Mitigation; Termination and Refund Sample Clauses

Mitigation; Termination and Refund. Notwithstanding the foregoing, to mitigate exposure in connection with any Claim, or if Relativity believes a Claim may be made, Relativity may, at Relativity’s option and sole expense: (i) obtain for Client a license to continue using Relativity’s Software in its existing form for the remainder of the Term free from the Claim; (ii) modify Relativity’s Software for Client in an effort to avoid or minimize the Claim, without materially affecting the functionality of Relativity’s Software; (iii) obtain for Client a license to use other software which is marketed to compete with Relativity’s Software (which may be a product made or marketed by the third party making the Claim); or (iv) terminate this Agreement and refund fees paid by Client for the Software in a prorated amount reflecting: (1) any portion of such fees applicable to any period of the Term when Client was not able to use, and did not use, the Software due to the Claim; and (2) any portion of such fees that were pre-paid for any period of the Term following such early termination. This Section contains the only liability and obligations of Relativity, and the only remedies of Client, for any Claims as described herein. THE EXPRESS PROVISIONS OF THIS SECTION ARE IN LIEU OF, AND TO THE EXCLUSION OF, ALL OTHER INDEMNITY AND CONTRIBUTION OBLIGATIONS OF ANY KIND, EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, RELATING TO THE CLAIMS, AND ALL SUCH INDEMNITY AND CONTRIBUTION OBLIGATIONS ARE EXCLUDED FROM THIS AGREEMENT AND WAIVED TO THE FULLEST EXTENT NOT PROHIBITED BY LAW.