Common use of Limited Warranty and Liability Clause in Contracts

Limited Warranty and Liability. Licensor warrants that the Maintenance and Support Services will be provided in conformance with the terms of this Agreement. Licensor does not make any other warranties, whether expressed or implied, whether regarding the performance of the Licensed Program or the services provided under this Agreement. Licensee acknowledges and agrees that Licensor has not warranted that the installation or use of the Software protects Licensee from cyber threats such as ransomware, hacking, data theft, data loss or any other perils resulting from the unauthorized acts of any third party or from Licensee’s own agents, consultants, contractors or employees. Licensee further acknowledges and agrees that Licensor has not warranted that will be possible to recover any data or other content that Licensee inputs or generates during the use of the Software in the event any such data or other content is lost or corrupted. LICENSOR SHALL NOT BE LIABLE IN ANY EVENT FOR ANY LOSS OF PROFITS, LOSS OF USE, BUSINESS INTERRUPTION, LOSS OF DATA, COST OF COVER OR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND IN CONNECTION WITH OR ARISING OUT OF THE FURNISHING, PERFORMANCE OR USE OF THE LICENSED PROGRAM OR SERVICES PERFORMED HEREUNDER, WHETHER ALLEGED AS A BREACH OF CONTRACT OR TORT CONDUCT, INCLUDING NEGLIGENCE EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SUBJECT TO THE FOREGOING AND NOTWITHSTANDING ANYTHING TO THE CONTRARY ELSEWHERE CONTAINED, IN NO EVENT SHALL THE MAXIMUM AGGREGATE LIABILITY OF THE LICENSOR IN CONNECTION WITH THIS AGREEMENT EXCEED THE MAINTENANCE AND SUPPORT FEE PAID BY THE LICENSOR IN THE SIX (6) MONTHS PRECEDING THE CLAIM.

Limited Warranty and Liability. Licensor warrants that a. SimpliVity’s limited warranty provides for a period of ninety (90) days after delivery the Maintenance and Support Services Product will be free from defects in material and workmanship, and will substantially conform to the applicable SimpliVity technical documentation provided in conformance with the terms of this AgreementProduct. Licensor This limited warranty does not make any apply to problems that arise from (i) other warrantiesitems or services not provided or authorized by SimpliVity, whether expressed (ii) installation or implied, whether regarding the performance of the Licensed Program configuration other than in accordance with SimpliVity’s written instructions or the services provided under this Agreement. Licensee acknowledges and agrees that Licensor has not warranted that the installation or applicable SimpliVity technical documentation, (iii) use of the Software protects Licensee from cyber threats such as ransomwareProduct in an environment, hackingin a manner, data theftor for a purpose for which the Product was not designed, data loss (iv) modifications, alterations or any other perils resulting from repairs not authorized in writing by SimpliVity, or (v) the unauthorized acts negligence or fault of any Customer, Customer’s personnel or a third party not acting under SimpliVity’s instructions or from Licenseecontrol. Customer’s own agentssole remedy and SimpliVity’s sole liability with respect to a breach of the foregoing limited warranty shall be for SimpliVity to, consultantsat its option, contractors (a) use commercially reasonable efforts to remedy such breach, (b) replace the affected Product(s), or employees(c) refund the amount paid by Customer for the affected Product(s), upon return thereof to SimpliVity, in which event the license granted herein shall terminate. Licensee further acknowledges and agrees that Licensor has not warranted that will be possible to recover any data or other content that Licensee inputs or generates To receive warranty service, Customer must register (during the use warranty period) at xxxx://xxx.XxxxxxXxxx.xxx/support. In jurisdictions that do not allow the limitations on the scope and duration of warranties set forth herein, additional warranties may apply. This limited warranty is limited to the original purchaser of the Software Product and is not transferable unless otherwise agreed to in the event any such data or other content is lost or corruptedwriting by SimpliVity. b. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE FOREGOING WARRANTY IS EXCLUSIVE, AND EXCEPT AS EXPRESSLY SET FORTH HEREIN, THE PRODUCT IS PROVIDED HEREUNDER BY SIMPLIVITY ON AN “AS IS” BASIS, AND SIMPLIVITY AND ITS SUPPLIERS EXPRESSLY DISCLAIM ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, WRITTEN OR ORAL, INCLUDING BUT NOT LIMITED TO ANY WARRANTY OF MERCHANTABILITY, SATISFACTORY QUALITY, NON- INFRINGEMENT OR FITNESS FOR PARTICULAR PURPOSE, AND ANY WARRANTIES ARISING BY STATUTE, OPERATION OF LAW, COURSE OF DEALING OR PERFORMANCE, OR USAGE OF TRADE. LICENSOR NEITHER SIMPLIVITY NOR ITS SUPPLIERS SHALL NOT BE LIABLE IN ANY EVENT FOR ANY LOSS OF PROFITS, LOSS OF USE, BUSINESS INTERRUPTION, LOSS OF DATA, COST OF COVER OR ANY INDIRECT, SPECIALCONSEQUENTIAL, INCIDENTAL, EXEMPLARYINDIRECT, PUNITIVE OR CONSEQUENTIAL SPECIAL DAMAGES OF ANY KIND IN CONNECTION WITH OR ARISING OUT OF THIS AGREEMENT OR THE FURNISHINGUSE OR PURCHASE OF ANY PRODUCT, PERFORMANCE OR USE REGARDLESS OF THE LICENSED PROGRAM OR SERVICES PERFORMED HEREUNDER, WHETHER ALLEGED AS A BREACH OF CONTRACT OR TORT CONDUCT, INCLUDING NEGLIGENCE EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY LOST REVENUES, GOODWILL OR PROFITS, BUSINESS INTERRUPTION, PROCUREMENT OF SUBSTITUTE HARDWARE, SOFTWARE OR SERVICES, LOST DATA, WORK STOPPAGE, RE-RUN TIME, INACCURATE OUTPUT, COMPUTER FAILURE OR MALFUNCTION. SUBJECT TO THE FOREGOING AND NOTWITHSTANDING ANYTHING TO THE CONTRARY ELSEWHERE CONTAINED, IN NO EVENT SHALL THE MAXIMUM AGGREGATE SIMPLIVITY’S TOTAL LIABILITY ARISING OUT OF THE LICENSOR OR IN CONNECTION WITH THIS AGREEMENT OR THE USE OR PURCHASE OF ANY PRODUCT SHALL BE LIMITED TO PROVEN, DIRECT DAMAGES IN AN AMOUNT NOT TO EXCEED THE MAINTENANCE AND SUPPORT FEE TOTAL AMOUNT PAID BY CUSTOMER FOR THE LICENSOR IN THE PRODUCT GIVING RISE TO SUCH DAMAGES. SIMPLIVITY SHALL NOT BE LIABLE FOR ANY CLAIM BROUGHT MORE THAN SIX (6) MONTHS PRECEDING YEARS AFTER THE CLAIM.CAUSE OF ACTION FOR SUCH CLAIM FIRST

Limited Warranty and Liability. Licensor 5.1 GTI warrants that the Maintenance and Support Services will to be provided by GTI and/or any GTI Subsidiary shall be performed at an equivalent level of quality in conformance respect of a particular Service to that provided to WMC by GTI and/or a such GTI Subsidiary, as the case may be, prior to the date hereof (regardless of from whom such prior Service was provided). GTI does not warrant the quality of any Services provided by a third party Service Provider. 5.2 Except as otherwise provided in this Section 5.2 or otherwise in respect of any liabilities incurred pursuant to Section 7.2, GTI and the Subsidiaries shall have no liability under or as a result of this Agreement. Subject to Article VII, GTI's and the Subsidiaries' maximum liability and Purchaser's sole remedy in the event performance of Services rendered by GTI or any GTI Subsidiary or third party Service Provider fails to comply with the terms of this Agreement. Licensor does not make any other warranties, whether expressed or implied, whether regarding the performance Agreement is a refund of the Licensed Program purchase price paid to GTI or any GTI Subsidiary for such Services or, at Purchaser's option and subject to availability, the services provided under this Agreementprovision of Services curing the breaching Services. Licensee acknowledges and agrees that Licensor has The preceding sentence shall not warranted that be applicable to the installation or use extent such non-compliance arises out of the Software protects Licensee from cyber threats such as ransomware, hacking, data theft, data loss intentional misconduct or any other perils resulting from the unauthorized acts gross negligence of any third party GTI or from Licensee’s own agents, consultants, contractors a Subsidiary or their agents or employees. Licensee further acknowledges GTI and agrees the Subsidiaries shall have no responsibility to maintain insurance to cover any or all loss or damage to goods to which WMC has title that Licensor has not warranted are in GTI's or a Subsidiary's possession or control, except that there shall be such liability for costs attributable to the failure to maintain insurance if GTI and Purchaser have agreed in accordance with the terms of this Agreement that such insurance coverage will be possible provided as a Service hereunder. 5.3 Purchaser will indemnify and hold harmless GTI, the Subsidiaries and their respective employees and agents with respect to recover any data damages or other content that Licensee inputs losses incurred by GTI, the Subsidiaries or generates during the use their respective employees or agents arising out of the Software in provision of Services, except to the event any extent of GTI's or such data Subsidiary's intentional misconduct or other content is lost or corrupted. LICENSOR SHALL NOT BE LIABLE IN ANY EVENT FOR ANY LOSS OF PROFITS, LOSS OF USE, BUSINESS INTERRUPTION, LOSS OF DATA, COST OF COVER OR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND IN CONNECTION WITH OR ARISING OUT OF THE FURNISHING, PERFORMANCE OR USE OF THE LICENSED PROGRAM OR SERVICES PERFORMED HEREUNDER, WHETHER ALLEGED AS A BREACH OF CONTRACT OR TORT CONDUCT, INCLUDING NEGLIGENCE EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SUBJECT TO THE FOREGOING AND NOTWITHSTANDING ANYTHING TO THE CONTRARY ELSEWHERE CONTAINED, IN NO EVENT SHALL THE MAXIMUM AGGREGATE LIABILITY OF THE LICENSOR IN CONNECTION WITH THIS AGREEMENT EXCEED THE MAINTENANCE AND SUPPORT FEE PAID BY THE LICENSOR IN THE SIX (6) MONTHS PRECEDING THE CLAIMgross negligence.

Limited Warranty and Liability. Licensor warrants 3.1 FusionCharts does not warrant that the Maintenance and Support Services Software will be error-free. Source code is licensed “as is”. FusionCharts does not provide any technical support for Source Code. The Software may be provided with third-party components or plug-ins or other third-party software as set forth in paragraph 1.4 (H). FusionCharts does not warrant that the third-party software will be error-free. 3.2 FusionCharts’ and its suppliers’ entire liability, in contract, tort or otherwise, and your exclusive remedy hereunder shall be termination of this Agreement as provided in conformance with paragraph 1.2, and FusionCharts will have no obligation to refund or return any part of the terms License Fee for the License Fee Period during which you exercise your right of this Agreement. Licensor does termination. 3.3 EXCEPT AS EXPRESSLY SET FORTH IN THIS CLAUSE 8, FUSIONCHARTS AND ITS SUPPLIERS DISCLAIM ALL OTHER WARRANTIES, EITHER EXPRESS OR IMPLIED, WHETHER ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING OR USAGE OR TRADE, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF ACCURACY, COMPLETENESS, PERFORMANCE, CURRENCY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE WITH REGARD TO THE SOFTWARE. 3.4 Some jurisdictions do not make any other allow the exclusion or limitation of implied warranties, whether expressed or impliedso the above exclusions might not apply to you. 3.5 FusionCharts’ liability, whether regarding in contract, tort, or otherwise, arising out of your use of, or in connection with, the performance of the Licensed Program Software, or the services provided otherwise under this Agreement. Licensee acknowledges and agrees that Licensor has , shall not warranted that exceed the installation or use amount of the Software protects Licensee from cyber threats such as ransomware, hacking, data theft, data loss or any other perils resulting from the unauthorized acts of any third party or from Licensee’s own agents, consultants, contractors or employees. Licensee further acknowledges and agrees that Licensor has not warranted that will be possible License Fee paid by you to recover any data or other content that Licensee inputs or generates FusionCharts during the use of the Software in the event any such data or other content is lost or corruptedlast 12 (twelve) months. LICENSOR IN NO EVENT SHALL NOT FUSIONCHARTS OR ITS SUPPLIERS BE LIABLE IN ANY EVENT FOR ANY SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, LOSS OF USE, BUSINESS INTERRUPTION, LOSS OF DATABUSINESS INFORMATION, COST OF COVER OR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND IN CONNECTION WITH OR OTHER PECUNIARY LOSS) ARISING OUT OF THE FURNISHING, PERFORMANCE OR USE OF OR INABILITY TO USE THE LICENSED PROGRAM OR SERVICES PERFORMED HEREUNDERSOFTWARE, WHETHER ALLEGED AS A BREACH OF CONTRACT OR TORT CONDUCT, INCLUDING NEGLIGENCE EVEN IF FUSIONCHARTS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SUBJECT TO THE FOREGOING AND NOTWITHSTANDING ANYTHING TO THE CONTRARY ELSEWHERE CONTAINED, IN NO EVENT SHALL THE MAXIMUM AGGREGATE LIABILITY OF THE LICENSOR IN CONNECTION WITH THIS AGREEMENT EXCEED THE MAINTENANCE AND SUPPORT FEE PAID BY THE LICENSOR IN THE SIX (6) MONTHS PRECEDING THE CLAIM.

Limited Warranty and Liability. Licensor warrants that the Maintenance Sublicensor agrees, at its option, and Support Services such action will be provided in conformance Customer’s sole remedy with the terms respect thereto, to (a) repair or replace defective Software; or (b) reperform Support. This limited warranty is void if failure of this Agreement. Licensor does not make any other warrantiesSoftware has resulted from Customer’s negligence, whether expressed or impliedaccident, whether regarding the performance of the Licensed Program or the services provided under this Agreement. Licensee acknowledges and agrees that Licensor has not warranted that the installation or use of the Software protects Licensee from cyber threats such as ransomwareabuse, hackingmisapplication, data theftexternal factors beyond Our control, data loss or any other perils resulting from the unauthorized acts of any third party or from Licensee’s own agents, consultants, contractors or employees. Licensee further acknowledges and agrees that Licensor has not warranted that will be possible to recover any data or other content that Licensee inputs or generates during event within Customer’s control. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES AND CONDITIONS, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, WITH REGARD TO THE SOFTWARE AND THE PROVISION OF OR FAILURE TO PROVIDE SUPPORT. To the use of extent implied warranties may not be entirely disclaimed but implied warranty limitations are allowed by applicable law, implied warranties on the Software in the event any such data or other content is lost or corruptedSoftware, if any, are limited to ninety (90) days. LICENSOR TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL NOT WE BE LIABLE IN ANY EVENT FOR ANY SPECIAL, INCIDENTAL, INDIRECT, COVER, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, FOR LOSS OF PROFITS, LOSS OF USEDATA, BUSINESS INTERRUPTION, LOSS OF DATAMALPRACTICE LIABILITY, COST OF COVER OR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND IN CONNECTION WITH OR OTHER PECUNIARY LOSS) ARISING OUT OF THE FURNISHING, PERFORMANCE OR USE OF OR INABILITY TO USE THE LICENSED PROGRAM SOFTWARE OR SERVICES PERFORMED HEREUNDERTHE PROVISION OF OR FAILURE TO PROVIDE SUPPORT SERVICES, WHETHER ALLEGED AS A BREACH OF CONTRACT OR TORT CONDUCT, INCLUDING NEGLIGENCE EVEN IF WE WERE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN ANY CASE, OUR ENTIRE LIABILITY UNDER ANY PROVISION OF THIS EUSLA SHALL BE LIMITED TO THE AMOUNT YOU ACTUALLY PAID BY YOU FOR (i) THE SUBLICENSE OF SOFTWARE OR (ii) SUPPORT THAT DIRECTLY CAUSED THE DAMAGE. YOU REPRESENT THAT YOU ARE A LICENSED MEDICAL PRACTITIONER AND THAT YOU ARE SOLELY RESPONSIBLE FOR YOUR DIAGNOSTIC AND MEDICAL OPINION. YOU ACKNOWLEDGE THAT THE SOFTWARE IS AN ADVISORY DEVICE AND IS NOT DESIGNED TO SUBSTITUTE FOR THE PRIMARY DEFENCES AGAINST DEATH OR INJURY DURING SURGICAL, MEDICAL LIFE SUPPORT OR OTHER POTENTIALLY HAZARDOUS APPLICATIONS WHICH SHALL CONTINUE TO BE SOLELY DEPENDANT YOUR SKILL, KNOWLEDGE AND EXPERIENCE. Equipment purchased by Customer, from Cuattro or authorized Distributor of Cuattro, and also identified below in Equipment Products Schedule will be covered by this Equipment Warranty Agreement. Items not both purchased, from Cuattro or authorized Distributor of Cuattro and also listed in the Equipment Products Schedule are specifically excluded and have no warranty. Cuattro warrants Equipment covered by this Equipment Warranty Agreement shall be free from defects in material and workmanship that impair their performance and that Equipment shall be in substantial compliance with operational features of Cuattro’s published specifications at the time of original sale. Warranty Service and conditions are subject to conditions and limitations of this Agreement and any in force Equipment Warranty Agreement, Renewal Warranty Option and Initial Warranty Term. No Warranty Agreement is transferrable, without the express written permission of Cuattro, in Cuattro’s sole discretion, provided however that Cuattro shall not unreasonably withhold permission. DETECTORS V VARIAN SERIES (NEW) (2520, 4336, 4343, 4030R, 4030E) SERIES DIGITAL RADIOGRAPHY DETECTOR S NEW CUATTRO 1012 / 14x17 / 17x17 SERIES DIGITAL RADIOGRAPHY DETECTOR ACQUISITION CONSOLES SM- SERIES: CLOUD DR (VETERINARY) OPERATOR’S CPU AND TOUCHSCREEN EQ- SERIES: UNOEQ CONSOLE UNO SERIES: UNO2 CONSOLE SLATE SERIES: SLATE CONSOLE PS- ADDITIONAL SAMSUNG DETECTOR POWER SUPPLY AND CABLE PACKAGE X-RAY MECHANICALS AND TABLE (EXCLUDES TUBE AND ELECTRONICS, WHICH ARE 1 YEAR MAX AND NOT EXTENDABLE) -GEN SM SERIES X-RAY MECHANICALS AND TABLES (EXCLUDES TUBE AND GENERTOR ELECTRONICS) PACS AND DICOM HARDWARE MYCLOUD MYCLOUD DICOM SERVER EQUIPMENT ULTRASOUND ESAOTE MYLAB 1 / 5 / 30 / 40 / 50 / CLASS C / ALPHA / TWICE 7 JANUARY 15. SUBJECT TO THE FOREGOING AND NOTWITHSTANDING ANYTHING TO THE CONTRARY ELSEWHERE CONTAINED, IN NO EVENT SHALL THE MAXIMUM AGGREGATE LIABILITY OF THE LICENSOR IN CONNECTION WITH THIS AGREEMENT EXCEED THE MAINTENANCE AND SUPPORT FEE PAID BY THE LICENSOR IN THE SIX (6) MONTHS PRECEDING THE CLAIMCHANGE WITHOUT NOTICE.

Limited Warranty and Liability. Licensor 1. MISONIX warrants that the Maintenance and Support Services will be materials described herein shall meet the specifications as set forth in Schedule B, but DOES NOT WARRANT THE SUITABILITY OR USES WHICH MAY BE MADE OF THE SAME OR THE UNITS TO BE PRODUCED HEREUNDER. 2. Except as provided in conformance with the terms of this Agreement. Licensor does Paragraph (3) hereafter, MISONIX shall not make be liable for , and MDA assumes responsibility for, and hereby agrees to indemnify and hold harmless MISONIX for and against all costs, expenses and damages (including reasonable attorney's fees arising from any other warranties, whether expressed or implied, whether regarding the performance of the Licensed Program or the services provided under this Agreement. Licensee acknowledges claim for personal injury and agrees that Licensor has not warranted that the installation or use of the Software protects Licensee from cyber threats such as ransomware, hacking, data theft, data loss or any other perils property damage resulting from the unauthorized acts handling of any third party or from Licensee’s own agentsthe Ultrasonic Units, consultantsfollowing MDA's acceptance of the Ultrasonic Units after it has completed its testing as provided in Quality Assurance. 3. Except as provided in paragraph (5) hereof, contractors or employees. Licensee further acknowledges MDA shall not be liable for, and MISONIX assumes responsibility for and agrees that Licensor has not warranted that will be possible to recover any data indemnify and save harmless, MDA, for all personal injury and property damages which occur during MISONIX'S manufacturing process of Ultrasonic Units or other content that Licensee inputs which Ultrasonic Units are being delivered to MDA or generates during its designees or for claims based on violations of Federal, State or local laws or regulations applicable to employee or environmental protection in such manufacture or delivery by MISONIX; e.g., a claim based on MISONIX'S violations of environmental standards, standards dealing with providing a safe place to work, or the use transportation of hazardous materials. 4. Either party, upon learning of the Software claim or lawsuit, under Paragraphs (2) or (3) of this Article, shall notify the other, but MDA's attorneys shall handle and control such claims or suits which fall under Paragraph on Limited Warranty and Liability (2) and MISONIX'S attorneys shall handle and control such claims or suits which fall under Paragraph on Limited Warranty and Liability (3). 5. Notwithstanding the foregoing provisions hereof, MDA shall secure product liability insurance coverage covering personal injury and property damage for the products produced hereunder, at the full cost and expense of MDA, in the event an amount of not less than five million dollars ($5,000,000) with a deductible of approximately two hundred thousand dollars ($200,000), covering both MISONIX and MDA for any such data or other content is lost or corrupted. LICENSOR SHALL NOT BE LIABLE IN ANY EVENT FOR ANY LOSS OF PROFITS, LOSS OF USE, BUSINESS INTERRUPTION, LOSS OF DATA, COST OF COVER OR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND IN CONNECTION WITH OR ARISING OUT OF THE FURNISHING, PERFORMANCE OR USE OF THE LICENSED PROGRAM OR SERVICES PERFORMED HEREUNDER, WHETHER ALLEGED AS A BREACH OF CONTRACT OR TORT CONDUCT, INCLUDING NEGLIGENCE EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SUBJECT TO THE FOREGOING AND NOTWITHSTANDING ANYTHING TO THE CONTRARY ELSEWHERE CONTAINED, IN NO EVENT SHALL THE MAXIMUM AGGREGATE LIABILITY OF THE LICENSOR IN CONNECTION WITH THIS AGREEMENT EXCEED THE MAINTENANCE AND SUPPORT FEE PAID BY THE LICENSOR IN THE SIX (6) MONTHS PRECEDING THE CLAIMand all liability.

Limited Warranty and Liability. Licensor warrants that the Maintenance and Support The Services will be provided in conformance of Happie include only connecting you with the terms names of this AgreementCandidates who may be interested in hearing more about jobs or opportunities with you. Licensor Happie does not act as an agent for the Candidate or for you and makes no representations about the qualifications or background of a Candidate relating to any job or offer or employment you make any other warranties, whether expressed to a Candidate. Happie does not provide reference checking or implied, whether regarding background check services and Happie does not verify the performance of the Licensed Program or the services provided under this Agreement. Licensee acknowledges and agrees that Licensor has not warranted that the installation or use of the Software protects Licensee from cyber threats such as ransomware, hacking, data theft, data loss or any other perils resulting from the unauthorized acts accuracy of any third party or information provided by the Candidate. Any decision to hire a candidate shall be solely your own and you shall be solely responsible for any issues arising from Licensee’s own agents, consultants, contractors or employees. Licensee further acknowledges and agrees that Licensor has not warranted that will be possible to recover any data or other content that Licensee inputs or generates during the use of the Software in Happie Services, the event any such data offer of employment to a Candidate, or any other content is lost or corruptedengagement of a Candidate. LICENSOR EXCEPT AS SPECIFICALLY SET FORTH IN THIS CONTRACT, HAPPIE MAKES NO OTHER WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE SERVICES PROVIDED HEREUNDER. PROVIDER SPECIFICALLY DISCLAIMS ANY AND ALL EXPRESS OR IMPLIED WARRANTIES INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR FUNCTION. NEITHER PARTY SHALL NOT BE LIABLE IN ANY EVENT TO THE OTHER PARTY FOR ANY LOSS OF INDIRECT, SPECIAL, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL OR PUNITIVE DAMAGES INCLUDING, BUT NOT LIMITED TO, LOST REVENUE, LOST PROFITS, LOSS OF USE, BUSINESS INTERRUPTION, LOSS OF BUSINESS, OR LOSS OF DATA, COST OF COVER OR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND IN CONNECTION WITH OR ARISING OUT OF THE FURNISHING, PERFORMANCE OR USE OF THE LICENSED PROGRAM OR SERVICES PERFORMED HEREUNDER, WHETHER ALLEGED AS A BREACH OF CONTRACT OR TORT CONDUCT, INCLUDING NEGLIGENCE EVEN IF FORESEEABLE AND/OR ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER ARISING UNDER ANY THEORY OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE. SUBJECT NEITHER PARTY’S LIABILITY TO THE FOREGOING AND NOTWITHSTANDING ANYTHING OTHER ARISING FROM THIS AGREEMENT SHALL EXCEED THE (A) GREATER OF THE PROVEN DIRECT DAMAGES, OR (B) THE TOTAL AMOUNT OF FEES PAID BY EMPLOYER TO HAPPIE IN THE PRECEDING THREE (3) MONTH PERIOD PRIOR TO THE CONTRARY ELSEWHERE CONTAINED, IN NO EVENT SHALL GIVING RISE TO THE MAXIMUM AGGREGATE LIABILITY CAUSE OF THE LICENSOR IN CONNECTION WITH THIS AGREEMENT EXCEED THE MAINTENANCE AND SUPPORT FEE PAID BY THE LICENSOR IN THE SIX (6) MONTHS PRECEDING THE CLAIMACTION.

Limited Warranty and Liability. Licensor 18.1 Supplier warrants that the Maintenance each Product delivered to Xxxx Micro hereunder shall be newly manufactured, shall conform to its published specifications and Support Product documentation and shall be in good working order in accordance with Supplier’s standard warranty policy for such Product. Supplier also warrants that it will perform any Services will be provided in conformance a professional and workmanlike manner. A copy of Supplier’s standard warranty policy with the terms respect to each Product and/or Service is published from time to time on Supplier’s website, xxx.xxxxxxxxxxxxx.xxx which is incorporated herein and made a part of this Agreement. Licensor The warranty period shall begin to run with respect to any Xxxx Micro Customer upon delivery of the Products and/or Services to the Xxxx Micro Customer. If Supplier makes no separate warranty to its end users, then, unless otherwise agreed, this warranty is transferable to Xxxx Micro Customers. 18.2 As of the Effective Date, the Product does not contain any code that is licensed under the General Public License or similar license, which may require a licensee using the code to release or make available source code as a condition of its use (“Open Source Code”). Licensor will list the inclusion of any other warrantiesOpen Source Code (including the applicable open source license and a reference thereto) in the Product Documentation which will be provided for every update, whether expressed upgrade or implied, whether regarding the performance new release of the Licensed Program or the services provided under this Agreement. Licensee acknowledges and agrees that Licensor has not warranted that the installation or use of the Software protects Licensee from cyber threats such as ransomwareSoftware. 18.3 EXCEPT AS SPECIFIED HEREIN, hackingSUPPLIER MAKES NO WARRANTIES OR REPRESENTATIONS, data theftEXPRESS OR IMPLIED, data loss or any other perils resulting from the unauthorized acts of any third party or from Licensee’s own agentsTO XXXX MICRO OR TO ANY OTHER PERSON AND EXPRESSLY DISCLAIMS ALL IMPLIED WARRANTIES, consultantsINCLUDING, contractors or employees. Licensee further acknowledges and agrees that Licensor has not warranted that will be possible to recover any data or other content that Licensee inputs or generates during the use of the Software in the event any such data or other content is lost or corrupted. LICENSOR BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. 18.4 NEITHER PARTY HEREUNDER SHALL NOT BE LIABLE IN ANY EVENT TO THE OTHER, BY WAY OF INDEMNITY OR OTHERWISE, FOR ANY LOSS OF PROFITS, LOSS OF USE, BUSINESS INTERRUPTION, LOSS OF DATA, COST OF COVER OR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARYCONSEQUENTIAL OR PUNITIVE DAMAGES, PUNITIVE INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS OR CONSEQUENTIAL DAMAGES REVENUE, LOSS OF ANY KIND IN CONNECTION WITH DATA, PROCUREMENT COSTS, OR ARISING OUT OF THE FURNISHINGBUSINESS INTERRUPTION COSTS, PERFORMANCE OR USE OF THE LICENSED PROGRAM OR SERVICES PERFORMED HEREUNDER, WHETHER ALLEGED AS A BREACH OF CONTRACT OR TORT CONDUCT, INCLUDING NEGLIGENCE EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SUBJECT TO THE FOREGOING AND . 18.5 NOTWITHSTANDING ANYTHING TO THE CONTRARY ELSEWHERE CONTAINEDHEREIN, IN NO EVENT SHALL THE XXXX MICRO’S MAXIMUM AGGREGATE LIABILITY OF THE LICENSOR UNDER, ARISING FROM OR IN CONNECTION WITH THIS AGREEMENT EXCEED OR THE MAINTENANCE SUBJECT MATTER HEREOF, SHALL BE LIMITED TO THE SUM EQUAL TO THE AMOUNT PAID AND SUPPORT FEE PAID PAYABLE BY XXXX MICRO TO SUPPLIER FOR THE LICENSOR IN THE SIX (6) MONTHS PRECEDING PRODUCTS AND/OR SERVICES GIVING RISE TO THE CLAIM.. THIS LIMITATION OF LIABILITY IS CUMULATIVE AND NOT PER INCIDENT. Xxxx Microproducts Inc. Distribution Agreement

Limited Warranty and Liability. Licensor warrants that It is your responsibility to choose, maintain and match the Maintenance hardware and Support Services software components of you system. Thus, IST cannot guarantee uninterrupted service or correction of errors and the programs are licensed on an “AS IS” basis. The media on which the programs are recorded are warranted against defective material or workmanship under normal use as follows: for a period of ninety (90) days after purchase from International Sports Timing. Defective media returned to IST with proof of receipt, and proven to be defective upon inspection shall be replaced without charge. Replacement media will be provided in conformance with warranted for the terms remainder of this Agreementthe original ninety (90) day warranty period of the defective Media. Licensor The limited warranty does not make any other warranties, whether expressed or implied, whether regarding apply if the performance failure of the Licensed Program media resulted from accident, abuse or the services provided under this Agreement. Licensee acknowledges and agrees that Licensor has not warranted that the installation or use misapplication of the Software protects Licensee from cyber threats such as ransomwareprograms. NO IMPLIED WARRANTY AS TO THE QUALITY OR PERFORMANCE OF THE SOFTWARE, hackingINCLUDING ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, data theftIS GIVEN FOR THE SOFTWARE, data loss or any other perils resulting from the unauthorized acts of any third party or from Licensee’s own agentsAND ALL SUCH WARRANTIES ARE EXPRESSLY DISCLAIMED (EXCEPT FOR IMPLIED WARRANTIES ON THE MEDIA WHICH ARE LIMITED IN DURATION TO THE NINETY (90) DAY PERIOD DESCRIBED ABOVE). NO OTHER WARRANTY OR GUARANTEE GIVEN BY ANY PERSON, consultantsFIRM OR CORPORATION WITH RESPECT TO THE SOFTWARE OR DELIVERY OF THE SOFTWARE SHALL BIND IST OR ANYONE ELSE WHO HAS BEEN INVOLVED IN THE CREATION, contractors or employeesPRODUCTION OR DELIVERY OF THE SOFTWARE (SOME STATES OR PROVIDENCES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU). Licensee further acknowledges and agrees that Licensor has not warranted that will be possible to recover any data or other content that Licensee inputs or generates during the use of the Software in the event any such data or other content is lost or corrupted. LICENSOR SHALL NOT BE LIABLE IN IST NOR ANY EVENT OTHER PERSON, FIRM OR CORPORATION IS RESPONSIBLE FOR THE LOSS OF REVENUE OR PROFITS, EXPENSE OR INCONVENIENCE, OR FOR ANY LOSS OF PROFITS, LOSS OF USE, BUSINESS INTERRUPTION, LOSS OF DATA, COST OF COVER OR ANY INDIRECT, OTHER SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE INCIDENTAL OR CONSEQUENTIAL DAMAGES CAUSED BY THE USE, MISUSE OR INABILITY TO USE THE SOFTWARE, WHETHER ON ACCOUNT OF NEGLIGENCE OR OTHERWISE, OR BY FAILURE TO CONFORM TO ANY KIND IN CONNECTION WITH EXPRESS OR ARISING OUT IMPLIED WARRANTIES OR CONDITIONS (SOME STATES OR PROVINCES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSTIONMAY NOT APPLY TO YOU). THIS LIMITED WARRANTY XXXXX NOT EXTEND TO ANYONE OTHER THAN THE ORIGINAL USER OF THE FURNISHING, PERFORMANCE OR USE OF THE LICENSED PROGRAM OR SERVICES PERFORMED HEREUNDER, WHETHER ALLEGED AS A BREACH OF CONTRACT OR TORT CONDUCT, INCLUDING NEGLIGENCE EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGESSOFTWARE. SUBJECT TO THE FOREGOING AND NOTWITHSTANDING ANYTHING TO THE CONTRARY ELSEWHERE CONTAINED, IN NO EVENT SHALL THE MAXIMUM AGGREGATE LIABILITY OF THE LICENSOR IN CONNECTION WITH THIS AGREEMENT EXCEED THE MAINTENANCE AND SUPPORT FEE PAID BY THE LICENSOR IN THE SIX (6) MONTHS PRECEDING THE CLAIMThis limited warranty gives you specific legal rights. And you may also have other rights which vary from country to country.

Limited Warranty and Liability. Licensor 1. MISONIX warrants that the Maintenance and Support Services will be materials described herein shall meet the specifications as set forth in Schedule B, but DOES NOT WARRANT THE SUITABILITY OR USES WHICH MAY BE MADE OF THE SAME OR THE UNITS TO BE PRODUCED HEREUNDER. 2. Except as provided in conformance with the terms of this Agreement. Licensor does Paragraph (3) hereafter, MISONIX shall not make be liable for, and MDA assumes responsibility for, and hereby agrees to indemnify and hold harmless MISONIX for and against all costs, expenses and damages (including reasonable attorney's fees arising from any other warranties, whether expressed or implied, whether regarding the performance of the Licensed Program or the services provided under this Agreement. Licensee acknowledges claim for personal injury and agrees that Licensor has not warranted that the installation or use of the Software protects Licensee from cyber threats such as ransomware, hacking, data theft, data loss or any other perils property damage resulting from the unauthorized acts handling of any third party or from Licensee’s own agentsthe Ultrasonic Units, consultantsfollowing MDA's acceptance of the Ultrasonic Units after it has completed its testing as provided in Quality Assurance. 3. Except as provided in paragraph (5) hereof, contractors or employees. Licensee further acknowledges MDA shall not be liable for, and MISONIX assumes responsibility for and agrees that Licensor has not warranted that will be possible to recover any data indemnify and save harmless, MDA, for all personal injury and property damages which occur during MISONIX'S manufacturing process of Ultrasonic Units or other content that Licensee inputs which Ultrasonic Units are being delivered to MDA or generates during its designees or for claims based on violations of Federal, State or local laws or regulations applicable to employee or environmental protection in such manufacture or delivery by MISONIX; e.g., a claim based on MISONIX'S violations of environmental standards, standards dealing with providing a safe place to work, or the use transportation of hazardous materials. 4. Either party, upon learning of the Software claim or lawsuit, under Paragraphs (2) or (3) of this Article, shall notify the other, but MDA's attorneys shall handle and control such claims or suits which fall under Paragraph on Limited Warranty and Liability (2) and MISONIX'S attorneys shall handle and control such claims or suits which fall under Paragraph on Limited Warranty and Liability (3). 5. Notwithstanding the foregoing provisions hereof, MDA shall secure product liability insurance coverage covering personal injury and property damage for the products produced hereunder, at the full cost and expense of MDA, in an amount of not less than five million dollars ($5,000,000) with a deductible of approximately two hundred thousand dollars ($200,000), covering both MISONIX and MDA for any and all liability. At the event any time of commercial sales of the Units, the face amount of such data or other content is lost or corrupted. LICENSOR SHALL NOT BE LIABLE IN ANY EVENT FOR ANY LOSS OF PROFITS, LOSS OF USE, BUSINESS INTERRUPTION, LOSS OF DATA, COST OF COVER OR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND IN CONNECTION WITH OR ARISING OUT OF THE FURNISHING, PERFORMANCE OR USE OF THE LICENSED PROGRAM OR SERVICES PERFORMED HEREUNDER, WHETHER ALLEGED AS A BREACH OF CONTRACT OR TORT CONDUCT, INCLUDING NEGLIGENCE EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SUBJECT TO THE FOREGOING AND NOTWITHSTANDING ANYTHING TO THE CONTRARY ELSEWHERE CONTAINED, IN NO EVENT SHALL THE MAXIMUM AGGREGATE LIABILITY OF THE LICENSOR IN CONNECTION WITH THIS AGREEMENT EXCEED THE MAINTENANCE AND SUPPORT FEE PAID BY THE LICENSOR IN THE SIX (6) MONTHS PRECEDING THE CLAIMinsurance coverage shall be increased to not less than $10,000,000.

Limited Warranty and Liability. Licensor warrants 15.1 Both ALIEN and ST warrant that: (a) each has the right to disclose to each other or use, without liability to others, all subject matter, including ideas, inventions whether patented or not, creations, works, processes, designs and methods that the Maintenance and Support Services one party will be provided disclose or use in conformance with the terms its performance of this Agreement. Licensor does not make any other warranties; (b) each has the full power to enter into this Agreement, whether expressed or implied, whether regarding the performance of the Licensed Program or the services provided and to carry out its obligations under this Agreement; NO WARRANTIES OR REPRESENTATIONS, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE, ARE GIVEN by ST for samples and prototypes delivered to ALIEN under a Project. Licensee acknowledges ST shall not be liable for any damages resulting from any use or application of such samples and agrees that Licensor has not warranted that prototypes made by ALIEN. Once Alliance RFID Products are qualified by ST and ALIEN and volume production is launched, ST and/or its Affiliates will supply the installation or use Alliance RFID Products under the terms and conditions of the Software protects Licensee from cyber threats such as ransomwareappropriate supply Agreement. 15.2 EXCEPT IN THE EVENT OF GROSS NEGLIGENCE, hackingWILLFUL MISCONDUCT, data theftOR BREACH OF THE CONFIDENTIALITY OBLIGATION SET OUT IN PARAGRAPH 7 HEREIN, data loss or any other perils resulting from NEITHER PARTY *** Confidential treatment requested pursuant to a request for confidential treatment filed with the unauthorized acts of any third party or from Licensee’s own agentsSecurities and Exchange Commission. Omitted portions have been filed separately with the Commission. SHALL HAVE ANY LIABILITY TO THE OTHER PARTY, consultantsITS SUBCONTRACTORS, contractors or employees. Licensee further acknowledges and agrees that Licensor has not warranted that will be possible to recover any data or other content that Licensee inputs or generates during the use of the Software in the event any such data or other content is lost or corrupted. LICENSOR SHALL NOT BE LIABLE IN CLIENTS OR ANY EVENT THIRD PARTY FOR ANY COSTS OF SUBSTITUTE PRODUCT(S) OR SERVICES, OR FOR INCIDENTAL, CONSEQUENTIAL, INDIRECT, SPECIAL OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION SUCH DAMAGES OR LIABILITIES FOR LOSS OF REVENUE, LOSS OF BUSINESS, FOR FRUSTRATION OF ECONOMIC OR BUSINESS EXPECTATIONS, LOSS OF PROFITS, LOSS OF USE, BUSINESS INTERRUPTION, LOSS OF DATA, OR COST OF COVER CAPITAL, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), WARRANTY OR OTHERWISE, ARISING IN ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND IN CONNECTION WITH OR ARISING WAY OUT OF THE FURNISHINGOR RELATING TO THIS AGREEMENT OR UNDER ANY PROJECT AGREEMENTS, PERFORMANCE OR USE OF THE LICENSED PROGRAM OR SERVICES PERFORMED HEREUNDER, WHETHER ALLEGED AS A BREACH OF CONTRACT OR TORT CONDUCT, INCLUDING NEGLIGENCE EVEN IF ANY REPRESENTATIVE OF A PARTY HERETO HAD BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SUBJECT TO . 15.3 EXCEPT IN THE FOREGOING AND NOTWITHSTANDING ANYTHING TO THE CONTRARY ELSEWHERE CONTAINEDEVENT OF GROSS NEGLIGENCE, WILLFUL MISCONDUCT, OR BREACH OF CONFIDENTIALITY OBLIGATIONS SET OUT IN NO EVENT SHALL THE MAXIMUM AGGREGATE PARAGRAPH 7 HEREIN TOTAL CUMULATIVE LIABILITY ARISING OUT OF THE LICENSOR OR IN CONNECTION WITH THIS AGREEMENT OR UNDER A DEVELOPMENT AGREEMENT, WHETHER IN CONTRACT, IN TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, WILL NOT EXCEED 1,000 USD (ONE THOUSAND US DOLLARS) FOR EITHER PARTY. For the avoidance of doubt, supply agreements that the Parties may enter into, from time to time, pursuant to the Alliance for the sales and purchase of fully qualified Alliance RFID Products will be governed by the limitation of liability clauses set out in such sales agreements and will not be subject to the limited liability provision contained in this Paragraph 15.3. 15.4 NEITHER PARTY MAKES ANY WARRANTY OF NON-INFRINGEMENT OF INTELLECTUAL PROPERTY WITH RESPECT TO THE MAINTENANCE AND SUPPORT FEE PAID BY THE LICENSOR IN THE SIX (6) MONTHS PRECEDING THE CLAIMST OR ALIEN IP RIGHTS.

Limited Warranty and Liability. Licensor 3.1 The Service Provider warrants that the Maintenance and Support Services Installed Software will be provided operate in conformance substantial accordance with the terms Documentation for a period of this Agreement. Licensor does not make any other warranties, whether expressed or implied, whether regarding the performance of the Licensed Program or the services provided under this Agreement. Licensee acknowledges and agrees that Licensor has not warranted that the installation or use of the Software protects Licensee from cyber threats such as ransomware, hacking, data theft, data loss or any other perils resulting 90 days from the unauthorized acts date of delivery thereof to the Customer when used in accordance with the Documentation and this Licence Terms. The foregoing warranty will not apply with respect to the exclusions set forth in Section 2.4. 3.2 EXCEPT AS EXPRESSLY SET FORTH IN SECTION 3.1 ABOVE AND TO THE EXTENT PERMITTED BY LAW, NO OTHER WARRANTIES ARE BEING GIVEN WITH RESPECT TO THE INSTALLED SOFTWARE AND DOCUMENTATION, AND THE SERVICE PROVIDER EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES, WHETHER IMPLIED OR ARISING UNDER STATUTE, COMMON LAW OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, EXPRESS OR IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT. 3.3 The Parties agree to the following indemnity arrangements: (a) Notwithstanding anything to the contrary in Section 3.4(b), the Customer agrees to indemnify, defend, and hold harmless the Service Provider, its affiliates, and their respective successors, assigns, officers, directors, agents and employees, from and against any and all third-party claims, proceedings, suits, and demands (“Claims”), and all related damages, liabilities, costs and expenses (including reasonable attorneys’ fees), arising out of or in connection with (iii) any infringement (or claim of infringement) by a third party of any third party or from Licenseeintellectual property rights, based upon the Service Provider’s own agents, consultants, contractors or employees. Licensee further acknowledges and agrees that Licensor has not warranted that will be possible to recover use of any data or other content that Licensee inputs materials made available to the Service Provider by or generates during the use on behalf of the Customer, or otherwise used by or on behalf of the Customer in connection with the Installed Software (including any violation or infringement thereby of third party intellectual property or other rights). (b) The Service Provider shall indemnify, defend and hold harmless the Customer its affiliates, and their respective successors, assigns, officers, directors, agents and employees, against any third-party Claim brought against the Customer in accordance with clause 30.2 and 30.3 of the Agreement. CLAUSE 30.3 OF THE AGREEMENT STATES THE ENTIRE LIABILITY AND OBLIGATIONS OF THE SERVICE PROVIDER, AND THE SOLE REMEDY OF THE CUSTOMER, WITH RESPECT TO ANY ACTUAL OR ALLEGED INFRINGEMENT OF ANY INTELLECTUAL PROPERTY RIGHTS BY ANY INSTALLED SOFTWARE OR ANY PART THEREOF(c) The indemnification obligations set out above are conditioned upon: (i) the indemnified party notifying the indemnifying party in writing as soon as practically possible of the claim, suit or proceeding for which the indemnifying party is obligated under this section; and (ii) the indemnified party cooperating with, assisting and providing information to, the indemnifying party as reasonably required; and (iii) the indemnified party granting the indemnifying party the right to defend or settle such claim, suit or proceeding, at the indemnifying party’s cost and expense as stated above. Neither party shall admit liability in respect of, or settle a claim, suit or proceeding in the event name and on behalf of, the other party without first obtaining the other party’s written consent. In this regard, it is also agreed that the indemnifying party shall not enter into any settlement Licence Terms with respect to any such data claim, suit or other content is lost proceeding unless such settlement includes an unconditional release of the indemnified party from all liability on claims that are the subject matter of such claim, suit or corrupted. LICENSOR SHALL NOT BE LIABLE IN ANY EVENT FOR ANY LOSS OF PROFITS, LOSS OF USE, BUSINESS INTERRUPTION, LOSS OF DATA, COST OF COVER OR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND IN CONNECTION WITH OR ARISING OUT OF THE FURNISHING, PERFORMANCE OR USE OF THE LICENSED PROGRAM OR SERVICES PERFORMED HEREUNDER, WHETHER ALLEGED AS A BREACH OF CONTRACT OR TORT CONDUCT, INCLUDING NEGLIGENCE EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SUBJECT TO THE FOREGOING AND NOTWITHSTANDING ANYTHING TO THE CONTRARY ELSEWHERE CONTAINED, IN NO EVENT SHALL THE MAXIMUM AGGREGATE LIABILITY OF THE LICENSOR IN CONNECTION WITH THIS AGREEMENT EXCEED THE MAINTENANCE AND SUPPORT FEE PAID BY THE LICENSOR IN THE SIX (6) MONTHS PRECEDING THE CLAIMproceeding.

Limited Warranty and Liability. Licensor a. DrillingInfo represents and warrants that it has the Maintenance right to provide Licensee the information in the DI System. Licensee acknowledges that the information provided through the DI System is compiled from sources which are beyond the control of DrillingInfo. Though such information is recognized by the Parties to be generally reliable, the Parties acknowledge that inaccuracies may occur and Support Services will be provided in conformance with DrillingInfo and its licensors do not warrant the terms of this Agreement. Licensor does not make any other warranties, whether expressed accuracy or implied, whether regarding the performance suitability of the Licensed Program information. FOR THIS REASON, LICENSEE ACKNOWLEDGES THAT THE DI SYSTEM IS PROVIDED TO LICENSEE ON AN "AS IS, WITH ALL FAULTS" BASIS. DRILLINGINFO AND ITS LICENSORS EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES, WHETHER EXPRESS, ORAL, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING ANY IMPLIED WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE, ANY IMPLIED WARRANTY OF MERCHANTABILITY, ANY WARRANTY OF NON-INFRINGEMENT, (SUBJECT TO THE INDEMNIFICATION SET FORTH IN SECTION 14d) ANY WARRANTIES ARISING BY VIRTUE OF CUSTOM OF TRADE OR COURSE OF DEALING AND ANY IMPLIED WARRANTIES OF TITLE OR NON-INFRINGEMENT. FURTHER, DRILLINGINFO AND ITS LICENSORS DO NOT REPRESENT OR WARRANT THAT THE DI SYSTEM WILL MEET LICENSEE’S REQUIREMENTS OR ARE SUITABLE FOR LICENSEE’S NEEDS. b. Licensee assumes all risk of errors and omissions in the DI System, including the transmission or translation of information. Licensee assumes full responsibility for implementing sufficient procedures and checks to satisfy its requirements for the services accuracy and suitability of the DI System, including the information, and for maintaining any means which Licensee may require for the reconstruction of lost data or subsequent manipulations or analyses of the information provided under this the License Agreement. Licensee acknowledges and agrees that Licensor has DrillingInfo and its licensors, including its and their officers, directors, employees, affiliates, agents, representatives or subcontractors shall not warranted in any event be liable for any special, incidental or consequential damages arising out of the use or inability to use the DI System for any purpose whatsoever. Certain laws (e.g., consumer laws) may confer certain rights that prohibit exclusion of implied warranties, or the installation exclusion or limitation of certain damages. If such laws apply, the exclusions or limitations set forth immediately above may not apply to Licensee to the extent required by such laws. c. Except for claims involving intellectual property infringement as provided in Section 14d, Licensee shall indemnify, defend and hold harmless DrillingInfo, including its officers, directors, employees, affiliates, agents, representatives or subcontractors from and against any claims brought by persons or entities other than the Parties arising from or related to Licensee’s access to and use of the Software protects DI System, including any information obtained through the DI System. d. DrillingInfo shall indemnify, hold harmless, and defend Licensee from cyber threats against any claim or action brought against it to the extent that such as ransomwareaction is based on a claim that the unmodified DI System, hackingwhen used in accordance with the License Agreement, data theftinfringes a United States copyright, data loss trademark, patent, trade secret or other intellectual property. DrillingInfo shall pay all costs, settlements and damages finally awarded; provided that Licensee (i) notifies DrillingInfo in writing within ten (10) days of any receiving a claim, (ii) gives DrillingInfo sole control of the defense and settlement of such claim, and (iii) provides all reasonable assistance in connection with such defense or settlement. If the DI System or any part of the DI System is adjudged to infringe, or in DrillingInfo’s opinion is likely to become the subject of such a claim, DrillingInfo shall, at its option (i) procure for Licensee the right to continue using the DI System, or (ii) modify or replace the DI System to the extent necessary to make it so that it does not infringe. If DrillingInfo cannot perform either (i) or (ii), then it may terminate the License Agreement and refund the proportionate part of the License fee for the period from termination to the Ending Date. DrillingInfo shall have no liability regarding any claim arising out of: (i) use of other perils resulting from than a current, unaltered release of the unauthorized acts of any third party or from Licensee’s own agentsDI System, consultantsunless the infringing portion is also included in the then current, contractors or employees. Licensee further acknowledges and agrees that Licensor has not warranted that will be possible to recover any data or other content that Licensee inputs or generates during the unaltered release, (ii) use of the Software DI System in the event any such combination with non-DrillingInfo software, data or equipment if the infringement was caused by such use or combination, (iii) any modification or derivation of the DI System not specifically authorized in writing by DrillingInfo, or (iv) use of third party software. The foregoing states the entire liability of DrillingInfo and the exclusive remedy relating to infringement or claims of infringement of any copyright trademark, patent, trade secret or other content is lost or corrupted. LICENSOR intellectual property by the DI System. e. EXCEPT TO THE EXTENT ARISING FROM THIS SECTION 14, IF THERE SHALL NOT AT ANY TIME BE LIABLE IN OR ARISE ANY EVENT FOR ANY LOSS LIABILITY ON THE PART OF PROFITS, LOSS OF USE, BUSINESS INTERRUPTION, LOSS OF DATA, COST OF COVER DRILLINGINFO OR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND IN CONNECTION WITH OR ARISING OUT ITS LICENSORS BY VIRTUE OF THE FURNISHING, PERFORMANCE LICENSE AGREEMENT OR USE BECAUSE OF THE LICENSED PROGRAM OR SERVICES PERFORMED HEREUNDERRELATIONSHIP ESTABLISHED BETWEEN THE PARTIES, WHETHER ALLEGED DUE TO THE NEGLIGENCE OF DRILLINGINFO OR ITS LICENSORS OR OTHERWISE, DRILLINGINFO’S LIABILITY IS AND SHALL BE LIMITED TO A SUM EQUAL IN AMOUNT TO THE SUMS ACTUALLY PAID TO DRILLINGINFO BY LICENSEE UNDER THE TERMS OF THE LICENSE AGREEMENT, AS LIMITED DAMAGES AND NOT AS A BREACH PENALTY. THIS LIMITATION OF CONTRACT OR TORT CONDUCT, INCLUDING NEGLIGENCE EVEN LIABILITY SHALL BE COMPLETE AND EXCLUSIVE. IF ADVISED LICENSEE WISHES TO INCREASE THE AMOUNT OF THE POSSIBILITY POSSIBLE LIMITED DAMAGES, IT MAY OBTAIN A HIGHER LIMIT FROM DRILLINGINFO BY PAYING PROPORTIONATELY INCREASED LICENSE FEES UNDER THE LICENSE AGREEMENT. DRILLINGINFO WILL PROVIDE LICENSEE A SCHEDULE OF SUCH DAMAGES. SUBJECT TO THE FOREGOING INCREASED FEES AND NOTWITHSTANDING ANYTHING TO THE CONTRARY ELSEWHERE CONTAINED, IN NO EVENT SHALL THE RELATED MAXIMUM AGGREGATE LIABILITY OF THE LICENSOR IN CONNECTION WITH THIS AGREEMENT EXCEED THE MAINTENANCE AND SUPPORT FEE PAID BY THE LICENSOR IN THE SIX (6) MONTHS PRECEDING THE CLAIMUPON REQUEST.

Limited Warranty and Liability. Licensor 6.1. Customers shall not be entitled to receive any support or other kind of maintenance services from SYMBIOTIC EDA. 6.2. SYMBIOTIC EDA warrants that the Maintenance Software will perform in substantial accordance with its description provided under the AWS Marketplacein Annex 1. If during this time period the SYMBIOTIC EDA Software and Support Services the Software does not perform as warranted, the sole remedy of Customer shall be as follows: SYMBIOTIC EDA shall at its discretion undertake to repair the Software (e.g. by providing an update) free of charge within a reasonable period of time after receiving notice from Customer of such warranty failure (a minimum of thirty days) or decide to refund the Customer for its unused usage hours purchased. Any other warranty remedies are explicitly excluded. This warranty will be provided apply only if (i) the Software has been properly used at all times and in conformance accordance with the terms of this Agreement. Licensor does not make any other warranties, whether expressed or implied, whether regarding the performance of the Licensed Program Agreement or the services provided under instructions for use by SYMBIOTIC EDA and (ii) no modification, alteration or addition has been made to the Software. Furthermore, to the extent permitted by applicable law, this Agreement. Licensee acknowledges and agrees that Licensor has warranty shall not warranted that the installation apply for any defects or use of problems due to software integrated in the Software protects Licensee from cyber threats and provided by third parties or licensed under any Open Source License to the extent SYMBIOTIC EDA was unable to detect such as ransomware, hacking, data theft, data loss defects or any other perils resulting from problems applying the unauthorized acts level of any third party or from Licensee’s own agents, consultants, contractors or employees. Licensee further acknowledges and agrees that Licensor has not warranted that will be possible to recover any data or other content that Licensee inputs or generates during the use of the Software customary care in the event any such data or other content is lost or corruptedsector. 6.3. LICENSOR Except as set forth in Section 7.1, above, THE SOFTWARE IS PROVIDED “AS IS” AND THERE ARE NO WARRANTIES WITH RESPECT TO THE SOFTWARE PROVIDED HEREUNDER, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OF THIRD PARTIES. SYMBIOTIC EDA DOES NOT WARRANT THAT THE SOFTWARE OR ANY OF ITS PARTS WILL BE ERROR FREE, WILL OPERATE WITHOUT INTERRUPTION OR WILL BE COMPATIBLE WITH ANY SOFTWARE OR HARDWARE USED IN CONJUNCTION WITH THE SOFTWARE. 6.4. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW SYMBIOTIC EDA SHALL NOT BE LIABLE IN ANY EVENT FOR ANY LOSS OF PROFITSSPECIAL, LOSS OF USEINCIDENTAL, BUSINESS INTERRUPTION, INDIRECT OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING BUT NOT LIMITED TO LOSS OF DATA, COST OF COVER DATA BEING RENDERED INACCURATE, BUSINESS INTERRUPTION OR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OTHER PECUNIARY OR CONSEQUENTIAL DAMAGES OF ANY KIND IN CONNECTION WITH OR OTHER LOSS WHATSOEVER) ARISING OUT OF THE FURNISHINGLICENSE OF OR THE USE OR INABILITY TO USE THE SOFTWARE. IN ANY EVENT, PERFORMANCE OR USE OF THE LICENSED PROGRAM OR SERVICES PERFORMED HEREUNDER, WHETHER ALLEGED AS A BREACH OF CONTRACT OR TORT CONDUCT, INCLUDING NEGLIGENCE EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SUBJECT TO THE FOREGOING AND NOTWITHSTANDING ANYTHING TO THE CONTRARY ELSEWHERE CONTAINEDEXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE MAXIMUM AGGREGATE LIABILITY OF THE LICENSOR IN CONNECTION WITH THIS AGREEMENT SYMBIOTIC EDA EXCEED THE MAINTENANCE AND SUPPORT FEE AMOUNT PAID TO SYMBIOTIC EDA BY THE LICENSOR IN THE SIX (6) MONTHS PRECEDING THE CLAIMCUSTOMER UNDER THIS AGREEMENT.

Limited Warranty and Liability. Licensor warrants that the Maintenance Sublicensor agrees, at is option, and Support Services such action will be provided in conformance Customer’s sole remedy with the terms respect thereto, to (a) repair or replace defective Software ; or (b) reperform Support. This limited warranty is void if failure of this Agreement. Licensor does not make any other warrantiesSoftware has resulted from Customer’s negligence, whether expressed or impliedaccident, whether regarding the performance of the Licensed Program or the services provided under this Agreement. Licensee acknowledges and agrees that Licensor has not warranted that the installation or use of the Software protects Licensee from cyber threats such as ransomwareabuse, hackingmisapplication, data theftexternal factors beyond Our control, data loss or any other perils resulting from the unauthorized acts of any third party or from Licensee’s own agents, consultants, contractors or employees. Licensee further acknowledges and agrees that Licensor has not warranted that will be possible to recover any data or other content that Licensee inputs or generates during event within Customer’s control. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES AND CONDITIONS, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, WITH REGARD TO THE SOFTWARE AND THE PROVISION OF OR FAILURE TO PROVIDE SUPPORT. To the use of extent implied warranties may not be entirely disclaimed but implied warranty limitations are allowed by applicable law, implied warranties on the Software in the event any such data or other content is lost or corruptedSoftware, if any, are limited to ninety (90) days. LICENSOR TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL NOT WE BE LIABLE IN ANY EVENT FOR ANY SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, FOR LOSS OF PROFITS, LOSS OF USEDATA, BUSINESS INTERRUPTION, LOSS OF DATAMALPRACTICE LIABILITY, COST OF COVER OR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND IN CONNECTION WITH OR OTHER PECUNIARY LOSS) ARISING OUT OF THE FURNISHING, PERFORMANCE OR USE OF OR INABILITY TO USETHE SOFTWARE OR THE LICENSED PROGRAM PROVISION OF OR SERVICES PERFORMED HEREUNDERFAILURE TO PROVIDE SUPPORT SERVICES, WHETHER ALLEGED AS A BREACH OF CONTRACT OR TORT CONDUCT, INCLUDING NEGLIGENCE EVEN IF WE WERE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SUBJECT IN ANY CASE, OUR ENTIRE LIABILITY UNDER ANYPROVISION OF THIS EUSLA SHALL BE LIMITED TO THE FOREGOING AMOUNT YOU ACTUALLY PAID BY YOU FOR (I) THE SUBLICENSE OF SOFTWARE OR (ii) SUPPORT THAT DIRECTLY CAUSED THE DAMAGE. YOU REPRESENT THAT YOU ARE A TRAINED SECURITY GOVERNMENT INVESTIGATOR AND NOTWITHSTANDING ANYTHING TO THE CONTRARY ELSEWHERE CONTAINEDTHAT YOU ARE SOLELY RESPONSIBLE FOR YOUR DIAGNOSTIC AND SECURITY OPINION. Equipment purchased from Cuattro that meets the requirements for Warranty and Service, IN NO EVENT SHALL THE MAXIMUM AGGREGATE LIABILITY OF THE LICENSOR IN CONNECTION WITH and also identified below in Equipment Products Schedule will be covered by this Agreement. All other items are specifically excluded and have no warranty. Warranty includes Software Support. Cuattro warrants Equipment covered by this Agreement during the Warranty Term shall be free from defects in material and workmanship that impair their reasonable performance and that Equipment shall be in substantial compliance with operational features of Cuattro’s published specifications at the time of original sale. Warranty, Service and conditions are subject to conditions and limitations of this Agreement . Warranty is not transferrable without the express written permission of Cuattro, in Cuattro’s sole discretion, provided however that Cuattro shall not unreasonably withhold permission. THIS AGREEMENT EXCEED THE MAINTENANCE DESCRIBES END USER’S EXCLUSIVE REMEDIES AND CUATTRO’S SOLE LIABILITY FOR ANY WARRANTY CLAIMS FOR EQUIPMENT AND ANY CLAIMS FOR LIABILITY OR DAMAGES. For Software, licensed in conjunction with Equipment purchased by the original purchaser End User, where such Software is covered by this Agreement, Cuattro will provide support as limited by EUSLA, concurrently with Warranty and as limited herein: 1. Nothing in this Agreement shall obligate Cuattro to develop, create, test, release, support or provide for use, or sell any new software, Software, Upgrades, Updates, Fixes, or functionality (“Software Enhancements”). Software Enhancements are limited to generally available releases only. 2. CUATTRO IS UNDER NO OBLIGATION TO PRODUCE ANY SOFTWARE ENHANCEMENT THAT IS REVERSE OR RETROACTIVELY COMPATIBLE WITH EQUIPMENT OR TO UPGRADE EQUIPMENT, PRODUCT(S) OR CUSTOMER SUPPLIED ITEMS IN ORDER TO FACILITATE A SOFTWARE ENHANCEMENT. Software Enhancements may require hardware or Equipment purchases, including necessary upgrades to Customer’s Equipment (“Hardware Updates”). Hardware Updates that may be needed to make Software Enhancements operable to Specifications are specifically excluded and are Customer’s responsibility and Customer’s cost. In the event that Customer’s Equipment or Site cannot support features of a generallyavailable released Software Enhancement, Customer may choose: (i) to pay to upgrade Equipment at Cuattro’s current pricing or (ii) to forego Software Enhancement while retaining the balance of the obligations and benefits of under the Agreement then in effect. 3. Customer acknowledges it is not reasonable, nor feasible for Cuattro to upgrade, update, fix or support Software versions that are older than two generations (as defined as a version number x.y.z where x or y advances by at least one numeral) from the most recent generally available release of the Software. In the event of a lapse in coverage or Customer’s refusal or failure to cooperate to upgrade or update Software, Customer may be required to bring Customer’s Software to the most recent generally available release, for a fee determined solely by Cuattro, to resume the benefit of obtaining Support, Updates, Fixes, and Upgrades to the Software. Customer and Cuattro agree to use commercially reasonable efforts to update, fix or upgrade Software covered under a valid, in force, fully paid up Software Support agreement, no later than twelve (12) months after each generally available release of Software. Delays or inability to obtain Service(s), Equipment or Software may occur, in the event of technical difficulties with broadband services, firewalls or other matters, including Customer’s failure to meet the conditions in this Agreement. THIS AGREEMENT DESCRIBES CUSTOMER’S EXCLUSIVE REMEDIES AND CUATTRO’S AND END USER'S SOLE LIABILITY FOR ANY SUPPORT FEE PAID BY THE LICENSOR IN THE SIX (6) MONTHS PRECEDING THE CLAIMCLAIMS FOR SOFTWARE.

Limited Warranty and Liability. Licensor warrants that a) All reasonable precautions have been taken in the Maintenance and Support Services will be provided in conformance with the terms of this Agreement. Licensor does not make any other warranties, whether expressed or implied, whether regarding the performance preparation of the Licensed Program Curriculum, including both technical and non-technical proofing. TechnoKids Inc. and all staff, and or the services provided under this Agreement. Licensee acknowledges an authorized reseller/agent, assume no responsibility for any errors or omissions. b) TechnoKids Inc. and agrees that Licensor has or an authorized reseller/agent shall not warranted that the installation be responsible for any direct, incidental, or use of the Software protects Licensee consequential damages arising from cyber threats such as ransomware, hacking, data theft, data loss or any other perils resulting from the unauthorized acts of any third party or from Licensee’s own agents, consultants, contractors or employees. Licensee further acknowledges and agrees that Licensor has not warranted that will be possible to recover any data or other content that Licensee inputs or generates during the use of the Software Curriculum. While the Curriculum is regularly scanned for viruses, it is the Licensees responsibility to virus check all files supplied by TechnoKids Inc. and or an authorized reseller/agent, prior to use. c) TechnoKids Inc. warrants for a period of ninety (90) days from the date of purchase of this License that the Curriculum as provided by TechnoKids Inc. will be in accordance with the accompanying documentation. d) TechnoKids Inc. entire liability and Licensee’s sole and exclusive remedy for any breach of the foregoing limited warrant will be, at TechnoKids Inc. option, replacement of the Curriculum, refund of the purchase price, or repair or replacement of the Curriculum which is returned to TechnoKids Inc. and or an authorized reseller/agent. e) No refund will be given in the event of inadequate hardware or network systems at the Licensee's Site resulting in the inability to install resources files or complete assignments as outlined in the Curriculum. f) No refund will be given in the event Authorized Users lack the knowledge for installing or implementing the Curriculum. g) No refund will be given in the event of inadequate Internet connection at the Licensee's Site resulting in the inability to download Curriculum files from the Internet. h) No refund will be given in the event of inadequate printing facilities at the Licensee's Site resulting in the inability to print the Curriculum. i) TechnoKids Inc.'s total liability to Licensee for damages for any such data cause whatsoever, howsoever caused (whether in contract, negligence or other content is lost tort, under statute or corrupted. LICENSOR SHALL NOT BE LIABLE IN ANY EVENT FOR ANY LOSS OF PROFITS, LOSS OF USE, BUSINESS INTERRUPTION, LOSS OF DATA, COST OF COVER OR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND IN CONNECTION WITH OR ARISING OUT OF THE FURNISHING, PERFORMANCE OR USE OF THE LICENSED PROGRAM OR SERVICES PERFORMED HEREUNDER, WHETHER ALLEGED AS A BREACH OF CONTRACT OR TORT CONDUCT, INCLUDING NEGLIGENCE EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SUBJECT TO THE FOREGOING AND NOTWITHSTANDING ANYTHING TO THE CONTRARY ELSEWHERE CONTAINED, IN NO EVENT SHALL THE MAXIMUM AGGREGATE LIABILITY OF THE LICENSOR IN CONNECTION WITH THIS AGREEMENT EXCEED THE MAINTENANCE AND SUPPORT FEE PAID BY THE LICENSOR IN THE SIX (6otherwise howsoever arising) MONTHS PRECEDING THE CLAIMwill be limited to the money paid for the Curriculum that caused the damages.

Limited Warranty and Liability. Licensor 1. MISONIX warrants that the Maintenance and Support Services will be materials described herein shall meet the specifications as set forth in Schedule B but DOES NOT WARRANT THE SUITABILITY OR USES WHICH MAY BE MADE OF THE SAME OR THE UNITS TO BE PRODUCED HEREUNDER. 2. Except as provided in conformance with the terms of this Agreement. Licensor does Paragraph (3) hereafter, MISONIX shall not make be liable for, and MDA assumes responsibility for, and hereby agrees to indemnify and hold harmless MISONIX for and against all costs, expenses, and damage (including reasonable attorney's fees arising from any other warranties, whether expressed or implied, whether regarding the performance of the Licensed Program or the services provided under this Agreement. Licensee acknowledges claim for personal injury and agrees that Licensor has not warranted that the installation or use of the Software protects Licensee from cyber threats such as ransomware, hacking, data theft, data loss or any other perils property damage resulting from the unauthorized acts handling of the Ultrasonic Units) following MDA's acceptance of the Ultrasonic Units after it has completed its testing as provided in Quality Assurance. 3. Except as provided in Paragraph (5) hereof, MDA shall not be liable for, and MISONIX assumes responsibility for and agrees to indemnify and save harmless, MDA, for all personal injury and property damages which occur during MISONIX'S manufacturing process of Ultrasonic Units or which Ultrasonic Units are being delivered to MDA or its designees or for claims based on violations of Federal, State or local laws or regulations applicable to employee or environmental protection in such manufacture or delivery by MISONIX; e.g., a claim based on MISONIX'S violations of environmental standards, standards dealing with providing a safe place to work, or the transportation of hazardous materials. 4. Either party, upon learning of any third party claims or from Licensee’s own agentssuits, consultantsunder Paragraphs (2) or (3) of this Article, contractors shall notify the other, but MDA's attorneys shall handle and control such claims or employees. Licensee further acknowledges suits which fall under Paragraph (2) above on Limited Warranty and agrees that Licensor has not warranted that will be possible to recover any data Liability and MISONIX'S attorneys shall handle and control such claims or other content that Licensee inputs or generates during the use of the Software in the event any such data or other content is lost or corrupted. LICENSOR SHALL NOT BE LIABLE IN ANY EVENT FOR ANY LOSS OF PROFITS, LOSS OF USE, BUSINESS INTERRUPTION, LOSS OF DATA, COST OF COVER OR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND IN CONNECTION WITH OR ARISING OUT OF THE FURNISHING, PERFORMANCE OR USE OF THE LICENSED PROGRAM OR SERVICES PERFORMED HEREUNDER, WHETHER ALLEGED AS A BREACH OF CONTRACT OR TORT CONDUCT, INCLUDING NEGLIGENCE EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SUBJECT TO THE FOREGOING AND NOTWITHSTANDING ANYTHING TO THE CONTRARY ELSEWHERE CONTAINED, IN NO EVENT SHALL THE MAXIMUM AGGREGATE LIABILITY OF THE LICENSOR IN CONNECTION WITH THIS AGREEMENT EXCEED THE MAINTENANCE AND SUPPORT FEE PAID BY THE LICENSOR IN THE SIX suits which fall under Paragraph (6) MONTHS PRECEDING THE CLAIM.3)

Limited Warranty and Liability. Licensor 1. MISONIX warrants that the Maintenance and Support Services will be materials described herein shall meet the specifications as set forth in Schedule B but DOES NOT WARRANT THE SUITABILITY OR USES WHICH MAYBE MADE OF THE SAME OR THE UNITS TO BE PRODUCED HEREUNDER. 2. Except as provided in conformance with the terms of this Agreement. Licensor does Paragraph (3) hereafter, MISONIX shall not make be liable for, and MDA and LySonix assume responsibility for, and hereby agrees to indemnify and hold harmless MISONIX for and against all costs, expenses, and damage (including reasonable attorney's fees arising from any other warranties, whether expressed or implied, whether regarding the performance of the Licensed Program or the services provided under this Agreement. Licensee acknowledges claim for personal injury and agrees that Licensor has not warranted that the installation or use of the Software protects Licensee from cyber threats such as ransomware, hacking, data theft, data loss or any other perils property damage resulting from the unauthorized acts handling of the Ultrasonic Units) following MDA's or LySonix's acceptance of the Ultrasonic Units after it has completed its testing as provided in Quality Assurance. 3. Except as provided in Paragraph (5) hereof, MDA or LySonix shall not be liable for, and MISONIX assumes responsibility for and agrees to indemnify and save harmless, MDA and LySonix, for all personal injury property damages which occur during MISONIX'S manufacturing process of Ultrasonic Units or its System or for which Ultrasonic Units or Systems that are being delivered to MDA or its designees or for claims based on violations of Federal, State or locallaws or regulations applicable to employee or environmental protection in such manufacture or delivery by MISONIX, e.g., a claim based on MISONIX'S violations of environmental standards, standards deal with providing a safe place to work, or the transportation of hazardous materials. 4. Any party, upon learning of any third party claims or from Licensee’s own agentssuits, consultantsunder Paragraphs (2) or (3) of this Article, contractors shall notify the other, but LySonix's or employees. Licensee further acknowledges MDA's attorneys shall handle and agrees that Licensor has not warranted that will be possible to recover any data control such claims or other content that Licensee inputs suits which fall under Paragraph (2) above on Limited Warranty and Liability and MISONIX'S attorneys shall handle and control such claims or generates during the use of the Software in the event any such data or other content is lost or corrupted. LICENSOR SHALL NOT BE LIABLE IN ANY EVENT FOR ANY LOSS OF PROFITS, LOSS OF USE, BUSINESS INTERRUPTION, LOSS OF DATA, COST OF COVER OR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND IN CONNECTION WITH OR ARISING OUT OF THE FURNISHING, PERFORMANCE OR USE OF THE LICENSED PROGRAM OR SERVICES PERFORMED HEREUNDER, WHETHER ALLEGED AS A BREACH OF CONTRACT OR TORT CONDUCT, INCLUDING NEGLIGENCE EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SUBJECT TO THE FOREGOING AND NOTWITHSTANDING ANYTHING TO THE CONTRARY ELSEWHERE CONTAINED, IN NO EVENT SHALL THE MAXIMUM AGGREGATE LIABILITY OF THE LICENSOR IN CONNECTION WITH THIS AGREEMENT EXCEED THE MAINTENANCE AND SUPPORT FEE PAID BY THE LICENSOR IN THE SIX suits which fan under Paragraph (6) MONTHS PRECEDING THE CLAIM.3)

Limited Warranty and Liability. The Licensor warrants that: (a) that it has the right to license the Software to the End User; (b) as at the date of this XXXX, it is not aware (without having conducted any specific enquiries) of any claims that the Maintenance and Support Services Software infringes the intellectual property rights of third parties; and (c) that the Software will be provided substantially operate in conformance accordance with the terms specifications set out in the Documentation (Operating Specifications). Except for the limited warranties described above, to the extent permitted by law the Software is sold “as is”, and the End User assumes the entire risk as to its use, quality and performance. Without limiting the foregoing, the Licensor disclaims liability to the fullest extent permitted by law as to: (a) merchantability of this Agreement. Licensor does not make the Software; (b) fitness of the Software for a particular purpose; (c) error-free operation of the Software; and (d) any other warranties, whether expressed express or implied, whether regarding . It is the performance of End User’s responsibility to verify the Licensed Program or the services provided under this Agreement. Licensee acknowledges and agrees that Licensor has not warranted that the installation or use of the Software protects Licensee results obtained from cyber threats such as ransomware, hacking, data theft, data loss or any other perils resulting from the unauthorized acts of any third party or from Licensee’s own agents, consultants, contractors or employees. Licensee further acknowledges and agrees that Licensor has not warranted that will be possible to recover any data or other content that Licensee inputs or generates during the use of the Software. If End User believes that the Software does not operate in accordance with the event any such data or other content is lost or corruptedOperating Specifications, the Licensor will replace the Software at no charge to the End User, provided that the End User notifies the Licensor in writing with a description of the reasons why the End User believes that the Software does not operate in accordance with the Operating Specifications. THIS IS THE END USER’S SOLE REMEDY. TO THE EXTENT PERMITTED BY LAW, THE LICENSOR SHALL NOT BE LIABLE IN EXCLUDES ALL OTHER LIABILITY TO THE END USER AND ANY EVENT PERSON FOR ANY LOSS OF PROFITSDIRECT, LOSS OF USE, BUSINESS INTERRUPTION, LOSS OF DATA, COST OF COVER OR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARYCONSEQUENTIAL OR SIMILAR DAMAGES, PUNITIVE LOSS OF DATA, GOODWILL, BUSINESS OPPORTUNITY, PROFITS OR CONSEQUENTIAL DAMAGES REVENUE, HOWEVER OCCURRING AND UNDER ANY CAUSE OF ANY KIND IN CONNECTION WITH OR ARISING OUT OF THE FURNISHING, PERFORMANCE OR USE OF THE LICENSED PROGRAM OR SERVICES PERFORMED HEREUNDER, WHETHER ALLEGED AS A BREACH OF CONTRACT OR TORT CONDUCT, INCLUDING NEGLIGENCE ACTION EVEN IF THE LICENSOR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SUBJECT TO THE FOREGOING AND NOTWITHSTANDING ANYTHING TO THE CONTRARY ELSEWHERE CONTAINEDIn the event that any of the above limitations or exclusions are held to be unenforceable, IN NO EVENT SHALL THE MAXIMUM AGGREGATE LIABILITY OF THE LICENSOR IN CONNECTION WITH THIS AGREEMENT EXCEED THE MAINTENANCE AND SUPPORT FEE PAID BY THE LICENSOR IN THE SIX (6) MONTHS PRECEDING THE CLAIMthe Licensor’s total liability shall not exceed the amount of the licence fee paid by the End User for the Software.

Limited Warranty and Liability. Licensor warrants 3.1 We warrant that the Maintenance media and Support Services will other tangible products (CD-Rom(s) and/or other media on which the Software is recorded) delivered by us are free from defects in materials and workmanship under normal use and service for a period of ninety (90) days from the date of delivery to the original purchaser, as evidenced by sufficient proof of purchase. 3.2 During the warranty period, we shall at our expense replace defective media and other tangible products returned to us (postage prepaid) together with sufficient proof of purchase. Such replacement shall be provided in conformance with warranted for the terms of this Agreement. Licensor does not make any other warranties, whether expressed or implied, whether regarding the performance remainder of the Licensed Program original warranty period or thirty (30) days, whichever is the services provided under this Agreement. Licensee acknowledges and agrees that Licensor has not warranted that the installation or use of the Software protects Licensee from cyber threats such as ransomwarelongest. 3.3 EXCEPT FOR THE EXPRESS LIMITED WARRANTY PROVIDED ABOVE, hackingWE MAKE NO OTHER WARRANTY WHATSOEVER AND DISCLAIM ALL WARRANTIES, data theftEXPRESS, data loss or any other perils resulting from the unauthorized acts of any third party or from Licensee’s own agentsIMPLIED OR STATUTORY, consultantsWITH RESPECT TO OUR SOFTWARE (AND THE IMAGES INCLUDED THEREIN), contractors or employees. Licensee further acknowledges and agrees that Licensor has not warranted that will be possible to recover any data or other content that Licensee inputs or generates during the use of the Software in the event any such data or other content is lost or corrupted. LICENSOR HARDWARE AND SERVICES, INCLUDING WITHOUT LIMITATION TO THE IMPLIED WARRANTIES OF NON-INFRINGEMENT OF ANY THIRD PARTY'S INTELLECTUAL PROPERTY RIGHTS, MERCHANTABILITY, CORRECTNESS, ACCURACY, RELIABILITY, AND FITNESS FOR A PARTICULAR PURPOSE. 3.4 UNDER NO CIRCUMSTANCES AND UNDER NO LEGAL THEORY, WHETHER TORT, CONTRACT, OR OTHERWISE, SHALL NOT WE BE LIABLE IN ANY EVENT FOR ANY LOSS OF PROFITS, LOSS OF USE, BUSINESS INTERRUPTION, LOSS OF DATA, COST OF COVER OR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND IN CONNECTION WITH OR ARISING OUT OF THE FURNISHING, PERFORMANCE OR USE OF THE LICENSED PROGRAM OR SERVICES PERFORMED HEREUNDER, WHETHER ALLEGED AS A BREACH OF CONTRACT OR TORT CONDUCTCHARACTER, INCLUDING NEGLIGENCE WITHOUT LIMITATION LOSS OF PROFITS, EVEN IF ADVISED YOU HAVE BEEN WARNED OF THE POSSIBILITY OF SUCH DAMAGES. DAMAGES OR LOSSES. 3.5 IN THE EVENT THAT, NOTWITHSTANDING THE TERMS OF THIS LIMITED WARRANTY, WE ARE FOUND LIABLE, OUR ENTIRE LIABILITY ARISING OUT OF OR RELATED TO THIS XXXX SHALL NOT EXCEED THE LOWER OF (i) AN AMOUNT EQUAL TO THE PURCHASE PRICE OF THE PRODUCT THAT CAUSED THE DAMAGE OR (ii) EURO 5.000. 3.6 ANY WARRANTY MADE BY US HEREUNDER IS SUBJECT TO THE FOREGOING AND NOTWITHSTANDING ANYTHING YOUR COMPLIANCE TO THE CONTRARY ELSEWHERE CONTAINED, IN NO EVENT SHALL THE MAXIMUM AGGREGATE LIABILITY TERMS AND CONDITIONS OF THE LICENSOR IN CONNECTION WITH THIS AGREEMENT EXCEED THE MAINTENANCE AND SUPPORT FEE PAID BY THE LICENSOR IN THE SIX (6) MONTHS PRECEDING THE CLAIMXXXX.