAYMENT, IF ANY, MADE TO YOU UNDER THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION RELYING PARTY GUARANTEE ASSOCIATED WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER SSL CERTIFICATE SERVICES UPON WHICH YOU HAVE RELIED IN ACCORDANCE WITH THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARY, AGREEMENT. IN NO EVENT SHALL EITHER PARTY OR ANY NETWORK SOLUTIONS, ITS LICENSORS AND CONTRACTORS (INCLUDING THIRD PARTIES PROVIDING SERVICES AS PART OF ITS GROUP MEMBERS THE SUBSCRIPTION SERVICE) BE LIABLE FOR ANY SPECIALINDIRECT, INCIDENTAL, INDIRECT, COLLATERAL, SPECIAL OR CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY EVEN IF NETWORK SOLUTIONS HAS BEEN ADVISED OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT THE POSSIBILITY OF SUCH DAMAGES. TO THE EXTENT AN INDEMNIFIED THAT A STATE DOES NOT PERMIT THE EXCLUSION OR LIMITATION OF LIABILITY AS SET FORTH HEREIN NETWORK SOLUTIONS' LIABILITY IS LIMITED TO THE FULL EXTENT PERMITTED BY LAW IN SUCH STATE. NETWORK SOLUTIONS SHALL NOT BE LIABLE TO THE RELYING PARTY IS REQUIRED FOR ANY LOSS SUFFERED BY THE RELYING PARTY DUE TO PAY THE SUBSCRIBER'S BREACH OF THE SUBSCRIBER AGREEMENT or EV SSL SUBSCRIBER AGREEMENT, IF APPLICABLE. NETWORK SOLUTIONS SHALL NOT BE LIABLE TO THE RELYING PARTY FOR ANY SPECIALLOSS INCLUDING ANY INDIRECT, INCIDENTAL, INDIRECTSPECIAL OR CONSEQUENTIAL DAMAGES, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-SUFFERED BY ANY PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT DUE TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b). (c) THE SERVICES ARE PROVIDED “AS IS” ANDLOSS, TO THE FULLEST EXTENT THEFT, UNAUTHORIZED DISCLOSURE, UNAUTHORIZED MANIPULATION, ALTERATION, LOSS OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIEDUSE, OR STATUTORYANY OTHER COMPROMISE OF ANY PRIVATE KEY USED BY THE SUBSCRIBER. Additionally, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. Network Solutions' total aggregate liability to all persons under any Relying Party Guarantee associated with any given Digital Certificate or Network Solutions Site Seal shall be limited as follows: nsProtect™ Secure Xpress - $10,000 (d) Nothing contained in this Agreement shall limit or alter the local currency equivalent thereof); nsProtect™ Secure Basic - $50,000 (i) or the obligation of either local currency equivalent thereof); nsProtect™ Secure Advanced - $1,000,000 (or the local currency equivalent thereof); nsProtect™ Secure Wildcard - $1,000,000 (or the local currency equivalent thereof); nsProtect™ Secure EV - $1,000,000 (or the local currency equivalent thereof); nsProtect™ Assured Site Seal - $50,000 (or the local currency equivalent thereof). Any Relying Party to indemnify the other Party pursuant Guarantee is subject to the Separation Agreement or any other Ancillary Document or (ii) terms and conditions of the right of either Relying Party to make a claim pursuant to Guarantee as provided in the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveriesRepository.

Limitations of Liability. (a) 10.1. LIMITATIONS FOR DIGITAL CONVERGENCE. WITH THE LIABILITY EXCEPTION OF THE IKARIA GROUP MEMBERS CLAIMS MADE UNDER SECTION 2.6 ABOVE, DIGITAL CONVERGENCE SHALL NOT BE LIABLE OR OBLIGATED FOR ANY REASON IN ANY MANNER FOR SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, INDIRECT OR TORT DAMAGES, INCLUDING, WITHOUT LIMITATION, ANY DAMAGES RESULTING FROM LOSS OF USE, LOSS OF DATA, LOSS OF PROFITS OR LOSS OF BUSINESS ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, THE PERFORMANCEPERFORMANCE OR NON-PERFORMANCE OR NON-AVAILABILITY OF THE DIGITAL CONVERGENCE TECHNOLOGY, DELIVERY OR PROVISION OF ANY SERVICE OTHER OBLIGATIONS RELATING TO THIS AGREEMENT, WHETHER OR OTHERWISE NOT DIGITAL CONVERGENCE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. DIGITAL CONVERGENCE SHALL NOT BE LIABLE OR OBLIGATED IN ANY MANNER TO TANDY FOR ANY AMOUNT IN EXCESS OF THE PAYMENTS ACTUALLY MADE TO TANDY FOR THE TWELVE (12) MONTHS PRIOR TO A CLAIM RELATED TO THIS AGREEMENT. THIS LIMITATION OF DIGITAL CONVERGENCE'S LIABILITY IS CUMULATIVE, AND ALL OF DIGITAL CONVERGENCE'S REASONABLE EXPENDITURES ON ACCOUNT OF ANY LIABILITY OR OBLIGATION TO TANDY ARISING UNDER THIS AGREEMENT SHALL BE LIMITED ADDED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERSDETERMINE WHEN THIS LIMITATION ON DIGITAL CONVERGENCE'S LIABILITY IS EXHAUSTED. 10.2. LIMITATIONS FOR TANDY. WITH THE SOLE EXCEPTION OF CLAIMS BASED UPON MISAPPROPRIATION OF INTELLECTUAL PROPERTY BY TANDY OR BY AN AUTHORIZED MANUFACTURER (b) THE "EXCEPTION"), AND NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT CONTAINED HEREIN TO THE CONTRARY, THE MAXIMUM LIABILITY OF TANDY TO DIGITAL CONVERGENCE ARISING OUT OF OR IN CONNECTION WITH ANY SALE, USE OR OTHER EMPLOYMENT OF ANY PRODUCTS DELIVERED HEREUNDER OR ANY OTHER OBLIGATIONS RELATING TO THIS AGREEMENT, WHETHER SUCH LIABILITY ARISES FROM ANY CLAIM BASED UPON CONTRACT, WARRANTY, TORT OR OTHERWISE, SHALL NOT EXCEED THE ACTUAL AMOUNT PAID TO TANDY BY DIGITAL CONVERGENCE FOR THE SUBJECT UNITS OF PRODUCTS DELIVERED HEREUNDER. DIGITAL CONVERGENCE AGREES THAT IN NO EVENT OTHER THAN THE EXCEPTION SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS TANDY BE LIABLE FOR ANY INDIRECT, SPECIAL, TORT, INCIDENTAL, INDIRECT, COLLATERAL, PUNITIVE OR CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b)DAMAGES. (c) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. (a) THE LIABILITY OF THE IKARIA GROUP MEMBERS IN CONNECTION WITH THE PERFORMANCE, DELIVERY OR PROVISION OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERS. (b) A. NOTWITHSTANDING ANY OTHER PROVISION IN THIS QUOTATION (INCLUDING, WITHOUT LIMITATION, SECTION 12.D.), CATALENT’S TOTAL LIABILITY UNDER THIS QUOTATION SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY CUSTOMER TO CATALENT FOR THE PROJECT, PROVIDED, HOWEVER, THAT SUCH LIMITATION SHALL NOT APPLY TO OR IN ANY MANNER LIMIT, CATALENT’S OR ITS AFFILIATES’ LIABILITY FOR CLAIMS ARISING FROM CATALENT’S OR ITS AFFILIATES’ GROSS NEGLIGENCE OR WILLFUL MISCONDUCT. B. NOTWITHSTANDING THE FOREGOING, CATALENT’S TOTAL LIABILITY FOR ANY LOSS OF ANY MATERIALS PROVIDED BY CUSTOMER SHALL NOT EXCEED $[ * ] PER OCCURRENCE. C. NOTWITHSTANDING ANY OTHER PROVISION IN THIS QUOTATION, CUSTOMER’S TOTAL LIABILITY FOR BREACH OF THIS AGREEMENT QUOTATION SHALL NOT EXCEED THE TOTAL AMOUNT OWED BY CUSTOMER TO CATALENT FOR THE CONTRARYPROJECT IN ACCORDANCE WITH SECTION 7, PROVIDED, HOWEVER, THAT SUCH LIMITATION SHALL NOT APPLY TO OR IN ANY MANNER LIMIT CUSTOMER’S OBLIGATION TO INDEMNIFY CATALENT FOR THIRD PARTY CLAIMS UNDER SECTION 16. D. IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS BE LIABLE TO THE OTHER PARTY FOR ANY SPECIAL, INCIDENTALCONSEQUENTIAL, INDIRECTEXEMPLARY OR INCIDENTAL DAMAGES (INCLUDING LOST OR ANTICIPATED REVENUES OR PROFITS RELATING TO THE SAME), COLLATERALWHETHER OR NOT FORESEEABLE, CONSEQUENTIAL ARISING FROM OR PUNITIVE DAMAGES RELATING TO THIS QUOTATION OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTYTHE SUBJECT MATTER HEREOF, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OR THEREUNDER; PROVIDED, HOWEVER, THAT THE LIMITATION IN THIS SECTION 12.D. SHALL NOT APPLY (I) TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED TO PAY THAT ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION INDEMNIFICATION OBLIGATIONS SET FORTH IN THIS SECTION 6.4(b). 16 ARE DEEMED TO BE CONSEQUENTIAL DAMAGES, (cII) THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT ANY DAMAGES RESULTING SOLELY FROM A PARTY’S USE OR DISCLOSURE OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OTHER PARTY’S CONFIDENTIAL INFORMATION IN BREACH OF SECTION 13 OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIEDTHE CDA, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES (III) TO ANY DAMAGES RESULTING FROM A PARTY’S BREACH OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGEITS OBLIGATIONS RELATING TO INTELLECTUAL PROPERTY UNDER SECTION 14. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.

Limitations of Liability. TO THE MAXIMUM EXTENT PERMITTED BY LAW, AND NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN: (a) EXCEPT (i) FOR AMOUNTS PAYABLE PURSUANT TO SECTIONS 10(a)(ii) AND 10(b)(ii) ABOVE, AND (ii) TO THE LIABILITY EXTENT ARISING FROM A BREACH OF SECTION 8 OR 9 ABOVE, IN NO EVENT WILL EITHER PARTY (OR ITS AFFILIATES) BE LIABLE TO THE IKARIA GROUP MEMBERS OTHER PARTY FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, PUNITIVE OR SPECIAL DAMAGES, INCLUDING (WITHOUT LIMITATION) DAMAGES ARISING OUT OF OR IN CONNECTION WITH ANY LOSS OF PROFIT, LOSS OF DATA, INTERRUPTION OF SERVICE, OR LOSS OF BUSINESS OR ANTICIPATORY PROFITS, EVEN IF THAT PARTY HAS BEEN APPRISED OF THE PERFORMANCE, DELIVERY OR PROVISION LIKELIHOOD OF ANY SERVICE OR OTHERWISE UNDER THIS AGREEMENT SHALL BE LIMITED TO A SUM EQUAL TO THE TOTAL SERVICE COST PAID HEREUNDER TO THE IKARIA GROUP MEMBERSSUCH DAMAGES. (b) NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT TO THE CONTRARY, IN NO EVENT SHALL EITHER PARTY OR ANY OF ITS GROUP MEMBERS WILL ENVESTNET BE LIABLE TO FBS OR ITS AGENTS FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL OR PUNITIVE DAMAGES OR LOST PROFITS SUFFERED BY AN INDEMNIFIED PARTY, HOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, IN CONNECTION WITH ANY DAMAGES ARISING HEREUNDER OUT OF (i) SECURITIES BROKERAGE ACTIVITIES OR THEREUNDERINVESTMENT ADVISORY ACTIVITIES OF FBS OR ITS AGENTS; PROVIDED(ii) THE INVESTMENT ADVISORY ACTIVITIES OF ENVESTNET’S MONEY MANAGERS AND ANY DAMAGES RESULTING THEREFROM UNLESS ENVESTNET WAS NEGLIGENT IN THE SELECTION OR OVERSIGHT OF SUCH MONEY MANAGERS; (iii) IMPROPER DISTRIBUTION OR USE OF FBS’S PASSWORDS BY FBS, HOWEVERITS AGENTS, THAT ANY ADVISOR OR CLIENTS; OR (iv) ANY LOSS INCURRED WITH RESPECT TO THE EXTENT AN INDEMNIFIED PARTY IS REQUIRED ANY CLIENT’S ACCOUNT DUE TO PAY ANY SPECIAL, INCIDENTAL, INDIRECT, COLLATERAL, CONSEQUENTIAL PERFORMANCE OR PUNITIVE DAMAGES INVESTMENT RESULTS EXCEPT WHERE SUCH LOSS RESULTS DIRECTLY FROM NEGLIGENCE OR LOST PROFITS TO A PERSON WHO IS NOT A MEMBER WILLFUL MISCONDUCT OF EITHER GROUP IN CONNECTION WITH A THIRD-PARTY CLAIM, SUCH DAMAGES SHALL CONSTITUTE DIRECT DAMAGES AND NOT SUBJECT TO THE LIMITATION SET FORTH IN THIS SECTION 6.4(b)ENVESTNET OR ITS AGENTS. (c) ENVESTNET ASSUMES NO LIABILITY FOR THE DELAY, FAILURE, INTERRUPTION, LOSS, OR CORRUPTION OF ANY DATA OR OTHER INFORMATION TRANSMITTED IN CONNECTION WITH USE OF THE ENVESTNET TECHNOLOGY PROVIDED THAT SUCH DELAY, FAILURE, INTERRUPTION, LOSS, OR CORRUPTION WAS NOT IN ANY MATERIAL RESPECT DUE TO ENVESTNET’S ACT AND PROVIDED FURTHER THAT ENVESTNET HAS COMPLIED WITH ITS OBLIGATIONS SET FORTH IN SECTION 13(G) BELOW. FBS ACKNOWLEDGES THAT THE ENVESTNET TECHNOLOGY TRANSMITS INFORMATION OVER LOCAL EXCHANGE, INTEREXCHANGE AND INTERNET BACKBONE CARRIER LINES AND THROUGH ROUTERS, SWITCHES AND OTHER DEVICES OWNED, MAINTAINED AND SERVICED BY THIRD PARTY LOCAL EXCHANGE AND LONG DISTANCE CARRIERS, UTILITIES, INTERNET SERVICE PROVIDERS AND OTHERS, ALL OF WHICH ARE BEYOND THE CONTROL OF ENVESTNET. IN THE EVENT OF A DELAY, FAILURE, INTERRUPTION, LOSS OR CORRUPTION OF DATA, ENVESTNET WILL WORK WITH THE APPROPRIATE THIRD PARTY TO RESTORE THE SERVICES ARE PROVIDED “AS IS” AND, TO THE FULLEST EXTENT OF THE LAW, PROVIDED WITHOUT WARRANTIES, CLAIMS OR REPRESENTATIONS MADE BY IKARIA, EITHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF QUALITY, PERFORMANCE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, NOR ARE THERE ANY WARRANTIES CREATED BY COURSE OF DEALING, COURSE OF PERFORMANCE, OR TRADE USAGEPROMPTLY AS POSSIBLE. (d) Nothing contained in this Agreement shall limit or alter (i) the obligation of either Party to indemnify the other Party pursuant to the Separation Agreement or any other Ancillary Document or (ii) the right of either Party to make a claim pursuant to the Separation Agreement or any other Ancillary Document; provided, that no Party shall obtain duplicative recoveries.