Common use of No Other Warranties Clause in Contracts

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREIN, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTS.

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREIN, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARYSUBSIDIARIES, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARYSUBSIDIARIES, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARYSUBSIDIARIES, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY SUBSIDIARIES OR THE ACQUIRED INTERESTS.

No Other Warranties. (a) EXCEPT FOR THE WARRANTIES AS OTHERWISE EXPRESSLY SET FORTH HEREIN, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE PARTIES MAKE NO REPRESENTATIONS AND EXTEND NO WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIESANY KIND, WHETHER STATUTORY, WRITTEN OR ORAL, EITHER EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES , AND PARTICULARLY THAT PRODUCT(S) WILL BE SUCCESSFULLY DEVELOPED HEREUNDER, AND IF PRODUCT(S) ARE DEVELOPED, WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCOSUCH PRODUCT(S), THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, PARTIES DISCLAIM ALL IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. (b) uniQure acknowledges that UC has not warranted to 4DMT under the UCB Agreements as to the validity of any Patent Rights or that practice under such Patent Rights shall be free of infringement. UNIQURE, ITS AFFILIATES AND ITS SUBLICENSEE(S) AGREE THAT (I) THE LICENSES GRANTED PURSUANT TO THE UCB AGREEMENTS, THE UC AAV CAPSID VARIANTS, AND WARRANTIES ARISING FROM COURSE THE ASSOCIATED INVENTIONS ARE PROVIDED WITHOUT WARRANTY OF DEALING MERCHANTABILITY OR USAGE OF TRADEFITNESS FOR A PARTICULAR PURPOSE OR ANY OTHER WARRANTY, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER EXPRESSED OR IMPLIED; (II) UC MAKES NO REPRESENTATION OR WARRANTY THAT ANY INVENTION CLAIMED BY THE UC PATENT RIGHTS, THE UC AAV CAPSID VARIANTS, THE UC PATENT RIGHTS, OR THE UC PRODUCTS WILL NOT INFRINGE ANY PATENT OR OTHER PROPRIETARY RIGHT; AND (III) IN NO EVENT WILL UC BE LIABLE FOR ANY INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES RESULTING FROM EXERCISE OF THE LICENSES GRANTED PURSUANT TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS THE UCB AGREEMENTS OR FORWARD LOOKING STATEMENTS THE USE OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCOINVENTION CLAIMED BY THE UC PATENT RIGHTS, THE SUBSIDIARYUC AAV CAPSID VARIANTS, THE ASSETS OF HOLDCOUC PATENT RIGHTS, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSUC PRODUCTS.

No Other Warranties. EXCEPT FOR THE WARRANTIES AS EXPRESSLY SET FORTH HEREININ THIS AGREEMENT, THE ACQUIRED INTERESTS PRODUCTS AND SERVICES ARE BEING SOLD HEREUNDER ON AN “PROVIDED "AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE " WITHOUT WARRANTY OF ANY KIND AND ARE IN LIEU OF NI DISCLAIMS ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS EXPRESSED OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES , WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARYALL PRODUCTS AND SERVICES, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT, AND ANY WARRANTIES THAT MAY ARISE FROM USAGE OF TRADE OR COURSE OF DEALING. NI DOES NOT WARRANT, GUARANTEE, OR MAKE ANY REPRESENTATIONS REGARDING THE USE OF OR THE RESULTS OF THE USE OF THE PRODUCTS OR SERVICES IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. NI DOES NOT WARRANT THAT THE OPERATION OF THE PRODUCTS WILL BE UNINTERRUPTED OR ERROR FREE. 11. WARNING AND CUSTOMER INDEMNITY. CUSTOMER UNDERSTANDS AND ACKNOWLEDGES THAT PRODUCTS AND SERVICES ARE NOT DESIGNED, MANUFACTURED, OR TESTED FOR USE IN LIFE OR SAFETY CRITICAL SYSTEMS, HAZARDOUS ENVIRONMENTS OR ANY OTHER ENVIRONMENTS REQUIRING FAIL-SAFE PERFORMANCE, INCLUDING IN THE OPERATION OF NUCLEAR FACILITIES; AIRCRAFT NAVIGATION; AIR TRAFFIC CONTROL SYSTEMS; LIFE SAVING OR LIFE SUSTAINING SYSTEMS OR SUCH OTHER MEDICAL DEVICES; OR ANY OTHER APPLICATION IN WHICH THE FAILURE OF THE PRODUCT OR SERVICE COULD LEAD TO DEATH, PERSONAL INJURY, SEVERE PROPERTY DAMAGE OR ENVIRONMENTAL HARM (COLLECTIVELY, "HIGH-RISK USES"). FURTHER, CUSTOMER MUST TAKE PRUDENT STEPS TO PROTECT AGAINST PRODUCT AND SERVICE FAILURES, INCLUDING PROVIDING BACK-UP AND SHUT- DOWN MECHANISMS. NI EXPRESSLY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTY OF FITNESS OF THE PRODUCTS OR SERVICES FOR HIGH-RISK USES. CUSTOMER SHALL DEFEND, INDEMNIFY, RELEASE AND HOLD NI HARMLESS FROM ANY AND ALL CLAIMS, LOSSES, DAMAGES, ACTIONS, INCLUDING, LAWSUITS, ARBITRATIONS, AND/OR ADMINISTRATIVE ACTIONS, AND EXPENSES (INCLUDING REASONABLE ATTORNEYS’ FEES) ARISING OUT OF CUSTOMER’S USE OF THE PRODUCTS AND SERVICES FOR ANY HIGH-RISK USES, INCLUDING ARISING FROM COURSE CLAIMS FOR PRODUCT LIABILITY, PERSONAL INJURY (INCLUDING DEATH) OR DAMAGE TO PROPERTY, REGARDLESS OF DEALING WHETHER SUCH CLAIMS ARE FOUNDED IN WHOLE OR USAGE IN PART UPON ALLEGED OR ACTUAL NEGLIGENCE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSNI.

No Other Warranties. Except as otherwise set forth in Section 7.1 and 7.2, nothing in this Agreement shall be construed as a warranty or representation by Dyax that the use of the Dyax Libraries or Dyax Library Materials and the practice of the patent rights and know-how licensed or sublicensed to Merrimack hereunder will result in any Dyax Antibodies or Products, or as a warranty or representation by Dyax that the exploitation of any of the foregoing will be free from infringement of patents of Third Parties. EXCEPT FOR THE WARRANTIES AS OTHERWISE SET FORTH HEREININ SECTION 7.1 and 7.2 ABOVE, NEITHER PARTY HERETO MAKES ANY REPRESENTATIONS OR WARRANTIES WITH RESPECT TO ANY OF THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. PATENT RIGHTS, MATERIALS (INCLUDING WITHOUT LIMITATION THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE DYAX LIBRARIES AND ARE IN LIEU OF ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN DYAX MATERIALS) OR ORALKNOW-HOW LICENSED HEREUNDER, EXPRESS OR IMPLIED; SELLER PROVIDES NO , EITHER IN FACT OR BY OPERATION OF LAW, BY STATUTE OR OTHERWISE, OR THAT ANY PRODUCT OR SERVICE MADE, USED, SOLD, OR OTHERWISE DISPOSED OF UNDER ANY LICENSE OR SUBLICENSE GRANTED IN THIS AGREEMENT IS OR WILL BE FREE FROM INFRINGEMENT OF ANY PATENT RIGHTS OR OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTSINTELLECTUAL PROPERTY RIGHT OF ANY THIRD PARTY. EACH PARTY SPECIFICALLY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTY OF MERCHANTABILITY, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES OF VALIDITY OR SCOPE OF SUCH PATENT RIGHTS, MATERIALS OR KNOW-HOW, ARISING FROM COURSE OF DEALING OR USAGE OF TRADE, ALL NON-INFRINGEMENT OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS THE INTELLECTUAL PROPERTY RIGHTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSTHIRD PARTY.

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREIN9.4.1 EACH OF NUVECTIS AND UNIVERSITY ACKNOWLEDGES THAT IT DOES NOT ENTER INTO THIS AGREEMENT IN RELIANCE ON ANY REPRESENTATION, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL WARRANTY OR OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. PROVISION EXCEPT AS EXPRESSLY SET FORTH PROVIDED IN ARTICLE 3THIS AGREEMENT, SELLER MAKES NO AND ANY CONDITIONS, WARRANTIES OR OTHER TERMS IMPLIED BY STATUTE OR COMMON LAW ARE EXCLUDED FROM THIS AGREEMENT TO THE FULLEST EXTENT PERMITTED BY LAW. 9.4.2 WITHOUT LIMITING THE SCOPE OF CLAUSE 9.4.1 ABOVE, AND SUBJECT TO CLAUSES 9.1 AND 9.2 ABOVE, UNIVERSITY DOES NOT MAKE ANY REPRESENTATION OR GIVE ANY WARRANTY OR UNDERTAKING: 9.4.2.1 AS TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS THE EFFICACY OR FORWARD LOOKING STATEMENTS USEFULNESS OF THE LICENSED TECHNOLOGY; OR 9.4.2.2 THAT THE USE OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCOOF THE LICENSED TECHNOLOGY, THE SUBSIDIARYMANUFACTURE, SALE, SUPPLY OR USE OF LICENSED PRODUCTS AND/OR THE ASSETS ADDITIONAL LICENSED PRODUCTS OR THE EXERCISE OF HOLDCO, THE ASSETS ANY OF THE SUBSIDIARY RIGHTS GRANTED UNDER THIS AGREEMENT WILL NOT INFRINGE ANY OTHER INTELLECTUAL PROPERTY OR OTHER RIGHTS OF ANY OTHER PERSON; OR 9.4.2.3 THAT ANY INFORMATION COMMUNICATED BY UNIVERSITY TO NUVECTIS AND/OR ITS AFFILIATES UNDER OR IN CONNECTION WITH THIS AGREEMENT WILL PRODUCE LICENSED PRODUCTS AND/OR ADDITIONAL LICENSED PRODUCTS OF SATISFACTORY QUALITY OR FIT FOR THE ACQUIRED INTERESTSPURPOSE FOR WHICH NUVECTIS INTENDED; OR 9.4.2.4 IMPOSING ANY OBLIGATION ON UNIVERSITY TO BRING OR PROSECUTE ACTIONS OR PROCEEDINGS AGAINST THIRD PARTIES FOR INFRINGEMENT OR TO DEFEND ANY ACTION OR PROCEEDINGS FOR REVOCATION OF ANY OF THE LICENSED TECHNOLOGY.

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREINAS OTHERWISE PROVIDED IN THIS SECTION 12, THE ACQUIRED INTERESTS PRODUCTS ARE BEING SOLD HEREUNDER ON AN PROVIDED “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF NEURONETICS DISCLAIMS ALL OTHER WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, WRITTEN OR ORALOTHERWISE, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, AND NEURONETICS SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY AND MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ALL WARRANTIES ARISING FROM COURSE OF DEALING DEALING, USAGE, OR USAGE TRADE PRACTICE. WITHOUT LIMITING THE GENERALITY OF TRADETHE IMMEDIATELY PRECEDING SENTENCE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER NEURONETICS MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND THAT PRODUCTS OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS RESULTS OF THE SUBSIDIARY USE THEREOF WILL MEET CUSTOMER’S OR ANY OTHER PERSON’S REQUIREMENTS, OPERATE WITHOUT INTERRUPTION, ACHIEVE ANY INTENDED RESULT, BE ELIGIBLE FOR REIMBURSEMENT BY INSURANCE COMPANIES AND OTHER THIRD PARTY PAYORS, BE COMPATIBLE OR WORK WITH ANY SOFTWARE, SYSTEM, OR OTHER SERVICES, OR BE SECURE, AVAILABLE, ACCURATE, COMPLETE, FREE OF HARMFUL CODE, OR ERROR FREE. CUSTOMER ACKNOWLEDGES THAT NEURONETICS DOES NOT CONTROL THE ACQUIRED INTERESTSTRANSFER OF DATA OVER THE INTERNET, AND THAT TRAKSTAR INTERNET CAPABILITY AND OTHER COMPONENTS OF PRODUCTS WILL BE SUBJECT TO LIMITATIONS INHERENT IN THE USE OF THE INTERNET. NEURONETICS IS NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES, OR OTHER DAMAGE RESULTING FROM SUCH INTERNET LIMITATIONS.

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREIN, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCOTHE PROJECTS, THE SUBSIDIARYACQUIRED COMPANIES, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARYACQUIRED COMPANIES, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3SECTION 3.01, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONSSeller makes no representation or warranty to Purchaser with respect to any financial projections, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCOforecasts or forward looking statements of any kind or nature whatsoever relating to the Projects, THE SUBSIDIARY, THE ASSETS OF HOLDCOthe ACQUIRED COMPANIES, THE ASSETS OF THE SUBSIDIARY ACQUIRED COMPANIES OR THE ACQUIRED INTERESTS.

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREINThe Purchaser acknowledges and agrees that no other express warranties whatsoever apply to the structure of the Home and items that are functionally part of the Home. Except as provided in this Agreement, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL NEITHER SELLER NOR BUILDER MAKES ANY OTHER REPRESENTATIONS OR WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORALOF ANY NATURE, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT , INCLUDING, BUT LIMITED TO, THOSE OF WORKMANLIKE CONSTRUCTION, HABITABILITY, DESIGN, CONDITION, QUALITY OR OTHERWISE AS TO THE ACQUIRED INTERESTS, HOLDCO, PROPERTY AND THE SUBSIDIARY, THE ASSETS HOME AND OTHER IMPROVEMENTS CONSTRUCTED THEREON AND EACH OF HOLDCO SELLER AND BUILDER HEREBY EXPRESSLY DISCLAIMS ANY SUCH REPRESENTATIONS OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMEDWARRANTIES. EXCEPT AS EXPRESSLY SET FORTH PROVIDED IN ARTICLE 3THIS AGREEMENT, SELLER MAKES NO REPRESENTATION CLIENT HEREBY ACKNOWLEDGES SUCH DISCLAIMER AND, TO THE FULLEST EXTENT PERMITTED BY LAW, (A) WAIVES ANY AND ALL CLAIMS RELATING TO DAMAGE TO OR WARRANTY DEFECTS IN THE HOME OR ANY IMPROVEMENTS, FIXTURES, APPLIANCES OR OTHER PERSONAL PROPERTY IN THE HOME, WHETHER ARISING UNDER COMMON LAW OR STATUTE, WHETHER BASED ON BREACH OF WARRANTY, TORT, OR ANY OTHER THEORY AT LAW OR IN EQUITY; AND (B) WAIVES ALL RIGHTS TO PURCHASER WITH RESPECT DAMAGES, WHETHER ACTUAL, SPECIAL CONSEQUENTIAL, PUNITIVE OR OTHERWISE, OR OTHER REMEDIES OR RELIEF RELATED TO ANY FINANCIAL PROJECTIONS, FORECASTS SUCH DAMAGE OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSDEFECT.

No Other Warranties. EXCEPT FOR THE WARRANTIES AS SET FORTH HEREINABOVE IN THIS SECTION 12, THE ACQUIRED INTERESTS PRODUCTS ARE BEING SOLD HEREUNDER ON AN PROVIDED “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF NEURONETICS HEREBY DISCLAIMS ALL OTHER WARRANTIES, WHETHER STATUTORYEXPRESS, WRITTEN IMPLIED, STATUTORY OR ORALOTHER, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, AND NEURONETICS SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY AND MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, AND ALL WARRANTIES ARISING FROM COURSE OF DEALING DEALING, USAGE OR USAGE OF TRADETRADE PRACTICE. WITHOUT LIMITING THE FOREGOING, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER NEURONETICS MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND THAT THE PRODUCTS OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS RESULTS OF THE SUBSIDIARY USE THEREOF WILL MEET CUSTOMER’S OR ANY OTHER PERSON’S REQUIREMENTS, OPERATE WITHOUT INTERRUPTION, ACHIEVE ANY INTENDED RESULT, BE ELIGIBLE FOR REIMBURSEMENT BY INSURANCE COMPANIES AND OTHER THIRD PARTY PAYORS, BE COMPATIBLE OR WORK WITH ANY SOFTWARE, SYSTEM OR OTHER SERVICES, OR BE SECURE, AVAILABLE, ACCURATE, COMPLETE, FREE OF HARMFUL CODE OR ERROR FREE. CUSTOMER ACKNOWLEDGES THAT NEURONETICS DOES NOT CONTROL THE ACQUIRED INTERESTSTRANSFER OF DATA OVER THE INTERNET, AND THAT TRAKSTAR CLOUD AND OTHER COMPONENTS OF THE SYSTEM WILL BE SUBJECT TO LIMITATIONS INHERENT IN THE USE OF THE INTERNET. NEURONETICS IS NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES OR OTHER DAMAGE RESULTING FROM SUCH INTERNET PROBLEMS. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREINPRODUCT WARRANTY EXPRESSLY PROVIDED ABOVE IN ARTICLE 5.1, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU WITH RESPECT TO EACH SALE OF ALL PRODUCT, SELLER MAKES NO OTHER WARRANTIESREPRESENTATION, WHETHER STATUTORY, WRITTEN GUARANTEE OR ORALWARRANTY, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING REGARDING THE PRODUCT AND, IN PARTICULAR AND WITHOUT LIMITATION, SELLER EXPRESSLY DISCLAIMS ANY REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR USE OR PURPOSE, WHETHER USED SINGLY OR IN COMBINATION WITH OTHER SUBSTANCES OR IN ANY PROCESS OR OTHERWISE. WITH RESPECT TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS EACH SALE OF THE SUBSIDIARY WASHWATER PROVIDED BY BUYER TO SELLER, BUYER MAKES NO REPRESENTATION, GUARANTEE OR WARRANTY, EXPRESS OR IMPLIED, OF ANY KIND OR NATURE REGARDING THE ACQUIRED INTERESTSWASHWATER AND, IN PARTICULAR AND WITHOUT LIMITATION, BUYER EXPRESSLY DISCLAIMS ANY REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR USE OR PURPOSE, WHETHER USED SINGLY OR IN COMBINATION WITH OTHER SUBSTANCES OR IN ANY PROCESS OR OTHERWISE.

No Other Warranties. EXCEPT FOR TO THE EXTENT PERMITTED BY LAW (INCLUDING THE RELEVANT LEGISLATION), THE WARRANTIES SET FORTH HEREININ THIS SECTION 6 ARE THE ONLY WARRANTIES CONCERNING THE MAINTENANCE SERVICES, ANY SOFTWARE OR MATERIALS, OR THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AGREEMENT, AND ARE MADE EXPRESSLY IN LIEU OF ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORALCONDITIONS AND REPRESENTATIONS, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, INFORMATIONAL CONTENT, SYSTEMS INTEGRATION, NON-INFRINGEMENT, INTERFERENCE WITH ENJOYMENT OR OTHERWISE. NO WARRANTY IS MADE THAT USE OF THE SOFTWARE WILL BE UNINTERRUPTED, ERROR FREE, OR THAT ANY ERRORS OR DEFECTS IN THE SOFTWARE WILL BE CORRECTED, OR THAT THE SOFTWARE’S FUNCTIONALITY WILL MEET CLIENT’S REQUIREMENTS. CLIENT ACCEPTS RESPONSIBIILTY FOR ITS DATA AND WARRANTIES ARISING FROM COURSE THE SELECTION OF DEALING THE SOFTWARE TO ACHIEVE ITS INTENDED RESULTS. NOTHING IN THIS AGREEMENT WILL OPERATE SO AS TO EXCLUDE, RESTRICT OR USAGE MODIFY THE APPLICATION OF TRADEANY OF THE PROVISIONS OF THE AUSTRALIAN CONSUMER LAW CONTAINED IN XXX XXXXXXXXXXX XXX XXXXXXXX XXX 0000 OR ANY EQUIVALENT STATE OR TERRITORY LEGISLATION OR ANY SUCCESSORS TO SUCH LEGISLATION (THE “RELEVANT LEGISLATION”), ALL THE EXERCISE OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3A RIGHT CONFERRED BY SUCH A PROVISION, SELLER MAKES NO REPRESENTATION OR ANY LIABILITY OF ACCENTURE FOR A BREACH OF A GUARANTEE, CONDITION OR WARRANTY IMPLIED BY SUCH A PROVISION, WHERE THE RELEVANT LEGISLATION WOULD RENDER IT VOID TO PURCHASER WITH RESPECT DO SO. TO ANY FINANCIAL PROJECTIONSTHE FULL EXTENT PERMITTED BY THE RELEVANT LEGISLATION, FORECASTS OR FORWARD LOOKING STATEMENTS ACCENTURE’S SOLE LIABILITY FOR A BREACH OF ANY KIND GUARANTEE, CONDITION OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS WARRANTY IMPLIED BY VIRTUE OF HOLDCO, THE ASSETS ANY OF THE SUBSIDIARY RELEVANT LEGISLATION IS LIMITED, AT ACCENTURE’S OPTION, TO REPLACING OR REPAIRING THE ACQUIRED INTERESTSAPPLICABLE GOODS OR PROVIDING THE APPLICABLE SERVICES AGAIN.

No Other Warranties. EXCEPT FOR THE Except for the limited warranty expressly set forth in Clause 11 above, WE MAKE NO REPRESENTATIONS OR WARRANTIES SET FORTH HEREIN, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORALANY KIND, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT , AS TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OPERATION OF THE SUBSIDIARYAPP OR ANY INFORMATION, INCLUDING WITHOUT LIMITATIONCONTENT, MATERIALS OR PRODUCTS INCLUDED OR REFERENCED THEREIN. TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTIES’ RIGHTS AND FITNESS FOR A PARTICULAR PURPOSE. YOU ACKNOWLEDGE THAT YOUR USE OF THE APP IS AT YOUR SOLE RISK. WE DISCLAIM ANY IMPLIED OR STATUTORY WARRANTIES (I) REGARDING THE SECURITY, ACCURACY, RELIABILITY, TIMELINESS AND WARRANTIES ARISING FROM COURSE PERFORMANCE OF DEALING THE APP; OR USAGE (II) THAT THE APP WILL BE ERROR-FREE OR THAT ANY ERRORS WILL BE CORRECTED; OR (III) REGARDING THE PERFORMANCE OF TRADEOR ACCURACY, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3QUALITY, SELLER MAKES NO REPRESENTATION CURRENCY, COMPLETENESS OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS USEFULNESS OF ANY KIND INFORMATION PROVIDED ON THE APP. WE DO NOT WARRANT THAT ANY DESCRIPTION PROVIDED THROUGH THE APP REGARDING MEDICATIONS OR NATURE WHATSOEVER RELATING OTHERWISE IS ACCURATE, COMPLETE, RELIABLE, CURRENT, SAFE OR ERROR- FREE. NO COMMUNICATION, INFORMATION OR ADVICE GIVEN BY US OR ANY REPRESENTATIVE OF OURS, WHETHER WRITTEN OR ORAL, SHALL CREATE ANY WARRANTY. IF YOU CHOOSE TO HOLDCORELY ON SUCH INFORMATION, YOU DO SO SOLELY AT YOUR OWN RISK. SOME STATES OR JURISDICTIONS DO NOT ALLOW THE SUBSIDIARYEXCLUSION OF CERTAIN WARRANTIES. ACCORDINGLY, THE ASSETS OF HOLDCO, THE ASSETS SOME OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSABOVE EXCLUSIONS MAY NOT APPLY TO YOU. THIS DISCLAIMER CONSTITUTES AN ESSENTIAL PART OF THIS AGREEMENT.

No Other Warranties. EXCEPT FOR CRC ACCEPTS THE WARRANTIES SET FORTH HEREINOXY OWNED SOFTWARE, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN OXY OPERATIONS IP, SUPPLY CHAIN DOCUMENTATION, AND LICENSED PATENTS “AS IS,” AND “WHERE WITH ALL FAULTS” (WHETHER DETECTABLE OR NOT). OPC ACCEPTS THE CRC DATA AND DOCUMENTATION “AS IS” BASISAND “WITH ALL FAULTS” (WHETHER DETECTABLE OR NOT). THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN NEITHER PARTY MAKES ANY REPRESENTATION OR ORALWARRANTY, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES , OF ANY KIND OR DESCRIPTION WITH RESPECT TO THE ACQUIRED INTERESTSOXY OWNED SOFTWARE, HOLDCOOXY OPERATIONS IP, THE SUBSIDIARYSUPPLY CHAIN DOCUMENTATION, THE ASSETS OF HOLDCO LICENSED PATENTS, OR THE ASSETS OF THE SUBSIDIARYCRC DATA AND DOCUMENTATION, INCLUDING WITHOUT LIMITATIONANY WARRANTY REGARDING MERCHANTABILITY, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT, INCLUDING ANY NON-INFRINGEMENT BASED ON THE POSSESSION, USE, OR OTHER EXPLOITATION OF THE OXY OWNED SOFTWARE, OXY OPERATIONS IP, SUPPLY CHAIN DOCUMENTATION, LICENSED PATENTS, OR CRC DATA AND WARRANTIES ARISING FROM COURSE DOCUMENTATION. IN ADDITION, (A) NEITHER PARTY MAKES ANY REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, OF DEALING ANY KIND OR USAGE DESCRIPTION WITH RESPECT TO THE QUALITY, ACCURACY, VALUE OR USEFULNESS OF TRADETHE OXY OWNED SOFTWARE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3OXY OPERATIONS IP, SELLER SUPPLY CHAIN DOCUMENTATION, LICENSED PATENTS, OR THE CRC DATA AND DOCUMENTATION, AND (B) OPC MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS THAT CRC’S USE OF THE SUBSIDIARY OXY OWNED SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE. ALL OF THE ACQUIRED INTERESTSFOREGOING WARRANTIES ARE HEREBY DISCLAIMED.

No Other Warranties. EXCEPT FOR THE EXPRESS WARRANTIES SET FORTH HEREINABOVE, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, MTI's SOFTWARE LICENSE AGREEMENT MTI MAKES NO EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES IMPLIED WARRANTY WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARYMTI LICENSED PRODUCT(S), INCLUDING WITHOUT LIMITATION, LIMITATION ANY IMPLIED WARRANTIES WARRANTY OF MERCHANTABILITY AND OR FITNESS FOR A PARTICULAR PURPOSE; AND THE EXPRESS WARRANTY STATED ABOVE IS IN LIEU OF ALL LIABILITIES OR OBLIGATIONS OF MTI FOR DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE DELIVERY, USE, OR PERFORMANCE OF THE LICENSED PRODUCTS. THE AGGREGATE LIABILITY TO MTI, IN DAMAGES OR OTHERWISE, SHALL IN NO EVENT EXCEED THE PAYMENT, IF ANY, RECEIVED BY MTI FOR THE PRODUCTS FURNISHED OR TO BE FURNISHED, AS THE CASE MAY BE, WHICH IS THE SUBJECT OF CLAIM OR DISPUTE. IN NO EVENT SHALL MTI BE LIABLE FOR SIMILAR LOSS OR DAMAGES OF ANY KIND, HOWEVER CAUSED, OR ANY PUNITIVE DAMAGES OR RESULTING FROM ANY BREACH OF WARRANT, WHETHER EXPRESS OR IMPLIED, OR OTHERWISE, RELATING TO THE PRODUCTS EVEN IF S-VAR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR IF THE REMEDIES HEREIN ARE FOUND INADEQUATE. NO ACTION, REGARDLESS OF FORM, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THIS AGREEMENT OR PRODUCTS FURNISHED BY MTI MAY BE BROUGHT BY S-VAR MORE THAN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUED. THE PARTIES EXPRESSLY AGREE THAT LIMITATIONS ON MTI's LIABILITY FOR S-VAR's DAMAGES AS PROVIDED IN SECTION 9 ABOVE SHALL BE INDEPENDENT OF THE REMEDIES PROVISION OF SECTION 9 AND WARRANTIES ARISING FROM COURSE OF DEALING SHALL BE VALID AND ENFORCEABLE WHETHER OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY NOT THE REMEDIES SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS SECTION 9 "FAIL OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS THEIR ESSENTIAL PURPOSE" UNDER SECTION 2-719(2) OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSUNIFORM COMMERCIAL CODE.

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREIN, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCOTHE COMPANY, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARYCOMPANY, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSEPURPOSE AND NON-INFRINGEMENT, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCOTHE COMPANY, THE SUBSIDIARY, THE ASSETS OF HOLDCO, OR THE ASSETS OF THE SUBSIDIARY COMPANY, OR THE ACQUIRED INTERESTS.

No Other Warranties. EXCEPT FOR THE WARRANTIES REMEDIES SET FORTH HEREININ THIS SECTION ARE EXCLUSIVE AND THE CUSTOMER’S SOLE REMEDIES, AND SHALL APPLY EVEN IF SUCH REMEDIES FAIL THEIR ESSENTIAL PURPOSE. EXCEPT AS EXPRESSLY SET FORTH IN THE ACQUIRED INTERESTS CONTRACT, SYSTEMS AND SERVICES ARE BEING SOLD HEREUNDER ON AN PROVIDED “AS IS,” “WHERE IS” BASISWITHOUT WARRANTY OF ANY KIND AND NI DISCLAIMS ALL WARRANTIES, EXPRESSED OR IMPLIED, WITH RESPECT TO ALL SYSTEMS AND SERVICES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT, AND ANY WARRANTIES THAT MAY ARISE FROM USAGE OF TRADE OR COURSE OF DEALING. SELLER DOES NOT WARRANT, GUARANTEE, OR MAKE ANY REPRESENTATIONS REGARDING THE USE OF OR THE RESULTS OF THE USE OF THE SYSTEMS OR SERVICES IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. SELLER DOES NOT WARRANT THAT THE OPERATION OF THE SYSTEMS WILL BE UNINTERRUPTED OR ERROR FREE. NON-SET BRANDED PRODUCTS PROVIDED BY SELLER TO CUSTOMER ARE NOT TESTABLE OR REPAIRABLE BY SELLER, AND IT MAY BE NECESSARY FOR CUSTOMER TO CONTACT THE MANUFACTURER OR THE PUBLISHER FOR SERVICE OR ANY WARRANTY CLAIMS. SELLER DOES NOT WARRANT, HAS NO OBLIGATION TO SUPPORT, AND SHALL HAVE NO LIABILITY FOR NON-SET BRANDED PRODUCTS. THE WARRANTIES LIMITED WARRANTY AND INTELLECTUAL PROPERTY LIABILITY SECTIONS OF THESE TERMS DO NOT APPLY TO THE SALE AND PURCHASE OF NON-SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF BRANDED PRODUCTS. SELLER DISCLAIMS ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES , WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARYALL NON-SET BRANDED PRODUCTS, INCLUDING WITHOUT LIMITATIONWARRANTY OF MERCHANTABILITY, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES ARISING FROM COURSE CUSTOMER WAIVES, ON BEHALF OF DEALING OR USAGE OF TRADEITSELF, ITS SUCCESSORS AND ASSIGNS, ALL CLAIMS OF WHICH ARE EXPRESSLY DISCLAIMEDNEGLIGENCE AND STRICT LIABILITY. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3TO THE EXTENT PERMITTED BY APPLICABLE LAW, SELLER MAKES SHALL HAVE NO REPRESENTATION LIABILITY TO CUSTOMER OR WARRANTY ANYONE CLAIMING BY OR THROUGH CUSTOMER FOR ANY CONSEQUENTIAL, INCIDENTAL OR OTHER DAMAGES RESULTING FROM NON-SET BRANDED PRODUCTS PROVIDED BY SELLER TO PURCHASER WITH RESPECT TO CUSTOMER. SELLER DOES NOT WARRANT, GUARANTEE, OR MAKE ANY FINANCIAL PROJECTIONS, FORECASTS REPRESENTATIONS REGARDING THE USE OF OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, RESULTS DERIVED FROM THE ASSETS OF HOLDCO, THE ASSETS USE OF THE SUBSIDIARY PRODUCTS OR SERVICES IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. SELLER DOES NOT WARRANT THAT THE ACQUIRED INTERESTSOPERATION OF THE PRODUCTS WILL BE UNINTERRUPTED OR ERROR FREE.

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREININSTITUTE PATENT RIGHTS, THE ACQUIRED INTERESTS INSTITUTE TECHNICAL INFORMATION, INSTITUTE LICENSED PRODUCTS AND ALL OTHER TECHNOLOGY LICENSED UNDER THIS AGREEMENT ARE BEING SOLD HEREUNDER PROVIDED ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER , AND, INSTITUTE MAKES NO REPRESENTATIONS OR WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES , WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS THERETO EXCEPT AS SET FORTH IN SECTION 8.1.1. BY WAY OF HOLDCO OR THE ASSETS EXAMPLE BUT NOT OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES INSTITUTE MAKES NO REPRESENTATIONS OR WARRANTIES: (a) OF COMMERCIAL UTILITY; (b) OF MERCHANTABILITY AND OR FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES ARISING FROM COURSE OF DEALING ; OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. (c) EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3SECTION 8.1.1, SELLER MAKES NO REPRESENTATION THAT THE USE OF THE INSTITUTE PATENT RIGHTS, INSTITUTE TECHNICAL INFORMATION, INSTITUTE LICENSED PRODUCTS OR WARRANTY ANY TECHNOLOGY LICENSED UNDER THIS AGREEMENT WILL NOT INFRINGE ANY PATENT, COPYRIGHT, TRADE SECRET OR TRADEMARK OR OTHER PROPRIETARY OR PROPERTY RIGHTS OF OTHERS. INSTITUTE SHALL NOT BE LIABLE TO PURCHASER LICENSEE, AFFILIATES, LICENSEE’S SUBLICENSEES OR THEIR RESPECTIVE SUCCESSORS OR ASSIGNS OR ANY THIRD PARTY WITH RESPECT TO TO: ANY FINANCIAL PROJECTIONSCLAIM ARISING FROM USE OF THE INSTITUTE PATENT RIGHTS, FORECASTS INSTITUTE TECHNICAL INFORMATION, INSTITUTE LICENSED PRODUCTS OR FORWARD LOOKING STATEMENTS ANY TECHNOLOGY LICENSED UNDER THIS AGREEMENT OR FROM THE MANUFACTURE, USE OR SALE OF INSTITUTE LICENSED PRODUCTS; OR ANY CLAIM FOR LOSS OF PROFITS, LOSS OR INTERRUPTION OF BUSINESS, OR FOR INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES OF ANY KIND OR NATURE WHATSOEVER RELATING EXCEPT TO HOLDCO, THE SUBSIDIARY, THE ASSETS EXTENT THAT ANY SUCH CLAIM IS ATTRIBUTABLE TO A BREACH BY INSTITUTE OF HOLDCO, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSSECTION 8.1.1.

No Other Warranties. EXCEPT FOR THE WARRANTIES AS EXPRESSLY SET FORTH HEREININ THIS AGREEMENT, THE ACQUIRED INTERESTS PRODUCTS AND SERVICES ARE BEING SOLD HEREUNDER ON AN “PROVIDED "AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE " WITHOUT WARRANTY OF ANY KIND AND ARE IN LIEU OF TECH180 DISCLAIMS ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS EXPRESSED OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES , WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARYALL PRODUCTS AND SERVICES, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON- INFRINGEMENT, AND ANY WARRANTIES THAT MAY ARISE FROM USAGE OF TRADE OR COURSE OF DEALING. TECH180 DOES NOT WARRANT, GUARANTEE, OR MAKE ANY REPRESENTATIONS REGARDING THE USE OF OR THE RESULTS DERIVED FROM THE USE OF THE PRODUCTS OR SERVICES IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. TECH180 DOES NOT WARRANT THAT THE OPERATION OF THE PRODUCTS WILL BE UNINTERRUPTED OR ERROR FREE. 10. WARNING AND CUSTOMER INDEMNITY. CUSTOMER UNDERSTANDS AND ACKNOWLEDGES THAT PRODUCTS AND SERVICES ARE NOT DESIGNED, MANUFACTURED, OR TESTED FOR USE IN LIFE OR SAFETY CRITICAL SYSTEMS, HAZARDOUS ENVIRONMENTS OR ANY OTHER ENVIRONMENTS REQUIRING FAIL-SAFE PERFORMANCE, INCLUDING IN THE OPERATION OF NUCLEAR FACILITIES; AIRCRAFT NAVIGATION; AIR TRAFFIC CONTROL SYSTEMS; LIFE SAVING OR LIFE SUSTAINING SYSTEMS OR SUCH OTHER MEDICAL DEVICES; OR ANY OTHER APPLICATION IN WHICH THE FAILURE OF THE PRODUCT OR SERVICE COULD LEAD TO DEATH, PERSONAL INJURY, SEVERE PROPERTY DAMAGE OR ENVIRONMENTAL HARM (COLLECTIVELY, "HIGH-RISK USES"). FURTHER, CUSTOMER MUST TAKE PRUDENT STEPS TO PROTECT AGAINST PRODUCT AND SERVICE FAILURES, INCLUDING PROVIDING BACK-UP AND SHUT- DOWN MECHANISMS. TECH180 EXPRESSLY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTY OF FITNESS OF THE PRODUCTS OR SERVICES FOR HIGH-RISK USES. CUSTOMER SHALL DEFEND, INDEMNIFY, RELEASE AND HOLD TECH180 HARMLESS FROM ANY AND ALL CLAIMS, LOSSES, DAMAGES, ACTIONS, INCLUDING, LAWSUITS, ARBITRATIONS, AND/OR ADMINISTRATIVE ACTIONS, AND EXPENSES (INCLUDING REASONABLE ATTORNEYS’ FEES) ARISING OUT OF CUSTOMER’S USE OF THE PRODUCTS AND SERVICES FOR ANY HIGH-RISK USES, INCLUDING ARISING FROM COURSE CLAIMS FOR PRODUCT LIABILITY, PERSONAL INJURY (INCLUDING DEATH) OR DAMAGE TO PROPERTY, REGARDLESS OF DEALING WHETHER SUCH CLAIMS ARE FOUNDED IN WHOLE OR USAGE IN PART UPON ALLEGED OR ACTUAL NEGLIGENCE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSTECH180.

No Other Warranties. EXCEPT FOR THE WARRANTIES AS EXPRESSLY SET FORTH HEREININ THIS AGREEMENT, THE ACQUIRED INTERESTS PRODUCTS AND SERVICES ARE BEING SOLD HEREUNDER ON AN “PROVIDED "AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE " WITHOUT WARRANTY OF ANY KIND AND ARE IN LIEU OF NI AND NIJ DISCLAIM ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS EXPRESSED OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES , WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARYALL PRODUCTS AND SERVICES, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING THAT MAY ARISE FROM USAGE OF TRADE OR COURSE OF DEALING DEALING. NEITHER NI NOR NIJ WARRANTS, GUARANTEES,OR USAGE MAKES ANY REPRESENTATIONS REGARDING THE USE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS RESULTS OF THE SUBSIDIARY USE OF THE PRODUCTS OR SERVICES IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. NEITHER NI NOR NIJ WARRANTS THAT THE ACQUIRED INTERESTS.OPERATION OF THE PRODUCTS WILL BE UNINTERRUPTED OR ERROR FREE. 11. WARNING AND CUSTOMER INDEMNITY. CUSTOMER UNDERSTANDS AND ACKNOWLEDGES THAT PRODUCTS AND SERVICES ARE NOT DESIGNED, MANUFACTURED, OR TESTED FOR USE IN LIFE OR SAFETY CRITICAL SYSTEMS, HAZARDOUS ENVIRONMENTS OR ANY OTHER ENVIRONMENTS REQUIRING FAIL-SAFE PERFORMANCE, INCLUDING IN THE OPERATION OF NUCLEAR FACILITIES; AIRCRAFT NAVIGATION; AIR TRAFFIC CONTROL SYSTEMS; LIFE SAVING OR LIFE SUSTAINING SYSTEMS OR SUCH OTHER MEDICAL DEVICES; OR ANY OTHER APPLICATION IN WHICH THE FAILURE OF THE PRODUCT OR SERVICE COULD LEAD TO DEATH, PERSONAL INJURY, SEVERE PROPERTY DAMAGE OR ENVIRONMENTAL HARM (COLLECTIVELY, "HIGH-RISK USES"). FURTHER, CUSTOMER MUST TAKE PRUDENT STEPS TO PROTECT AGAINST PRODUCT AND SERVICE FAILURES, INCLUDING PROVIDING BACK-UP AND SHUT-DOWN MECHANISMS. NI AND NIJ EXPRESSLY DISCLAIM ANY EXPRESS OR IMPLIED WARRANTY OF FITNESS OF THE PRODUCTS OR SERVICES FOR HIGH-

No Other Warranties. 8.2.1 NOTHING CONTAINED HEREIN SHALL BE DEEMED TO BE A WARRANTY BY HARVARD THAT PATENTS WILL ISSUE ON PATENT APPLICATIONS INCLUDED IN THE LICENSED PATENT RIGHTS, OR THAT ANY OF THE LICENSED PATENT RIGHTS WILL AFFORD ADEQUATE OR COMMERCIALLY WORTHWHILE PROTECTION. 8.2.2 HARVARD MAKES NO WARRANTIES WHATSOEVER AS TO THE COMMERCIAL OR SCIENTIFIC VALUE OF THE LICENSED PATENT RIGHTS OR LICENSED KNOW-HOW. HARVARD MAKES NO REPRESENTATION THAT THE PRACTICE OF THE LICENSED PATENT RIGHTS OR THE DEVELOPMENT, MANUFACTURE, USE, SALE OR IMPORTATION OF ANY LICENSED PRODUCT, OR ANY ELEMENT THEREOF, WILL NOT INFRINGE ANY PATENT OR PROPRIETARY RIGHTS. 8.2.3 EXCEPT FOR THE WARRANTIES SET FORTH HEREINAS OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES NEITHER PARTY MAKES ANY WARRANTY WITH RESPECT TO THE ACQUIRED INTERESTSANY TECHNOLOGY, HOLDCOPATENTS, THE SUBSIDIARYGOODS, THE ASSETS SERVICES, RIGHTS OR OTHER SUBJECT MATTER OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, IMPLIED THIS AGREEMENT AND EACH PARTY HEREBY DISCLAIMS WARRANTIES OF MERCHANTABILITY AND MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, PURPOSE AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER NONINFRINGEMENT WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS AND ALL OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSFOREGOING.

No Other Warranties. EXCEPT FOR THE WARRANTIES AS SET FORTH HEREINABOVE IN THIS SECTION 12, THE ACQUIRED INTERESTS PRODUCTS ARE BEING SOLD HEREUNDER ON AN PROVIDED “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF NEURONETICS HEREBY DISCLAIMS ALL OTHER WARRANTIES, WHETHER STATUTORYEXPRESS, WRITTEN IMPLIED, STATUTORY OR ORALOTHER, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, AND NEURONETICS SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY AND MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, AND ALL WARRANTIES ARISING FROM COURSE OF DEALING DEALING, USAGE OR USAGE OF TRADETRADE PRACTICE. WITHOUT LIMITING THE FOREGOING, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER NEURONETICS MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND THAT THE PRODUCTS OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS RESULTS OF THE SUBSIDIARY USE THEREOF, WILL MEET CUSTOMER’S OR ANY OTHER PERSON’S REQUIREMENTS, OPERATE WITHOUT INTERRUPTION, ACHIEVE ANY INTENDED RESULT, BE COMPATIBLE OR WORK WITH ANY SOFTWARE, SYSTEM OR OTHER SERVICES, OR BE SECURE, AVAILABLE, ACCURATE, COMPLETE, FREE OF HARMFUL CODE OR ERROR FREE. CUSTOMER ACKNOWLEDGES THAT NEURONETICS DOES NOT CONTROL THE ACQUIRED INTERESTSTRANSFER OF DATA OVER THE INTERNET, AND THAT TRAKSTAR CLOUD AND OTHER COMPONENTS OF THE SYSTEM WILL BE SUBJECT TO LIMITATIONS INHERENT IN THE USE OF THE INTERNET. NEURONETICS IS NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES OR OTHER DAMAGE RESULTING FROM SUCH INTERNET PROBLEMS. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREIN, THE ACQUIRED INTERESTS ARE BEING SOLD LIMITED WARRANTY EXTENDED HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IS IN LIEU OF ANY AND ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, WHICH ARE HEREBY EXPRESSLY DISCLAIMED. (a) LIMITS ON IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSEUSE: THERE ARE NO IMPLIED WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR USE, EXTENDING BEYOND THE TIME PERIOD IN WHICH LIMITED WARRANTIES AVAILABLE UNDER THIS AGREEMENT. (b) LIMITS ON CONSEQUENTIAL DAMAGES: IN ANY CASE, BIG D SHALL NOT BE LIABLE FOR SPECIAL, CONSEQUENTIAL, OR INDIRECT OR OTHER DAMAGES ARISING FROM COURSE BREACH OF DEALING LIMITED WARRANTY, BREACH OF CONTRACT, NEGLIGENCE OR USAGE OTHER LEGAL THEORY OF TRADE, ALL RECOVERY EVEN IF BIG D OR ITS AGENTS HAVE BEEN ADVISED OF WHICH ARE EXPRESSLY DISCLAIMEDTHE POSSIBILITY OF SUCH DAMAGES. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION BIG D IS NOT RESPONSIBLE OR WARRANTY TO PURCHASER LIABLE FOR DAMAGES WITH RESPECT TO ANY FINANCIAL PROJECTIONSECONOMIC LOSS, FORECASTS LOSS OF PROPERTY, LOSS OF REVENUES OR FORWARD LOOKING STATEMENTS PROFITS, LOSS OF ANY KIND ENJOYMENT OR NATURE WHATSOEVER RELATING USE, INCONVENIENCE OR LOSS OF TIME. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSYOU.

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREIN, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, THOSE REPRESENTATIONS AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN THIS ARTICLE 3III OF THIS AGREEMENT, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING NATURE, EXPRESS OR IMPLIED, AS TO HOLDCOTHE MEMBERSHIP INTEREST, CPBR, CPBR ASSETS, CPBR’S FACILITY OR THE FACILITY SITE, THE SUBSIDIARYDEVELOPMENT, CONSTRUCTION OR OPERATIONS OF CPBR’S FACILITY, OR THE PROSPECTS (FINANCIAL OR OTHERWISE), RISKS AND OTHER INCIDENTS OF CPBR, CPBR’S ASSETS, CPBR FACILITY SITE OR CPBR, INCLUDING, WITHOUT LIMITATION, WITH RESPECT TO THE ACTUAL PRODUCTION CAPABILITY OF CPBR’S FACILITY OR THE ABILITY OF BUYER OR CPBR TO GENERATE OR SELL ETHANOL, DRIED DISTILLERS GRAINS OR OTHER PRODUCTS OR TO CONDUCT OTHER COMMERCIAL ACTIVITIES AT THE FACILITY SITE. WITHOUT LIMITING THE FOREGOING, AND EXCEPT FOR THOSE REPRESENTATIONS AND WARRANTIES EXPRESSLY SET FORTH IN ARTICLE III OF THIS AGREEMENT, SELLER MAKES NO REPRESENTATIONS OR WARRANTIES OF MERCHANTABILITY, USAGE OR SUITABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE WITH RESPECT TO THE FACILITY, CPBR’S ASSETS, THE FACILITY SITE OR ANY PART THEREOF, OR AS TO THE WORKMANSHIP THEREOF, OR THE ABSENCE OF ANY DEFECTS THEREIN, WHETHER LATENT OR PATENT, OR COMPLIANCE OF SUCH PROPERTIES OR ASSETS WITH ANY LAWS, INCLUDING ENVIRONMENTAL LAWS, OR AS TO THE CONDITION OF HOLDCOCPBR, CPBR’S FACILITY, CPBR’S ASSETS, CPBR’S FACILITY SITE OR ANY PART THEREOF, OR AS TO THE ABSENCE OF HAZARDOUS SUBSTANCES OR LIABILITY OR POTENTIAL LIABILITY UNDER ENVIRONMENTAL LAWS WITH RESPECT TO CPBR’S FACILITY, CPBR’S ASSETS OR CPBR’S FACILITY SITE. ANY SUCH REPRESENTATIONS AND WARRANTIES ARE EXPRESSLY DISLAIMED. EXCEPT FOR THE REPRESENTATIONS AND WARRANTIES EXPRESSLY SET FORTH IN ARTICLE III OF THIS AGREEMENT, THE ASSETS MEMBERSHIP INTEREST, CPBR, CPBR’S ASSETS, CPBR’S FACILITY SITE AND CPBR’S FACILITY ARE SOLD “AS IS, WHERE IS” ON THE APPLICABLE CLOSING DATE, AND IN THEIR CONDITION ON THE CLOSING DATE “WITH ALL FAULTS.” WITHOUT LIMITING THE FOREGOING, EXCEPT FOR THE REPRESENTATIONS AND WARRANTIES EXPRESSLY SET FORTH IN ARTICLE III OF THIS AGREEMENT, NO MATERIAL OR INFORMATION PROVIDED BY OR COMMUNICATIONS BY SELLER OR ITS REPRESENTATIVES, INCLUDING, WITHOUT LIMITATION, ANY INFORMATION OR MATERIAL CONTAINED IN THE DUE DILIGENCE MATERIALS, WILL CAUSE OR CREATE ANY WARRANTY, EXPRESS OR IMPLIED, AS TO THE TITLE, CONDITION, VALUE OR QUALITY OF THE SUBSIDIARY MEMBERSHIP INTEREST, CPBR, CPBR’S ASSETS, CPBR’S FACILITY SITE OR THE ACQUIRED INTERESTSFACILITY .

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREINUNDER THIS SECTION 7, ANY AND ALL CONFIDENTIAL INFORMATION, DOCUMENTS AND OTHER MATERIALS DISCLOSED OR DELIVERED BY ONE PARTY TO THE ACQUIRED INTERESTS ARE BEING SOLD OTHER HEREUNDER IS DONE ON AN “AS IS,IS BASIS” “WHERE IS” BASIS. THE WITHOUT ANY ADDITIONAL REPRESENTATIONS, WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OR CONDITIONS OF ALL OTHER WARRANTIESANY KIND, WHETHER STATUTORYEXPRESS, WRITTEN IMPLIED STATUTORY OR ORAL, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, OTHERWISE AND EACH PARTY HEREBY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES OF MERCHANTABILITY AND MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, TITLE AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMEDNON-INFRINGEMENT. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER XX. XXXXXXXX MAKES NO REPRESENTATION REPRESENTATIONS OR WARRANTY WARRANTIES WHATSOEVER THAT ANY OF THE PATENTS COVERED BY THIS AGREEMENT ARE EITHER VALID OR ARE NOT INFRINGED BY ANY THIRD PARTY. XX. XXXXXXXX MAKES NO REPRESENTATIONS OR WARRANTIES WHATSOEVER THAT PRODUCTS MADE ACCORDING TO PURCHASER WITH RESPECT TO THE PATENTS COVERED BY THIS AGREEMENT DO NOT INFRINGE ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS RIGHTS OF ANY KIND OR NATURE WHATSOEVER RELATING THIRD PARTY. JUNIPER HEREBY ACKNOWLEDGES THAT IT HAS HAD THE OPPORTUNITY TO HOLDCO, REVIEW AND CONDUCT DUE DILIGENCE ON THE SUBSIDIARY, ASSIGNED PATENTS INCLUDING ANY PATENT FILES RELATED TO THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSASSIGNED PATENTS.

No Other Warranties. EXCEPT FOR THE WARRANTIES AS EXPRESSLY SET FORTH HEREININ THIS AGREEMENT, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIESNO REPRESENTATION, WHETHER STATUTORYWARRANTY, WRITTEN GUARANTEE, OR ORALCONDITIONS, EITHER EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES , IS MADE BY NI (OR ITS LICENSORS OR SUPPLIERS) WITH RESPECT TO THE ACQUIRED INTERESTSAPPLICATION OR USE OF THE APPLICATION. NI DOES NOT MAKE ANY WARRANTY, HOLDCOGUARANTEE, CONDITION, OR REPRESENTATION HEREUNDER WITH RESPECT TO ANY THIRD PARTY SOFTWARE, SOURCE CODE, OR SOFTWARE SERVICES, OR THAT THE APPLICATION, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OPERATION OF THE SUBSIDIARYAPPLICATION, OR ANY RELATED SOFTWARE SERVICES, SOURCE CODE, OR THIRD PARTY SOFTWARE WILL BE UNINTERRUPTED, SECURE, OR ERROR FREE, OR REGARDING THE CORRECTNESS, ACCURACY, RELIABILITY, OR OTHER PERFORMANCE OF THE APPLICATION. THERE ARE NO OTHER WARRANTIES THAT MAY ARISE FROM USAGE OF TRADE OR COURSE OF DEALING. NI DISCLAIMS ANY AND ALL IMPLIED WARRANTIES AND CONDITIONS, INCLUDING WITHOUT LIMITATION, LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY AND MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET POSSESSION, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADENON-INFRINGEMENT, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCOTHE APPLICATION AND ANY RELATED THIRD PARTY SOFTWARE, THE SUBSIDIARYSOURCE CODE, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSAND SOFTWARE SERVICES.

No Other Warranties. EXCEPT FOR THE WARRANTIES AS EXPRESSLY SET FORTH HEREININ THIS AGREEMENT, THE ACQUIRED INTERESTS PRODUCTS AND SERVICES ARE BEING SOLD HEREUNDER ON AN “PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND AND NI DISCLAIMS ALL WARRANTIES,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS EXPRESSED OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES , WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARYALL PRODUCTS AND SERVICES, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON- INFRINGEMENT, AND ANY WARRANTIES THAT MAY ARISE FROM USAGE OF TRADE OR COURSE OF DEALING. NI DOES NOT WARRANT, GUARANTEE, OR MAKE ANY REPRESENTATIONS REGARDING THE USEOF OR THE RESULTS OF THE USE OF THE PRODUCTS OR SERVICES IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. NI DOES NOT WARRANT THAT THE OPERATION OF THE PRODUCTS WILL BE UNINTERRUPTED OR ERROR FREE. 11. WARNING AND CUSTOMER INDEMNITY. CUSTOMER UNDERSTANDS AND ACKNOWLEDGES THAT PRODUCTS AND SERVICES ARE NOT DESIGNED, MANUFACTURED, OR TESTED FOR USE IN LIFE OR SAFETY CRITICAL SYSTEMS, HAZARDOUS ENVIRONMENTS OR ANY OTHER ENVIRONMENTS REQUIRING FAIL-SAFE PERFORMANCE, INCLUDING IN THE OPERATION OF NUCLEAR FACILITIES; AIRCRAFT NAVIGATION; AIR TRAFFIC CONTROL SYSTEMS; LIFE SAVING OR LIFE SUSTAINING SYSTEMS OR SUCH OTHER MEDICAL DEVICES; OR ANY OTHER APPLICATION IN WHICH THE FAILURE OF THE PRODUCT OR SERVICE COULD LEAD TO DEATH, PERSONAL INJURY, SEVERE PROPERTY DAMAGE OR ENVIRONMENTAL HARM (COLLECTIVELY, "HIGH-RISK USES"). FURTHER, CUSTOMER MUST TAKE PRUDENT STEPS TO PROTECT AGAINST PRODUCT AND SERVICE FAILURES, INCLUDING PROVIDING BACK-UP AND SHUT-DOWN MECHANISMS. NI EXPRESSLY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTY OF FITNESS OF THE PRODUCTS OR SERVICES FOR HIGH- RISK USES. CUSTOMER SHALL DEFEND, INDEMNIFY, RELEASE AND HOLD NI HARMLESS FROM ANY AND ALL CLAIMS, LOSSES, DAMAGES, ACTIONS, INCLUDING, LAWSUITS, ARBITRATIONS, AND/OR ADMINISTRATIVE ACTIONS, AND EXPENSES (INCLUDING REASONABLE ATTORNEYS’ FEES) ARISING OUT OF CUSTOMER’S USE OF THE PRODUCTS AND SERVICES FOR ANY HIGH- RISK USES, INCLUDING ARISING FROM COURSE CLAIMS FOR PRODUCT LIABILITY, PERSONAL INJURY (INCLUDING DEATH) OR DAMAGE TO PROPERTY, REGARDLESS OF DEALING WHETHER SUCH CLAIMS ARE FOUNDED IN WHOLE OR USAGE IN PART UPON ALLEGED OR ACTUAL NEGLIGENCE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSNI.

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREIN, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3SECTION 9.1 and 9.2, SELLER SLX MAKES NO REPRESENTATION WARRANTIES OR WARRANTY TO PURCHASER REPRESENTATIONS OF ANY KIND, EXPRESS OR IMPLIED, EITHER IN FACT OR BY OPERATION OF LAW, BY STATUE OR OTHERWISE, AND THE SUBLICENSED IP, LICENSED PROGRAM PRODUCTS (AND THE COMPOUNDS THEREIN), TANGIBLE MATERIALS AND REGULATORY FILES ARE PROVIDED “AS IS” WITH RESPECT NO REPRESENTATIONS OR WARRANTIES OF ANY KIND. SLX EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY FINANCIAL PROJECTIONSWARRANTIES OF MERCHANTABILITY, FORECASTS FITNESS FOR PARTICULAR PURPOSE, OR FORWARD LOOKING STATEMENTS NON-INFRINGEMENT. SLX DOES NOT WARRANT THE PERFORMANCE OF ANY KIND LICENSED PROGRAM PRODUCT, INCLUDING THEIR SAFETY, EFFECTIVENESS OR NATURE WHATSOEVER RELATING COMMERCIAL VIABILITY. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED AS TO HOLDCOCERTAIN PORTIONS OF THIS DOCUMENT. EACH SUCH PORTION, WHICH HAS BEEN OMITTED HEREIN AND REPLACED WITH AN ASTERISK ***, HAS BEEN FILED SEPARATELY WITH THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTS.SECURITIES AND EXCHANGE COMMISSION

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREIN, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCOTHE COMPANY, THE SUBSIDIARYSUBSIDIARIES, THE ASSETS OF HOLDCO THE COMPANY, OR THE ASSETS OF THE SUBSIDIARYSUBSIDIARIES, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSEPURPOSE AND NON-INFRINGEMENT, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCOTHE COMPANY, THE SUBSIDIARY, THE ASSETS OF HOLDCOSUBSIDIARIES, THE ASSETS OF THE SUBSIDIARY COMPANY, THE ASSETS OF THE SUBSIDIARIES, OR THE ACQUIRED INTERESTS.

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREIN, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, LAREDO HOLDCO, TAPESTRY HOLDCO, THE SUBSIDIARYSUBSIDIARIES, THE ASSETS OF LAREDO HOLDCO, TAPESTRY HOLDCO OR THE ASSETS OF THE SUBSIDIARYSUBSIDIARIES, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO LAREDO HOLDCO, TAPESTRY HOLDCO, THE SUBSIDIARYSUBSIDIARIES, THE ASSETS OF LAREDO HOLDCO, TAPESTRY HOLDCO, THE ASSETS OF THE SUBSIDIARY SUBSIDIARIES OR THE ACQUIRED INTERESTS.. ARTICLE 4

No Other Warranties. EXCEPT FOR THE WARRANTIES OTHER THAN AS SET FORTH HEREININ THIS SECTION OR THE AGREEMENT, THE ACQUIRED INTERESTS SYSTEM AND SERVICES ARE BEING SOLD HEREUNDER ON AN PROVIDED “AS IS,” AND “WHERE ISAS AVAILABLE” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU WITHOUT ANY WARRANTY OF ALL OTHER WARRANTIESANY KIND, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS EXPRESSED OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCOINCLUDING BUT NOT LIMITED TO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES ARISING FROM COURSE OF DEALING NONINFRINGMENT. CYNCHEALTH DISCLAIMS ANY AND ALL RESPONSIBILITIES FOR ANY ACT OR USAGE OF TRADEOMISSION TAKEN OR MADE BY PARTICIPANT IN RELIANCE ON THE SYSTEM OR THE INFORMATION IN THE SYSTEM, ALL OF WHICH ARE EXPRESSLY DISCLAIMEDINCLUDING INACCURATE OR INCOMPLETE INFORMATION. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3FOR CYNCHEALTH’S INTELLECTUAL PROPERTY INFRINGEMENT INDEMNITY OBLIGATIONS HEREUNDER, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS EITHER PARTY’S BREACH OF THE SUBSIDIARY CONFIDENTIALITY OBLIGATIONS OR VIOLATION OF APPLICABLE LAW, IT IS EXPRESSLY AGREED THAT IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER FOR ANY SPECIAL, INDIRECT, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, LOSS OF PROFITS OR REVENUES, LOSS OF USE, OR LOSS OF INFORMATION OR DATA, WHETHER A CLAIM FOR ANY SUCH LIABILITY OR DAMAGES IS PREMISED UPON BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER THEORIES OF LIABILITY, EVEN IF SUCH PARTY HAS BEEN APPRISED OF THE POSSIBILITY OR LIKELIHOOD OF SUCH DAMAGES OCCURRING. CYNCHEALTH DISCLAIMS ANY AND ALL LIABILITY FOR ERRONEOUS TRANSMISSIONS AND LOSS OF SERVICE RESULTING FROM COMMUNICATION FAILURES BY CARRIER LINES, TELECOMMUNICATION SERVICE PROVIDERS OR THE ACQUIRED INTERESTSSYSTEM.

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREININ THIS SECTION 8 (Representations and Warranties) ARE THE ONLY WARRANTIES MADE BY COMPANY AND EXCEPT AS EXPRESSLY SET FORTH IN THIS SECTION 8, THE ACQUIRED INTERESTS MDP’S SERVICES, LICENSED WORKS, AND ANY OTHER MATERIALS, THIRD PARTY SOFTWARE, DATA OR SERVICES ARE BEING SOLD HEREUNDER ON AN PROVIDED “AS IS,” AND “WHERE ISWITH ALL FAULTS” BASIS. THE AND COMPANY MAKES NO OTHER WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORALANY KIND, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES , WITH RESPECT TO THE ACQUIRED INTERESTSSERVICES, HOLDCOLICENSED WORKS, THE SUBSIDIARYOR ANY OTHER MATERIALS, THE ASSETS OF HOLDCO SOFTWARE, DATA OR SERVICES, OR THE ASSETS FITNESS OF THE SUBSIDIARYSOFTWARE FOR CUSTOMER’S OR ITS AUTHORIZED USER’S USE. COMPANY HEREBY EXPRESSLY DISCLAIMS ANY IMPLIED WARRANTY OF MERCHANTABILITY, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND OR NON-INFRINGEMENT, IMPLIED WARRANTIES ARISING FROM A COURSE OF DEALING OR USAGE COURSE OF TRADEPERFORMANCE OR TRADE USAGE, OR WARRANTIES THAT THE SOFTWARE WILL BE UNINTERRUPTED, DELIVERED FREE FROM DEFECTS OR ERRORS WHICH DO NOT MATERIALLY AFFECT PERFORMANCE, OR THAT ALL OF WHICH ARE EXPRESSLY DISCLAIMEDDEFECTS OR ERRORS WILL BE CORRECTED. EXCEPT AS EXPRESSLY SET FORTH NO ORAL OR WRITTEN INFORMATION GIVEN BY COMPANY, ITS EMPLOYEES, LICENSORS OR THE LIKE WILL CREATE A WARRANTY. MDP’S SERVICES MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS USE OF THE SUBSIDIARY INTERNET AND ELECTRONIC COMMUNICATIONS AND MDP IS NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES, OR THE ACQUIRED INTERESTSOTHER DAMAGE RESULTING FROM SUCH PROBLEMS.

No Other Warranties. EXCEPT FOR THE WARRANTIES AS EXPRESSLY SET FORTH HEREININ THIS AGREEMENT, THE ACQUIRED INTERESTS PRODUCTS AND SERVICES ARE BEING SOLD HEREUNDER ON AN “PROVIDED "AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE " WITHOUT WARRANTY OF ANY KIND AND ARE IN LIEU OF NI DISCLAIMS ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS EXPRESSED OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES , WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO PRODUCTS OR THE ASSETS OF THE SUBSIDIARYSERVICES, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING THAT MAY ARISE FROM USAGE OF TRADE OR COURSE OF DEALING DEALING. NI DOES NOT WARRANT, GUARANTEE, OR USAGE MAKE ANY REPRESENTATIONS REGARDING THE USE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS RESULTS OF THE SUBSIDIARY USE OF THE PRODUCTS OR SERVICES IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. NI DOES NOT WARRANT THAT THE ACQUIRED INTERESTSOPERATION OF THE PRODUCTS WILL BE UNINTERRUPTED OR ERROR FREE. 11. WARNING AND CUSTOMER INDEMNITY. CUSTOMER UNDERSTANDS AND ACKNOWLEDGES THAT PRODUCTS AND SERVICES ARE NOT DESIGNED, MANUFACTURED, OR TESTED FOR USE IN LIFE OR SAFETY CRITICAL SYSTEMS, HAZARDOUS ENVIRONMENTS OR ANY OTHER ENVIRONMENTS REQUIRING FAIL-SAFE PERFORMANCE, INCLUDING IN THE OPERATION OF NUCLEAR FACILITIES; AIRCRAFT NAVIGATION; AIR TRAFFIC CONTROL SYSTEMS; LIFE SAVING OR LIFE SUSTAINING SYSTEMS OR SUCH OTHER MEDICAL DEVICES; OR ANY OTHER APPLICATION IN WHICH THE FAILURE OF THE PRODUCT OR SERVICE COULD LEAD TO DEATH, PERSONAL INJURY, SEVERE PROPERTY DAMAGE OR ENVIRONMENTAL HARM (COLLECTIVELY, "HIGH-RISK USES"). FURTHER, CUSTOMER MUST TAKE PRUDENT STEPS TO PROTECT AGAINST PRODUCT AND SERVICE FAILURES, INCLUDING PROVIDING BACK-UP AND SHUT-DOWN MECHANISMS. NI EXPRESSLY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTY OF FITNESS OF THE PRODUCTS OR SERVICES FOR HIGH-RISK USES. CUSTOMER SHALL DEFEND, INDEMNIFY, AND HOLD NI HARMLESS FROM ANY AND ALL CLAIMS, LOSSES, DAMAGES, ACTIONS, INCLUDING, LAWSUITS, ARBITRATIONS, AND/OR ADMINISTRATIVE ACTIONS, ANDEXPENSES (INCLUDING REASONABLE ATTORNEYS’ FEES) ARISING OUT OF CUSTOMER’S USE OF THE PRODUCTS AND SERVICES FOR ANY HIGH-RISK USES, INCLUDING CLAIMS FOR PRODUCT LIABILITY, PERSONAL INJURY (INCLUDING DEATH) OR DAMAGE TO PROPERTY, REGARDLESS OF WHETHER SUCH CLAIMS ARE FOUNDED IN WHOLE OR IN PART UPON ALLEGED OR ACTUAL NEGLIGENCE OF NI.

No Other Warranties. EXCEPT FOR THE THIS LIMITED WARRANTY COMPRISES FORTRESS DECK’S ENTIRE WARRANTY AND FORTRESS DECK MAKES NO OTHER WARRANTIES SET FORTH HEREIN(ORAL OR WRITTEN) AND DOES NOT AUTHORIZE ANY OTHER ENTITY, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER PERSON OR AGENT TO MAKE ANY OTHER WARRANTIES ON AN “AS IS,” “WHERE IS” BASISITS BEHALF, OR TO MODIFY, EXPAND OR ADD TO THIS LIMITED WARRANTY. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCOINCLUDING, THE SUBSIDIARYBUT NOT LIMITED TO, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE ARE EXPRESSLY DISCLAIMED. ALL IMPLIED WARRANTIES, INCLUDING WARRANTIES OF MERCHANTIBILITY AND FITNESS FOR A PARTICULAR PURPOSE, NOT EFFECTIVELY DISCLAIMED OR PROHIBITED BY APPLICABLE LAW FROM BEING DISCLAIMED, ARE LIMITED TO THE APPLICABLE STATUTE OF LIMITATIONS AND WARRANTIES IN NO EVENT WILL EXTEND BEYOND THE APPLICABLE WARRANTY PERIOD. UNDER NO CIRCUMSTANCE SHALL FORTRESS DECK BE LIABLE FOR ANY CONSEQUENTIAL, SPECIAL, OR INCIDENTAL DAMAGES ARISING FROM COURSE OUT OF DEALING OR USAGE CONNECTED WITH THE PURCHASE OR USE OF TRADETHE PRODUCT OR FOR ANY BREACH OF WARRANTY, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER AND FORTRESS DECK’S LIABILITY WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS A PRODUCT DEFECT SHALL IN NO EVENT EXCEED THE REPLACEMENT OF SUCH PRODUCT OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS REFUND OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSPURCHASE PRICE, AS DESCRIBED ABOVE. Some States (or Provinces) do not allow limitations on how long an implied warranty lasts and/or the exclusion or limitation of incidental or consequential damages, so the above limitations or exclusions may not apply to You. This warranty gives You specific legal rights, and You may also have other rights that vary from State to State (or Province to Province).

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREINWARRANTY PROVIDED HEREIN IS THE SOLE AND EXCLUSIVE WARRANTY WITH RESPECT TO MWSTS PRODUCTS AND SUPERSEDES ANY AND ALL OTHER WARRANTIES, THE ACQUIRED INTERESTS ORAL OR WRITTEN, OF ANY TYPE RELATING TO MWSTS PRODUCTS. ANY PRODUCTS OF MWSTS NOT COVERED BY THIS WARRANTY ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASISWITHOUT WARRANTIES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, THOSE OF MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE, AND/OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS, AND GREENFIELDS HEREBY DISCLAIMS THE SAME. THE WARRANTIES REMEDY OF CREDIT TOWARD A REPLACEMENT MWSTS PRODUCT OF EQUIVALENT GRADE SET FORTH HEREIN ARE EXCLUSIVE IN SECTION 2 OF THIS LIMITED WARRANTY IS THE SOLE OBLIGATION OF MWSTS, AND ARE IN LIEU THE SOLE REMEDY OF ALL OTHER WARRANTIESPURCHASER, WHETHER STATUTORYUNDER THE WARRANTY PROVIDED HEREIN. EXCEPT AS PROVIDED HEREIN, WRITTEN GREENFIELDS MAKES NO REPRESENTATIONS OR ORALWARRANTIES OF ANY KIND, NATURE OR DESCRIPTION WITH RESPECT TO ANY OF ITS PRODUCTS, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCOINCLUDING, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES ANY WARRANTY OF MERCHANTABILITY AND MERCHANTABILITY, FITNESS OF ANY OF THE PRODUCTS FOR A ANY PARTICULAR PURPOSE, AND/OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, GREENFIELDS HEREBY DISCLAIMS THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSSAME.

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREINAS OTHERWISE EXPRESSLY WARRANTED IN THIS AGREEMENT, THE ACQUIRED INTERESTS HEALTH GORILLA TECHNOLOGY, SERVICES, PLATFORM AND ANY OTHER MATERIALS, SOFTWARE, DATA AND/OR SERVICES PROVIDED BY HEALTH GORILLA ARE BEING SOLD HEREUNDER ON AN PROVIDED “AS IS” AND “WITH ALL FAULTS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF HEALTH GORILLA EXPRESSLY DISCLAIMS ALL OTHER WARRANTIESWARRANTIES OF ANY KIND OR NATURE, WHETHER EXPRESS, IMPLIED OR STATUTORY, WRITTEN OR ORALINCLUDING, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTSBUT NOT LIMITED TO, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, IMPLIED ANY WARRANTIES OF MERCHANTABILITY AND OPERABILITY, CONDITION, TITLE, NON-INFRINGEMENT, NON-INTERFERENCE, QUIET ENJOYMENT, VALUE, ACCURACY OF DATA, OR QUALITY, AS WELL AS ANY WARRANTIES OF MERCHANTABILITY, SYSTEM INTEGRATION, WORKMANSHIP, SUITABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES ARISING FROM OR THE ABSENCE OF ANY DEFECTS THEREIN, WHETHER LATENT OR PATENT. NO WARRANTY IS MADE BY HEALTH GORILLA ON THE BASIS OF TRADE USAGE, COURSE OF DEALING OR USAGE COURSE OF TRADE. HEALTH GORILLA DOES NOT WARRANT THAT THE HEALTH GORILLA TECHNOLOGY, PLATFORM OR ANY OTHER INFORMATION, MATERIALS, TECHNOLOGY OR SERVICES PROVIDED UNDER THIS AGREEMENT WILL MEET END USER’S REQUIREMENTS OR THAT THE OPERATION THEREOF WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT ALL ERRORS WILL BE CORRECTED. END USER ACKNOWLEDGES THAT HEALTH GORILLA’S OBLIGATIONS UNDER THIS AGREEMENT ARE FOR THE BENEFIT OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSEND USER ONLY.

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREINAS EXPRESSLY WARRANTED IN SECTION 8.1 OF THIS AGREEMENT, THE ACQUIRED INTERESTS LOGI ANALYTICS SOFTWARE AND THE DOCUMENTATION, AND ANY OTHER MATERIALS, SOFTWARE, DATA AND SERVICES PROVIDED BY LOGI ANALYTICS, ARE BEING SOLD HEREUNDER ON AN PROVIDED “AS IS” AND “WITH ALL FAULTS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF LOGI ANALYTICS EXPRESSLY DISCLAIMS ALL OTHER WARRANTIESWARRANTIES OF ANY KIND OR NATURE, WHETHER EXPRESS, IMPLIED OR STATUTORY, WRITTEN OR ORAL, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, IMPLIED ANY WARRANTIES OF MERCHANTABILITY AND OPERABILITY, CONDITION, NON- INFRINGEMENT, NON-INTERFERENCE, QUIET ENJOYMENT, VALUE, ACCURACY OF DATA OR QUALITY, AS WELL AS ANY WARRANTIES OF MERCHANTABILITY, SYSTEM INTEGRATION, WORKMANSHIP, SUITABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES ARISING FROM OR ABSENCE OF DEFECTS, WHETHER LATENT OR PATENT. NO WARRANTY IS MADE BY LOGI ANALYTICS ON THE BASIS OF TRADE USAGE, COURSE OF DEALING OR USAGE COURSE OF TRADE. LOGI ANALYTICS DOES NOT WARRANT THAT THE LOGI ANALYTICS SOFTWARE OR ANY OTHER INFORMATION, MATERIALS, TECHNOLOGY OR SERVICES PROVIDED UNDER THIS AGREEMENT WILL MEET LICENSEE’S REQUIREMENTS OR THAT THE OPERATION THEREOF WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT ALL ERRORS WILL BE CORRECTED. LICENSEE ACKNOWLEDGES THAT LOGI ANALYTICS’ OBLIGATIONS UNDER THIS AGREEMENT ARE FOR THE BENEFIT OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSLICENSEE ONLY.

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREINExcept as expressly set forth above, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “the Software is being delivered to You "AS IS,” “WHERE IS” BASIS" and DynaVox makes no warranty as to its use or performance and disclaims any warranty relating to any impact to Your Computer's performance or any influences on Your Computer. DYNAVOX AND ITS SUPPLIERS DO NOT AND CANNOT WARRANT THE PERFORMANCE OR RESULTS YOU MAY OBTAIN BY USING THE SOFTWARE. THE ABOVE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY DYNAVOX, ITS EMPLOYEES, DISTRIBUTORS, DEALERS OR AGENTS SHALL INCREASE THE SCOPE OF THE ABOVE WARRANTIES ARISING OR CREATE ANY NEW WARRANTIES. SOME STATES DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSION MAY NOT APPLY TO YOU. IN THAT EVENT, ANY IMPLIED WARRANTIES ARE LIMITED IN DURATION TO ONE (1) YEAR FROM COURSE THE DATE OF DEALING OR USAGE DELIVERY OF TRADETHE SOFTWARE. THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS. YOU MAY HAVE OTHER RIGHTS, ALL OF WHICH ARE EXPRESSLY DISCLAIMEDVARY FROM STATE TO STATE. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3FOR ANY WARRANTY, SELLER MAKES NO CONDITION, REPRESENTATION OR WARRANTY TERM TO PURCHASER WITH RESPECT THE EXTENT TO WHICH THE SAME CANNOT OR MAY NOT BE EXCLUDED OR LIMITED BY LAW APPLICABLE TO YOU IN YOUR JURISDICTION, DYNAVOX AND ITS SUPPLIERS MAKE NO WARRANTIES CONDITIONS, REPRESENTATIONS, OR TERMS (EXPRESS OR IMPLIED WHETHER BY STATUTE, COMMON LAW, CUSTOM, USAGE OR OTHERWISE) AS TO ANY FINANCIAL PROJECTIONSMATTER INCLUDING WITHOUT LIMITATION NONINFRINGEMENT OF THIRD PARTY RIGHTS, FORECASTS MERCHANTABILITY, INTEGRATION, SATISFACTORY QUALITY, OR FORWARD LOOKING STATEMENTS OF FITNESS FOR ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSPARTICULAR PURPOSE.

No Other Warranties. EXCEPT FOR THE WARRANTIES SOFTWARE IS PROVIDED AS-IS AND SAVE AS SET FORTH HEREIN, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE OUT IN LIEU OF CLAUSE 9 ABOVE ALL OTHER WARRANTIES, CONDITIONS OR OTHER TERMS CONCERNING THE SOFTWARE OR ACCOMPANYING WRITTEN MATERIALS WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT IMPLIED BY STATUTE, COMMON LAW OR OTHERWISE (INCLUDING THOSE RELATING TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY SATISFACTORY QUALITY AND FITNESS FOR A PARTICULAR PURPOSEPURPOSES) ARE EXCLUDED TO THE EXTENT PERMITTED BY LAW. YOU ACKNOWLEDGE THAT THE SOFTWARE HAS NOT BEEN DEVELOPED TO MEET YOUR INDIVIDUAL REQUIREMENTS AND THEREFORE YOU ASSUME ALL RESPONSIBILITIES FOR SELECTION OF THE SOFTWARE AND FOR DETERMINING THAT THE FACILITIES AND FUNCTIONS OF THE SOFTWARE MEET YOUR REQUIREMENTS. TO THE MAXIMUM EXTENT PERMITTED BY LAW, AND WARRANTIES ARISING FROM COURSE SDL (OR ANY OF DEALING ITS AFFILIATES) SHALL NOT BE LIABLE IN CONTRACT, TORT (INCLUDING NEGLIGENCE OR USAGE BREACH OF TRADESTATUTORY DUTY) OR OTHERWISE FOR ANY LOSS, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3INJURY, SELLER MAKES NO REPRESENTATION CLAIM LIABILITY OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS DAMAGE OF ANY KIND OR NATURE WHATSOEVER RELATING ARISING OUT OF, OR IN CONNECTION WITH, THIS AGREEMENT EVEN IF SUCH LOSSES AND/OR DAMAGES WERE FORESEEN, FORESEEABLE OR KNOWN, FOR: (A) LOSS OF, DAMAGE TO HOLDCOOR CORRUPTION OF DATA, (B) ECONOMIC LOSS, (C) LOSS OF ACTUAL OR ANTICIPATED PROFITS, (D) LOSS OF BUSINESS REVENUE, (E) LOSS OF ANTICIPATED SAVINGS, (F) LOSS OF BUSINESS, (G) LOSS OF OPPORTUNITY, (G) LOSS OF GOODWILL, OR (H) ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL LOSS OR DAMAGE HOWSOEVER CAUSED. YOU ASSUME THE SUBSIDIARYENTIRE COST OF ANY DAMAGE RESULTING FROM THE INFORMATION CONTAINED IN OR COMPILED BY THE SOFTWARE. SUBJECT TO THE REMAINDER PROVISIONS OF THIS CLAUSE 10, IN NO EVENT WILL SDL’s AGGREGATE LIABILITY IN CONTRACT, TORT (INCLUDING NEGLIGENCE OR BREACH OF STATUTORY DUTY) OR OTHERWISE FOR ANY DEFAULT (OR SERIES OF RELATED EVENTS OR DEFAULT) UNDER OR IN CONNECTION WITH THIS AGREEMENT EXCEED THE ASSETS AMOUNT PAID BY CUSTOMER FOR THE SOFTWARE. NOTHING IN THIS AGREEMENT SHALL EXCLUDE OR LIMIT EITHER PARTY'S LIABILITY TO THE OTHER FOR (I) DEATH OR PERSONAL INJURY CAUSED BY ITS NEGLIGENCE OR (II) ANY OTHER LIABILITY TO THE EXTENT THAT IT CANNOT BE EXCLUDED OR LIMITED AS A MATTER OF HOLDCO, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSLAW.

No Other Warranties. EXCEPT NOTWITHSTANDING THE ABOVEMENTIONED WARRANTY FOR DEVICES SPECIFIED IN SECTION 5.1 ABOVE, AND TO THE WARRANTIES SET FORTH HEREINFULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, THE ACQUIRED INTERESTS TRANSX SERVICES ARE BEING SOLD HEREUNDER ON AN PROVIDED TO YOU “AS IS,” “WHERE IS” BASISWITH ALL FAULTS, WITHOUT WARRANTY OF ANY KIND, WITHOUT PERFORMANCE ASSURANCES OR GUARANTEES OF ANY KIND, AND YOUR USE IS AT YOUR SOLE RISK. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE ENTIRE RISK OF SATISFACTORY QUALITY AND ARE IN LIEU OF PERFORMANCE RESIDES WITH YOU. TRANSX, TRANSX’S LICENSORS AND CHANNEL PARTNERS DO NOT MAKE, AND HEREBY DISCLAIM, ANY AND ALL OTHER EXPRESS, IMPLIED OR STATUTORY WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND CONDITION, UNINTERRUPTED USE, ACCURACY OF DATA, MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT OF THIRD PARTY RIGHTS, AND WARRANTIES (IF ANY) ARISING FROM A COURSE OF DEALING DEALING, USAGE, OR USAGE TRADE PRACTICE. TRANSX, TRANSX’S LICENSORS AND CHANNEL PARTNERS DO NOT WARRANT AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF TRADETHE SOFTWARE; THAT THE TRANSX SERVICES WILL MEET YOUR REQUIREMENTS; THAT OPERATION OF THE TRANSX SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT THE TRANSX SERVICES WILL INTEROPERATE OR BE COMPATIBLE WITH ANY OTHER TRANSX SERVICES OR THAT ANY ERRORS IN THE TRANSX SERVICES WILL BE CORRECTED. NO ORAL OR WRITTEN ADVICE PROVIDED BY TRANSX, TRANSX’S LICENSORS AND CHANNEL PARTNERS OR ANY AUTHORIZED REPRESENTATIVE SHALL CREATE A WARRANTY. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR LIMITATIONS ON IMPLIED WARRANTIES OR THE LIMITATIONS ON THE APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO SOME OR ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH THE ABOVE EXCLUSIONS AND LIMITATIONS APPLY ONLY TO THE FULLEST EXTENT PERMITTED BY LAW IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSAPPLICABLE JURISDICTION.

No Other Warranties. BUYER ACKNOWLEDGES THAT SELLER HAS MADE NO OTHER WARRANTIES EXCEPT FOR THE WARRANTIES SET FORTH HEREIN, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE PROVIDED IN LIEU OF ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORALTHIS SECTION E.20, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCOINCLUDING, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, IMPLIED ANY WARRANTIES OF MERCHANTABILITY AND MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES ARISING FROM COURSE OF DEALING HABITABILITY OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WORKMANLIKE CONSTRUCTION WITH RESPECT TO THE UNIT, THE PROPERTY, ANY FINANCIAL PROJECTIONSCOMMON ELEMENT, FORECASTS LIMITED COMMON ELEMENT, OR FORWARD LOOKING STATEMENTS ANYTHING INSTALLED THEREIN. BUYER ACKNOWLEDGES AND AGREES THAT BUYER IS BUYING THE UNIT IN ITS “AS IS” CONDITION. SELLER SPECIFICALLY DISCLAIMS ANY REPRESENTATIONS, WARRANTIES OR PROMISES OF ANY KIND OR NATURE WHATSOEVER RELATING WHATSOEVER, WHETHER EXPRESS OR IMPLIED, WRITTEN OR ORAL, PAST, PRESENT OR FUTURE, CONCERNING OR WITH RESPECT TO HOLDCO(A) ANY GEOLOGICAL OR. ENVIRONMENTAL MATTERS OR CONDITIONS AT, ON, UNDER OR ADJACENT TO HONUA KAI, (B) ANY ARCHAEOLOGICAL SITES, REMAINS OR ARTIFACTS ON THE SUBSIDIARYLAND, (C) THE ASSETS OF HOLDCO, THE ASSETS FACT THAT ALL OR PORTION(S) OF THE SUBSIDIARY HONUA KAI MAY BE LOCATED ON, IN OR NEAR A TSUNAMI INUNDATION AREA OR A FLOOD PLAIN, (D) THE ACQUIRED INTERESTS.ABILITY OF THE HONUA KAI TO WITHSTAND EARTHQUAKE, WATERSPOUT, TORNADO OR HURRICANE DAMAGE, (E) THE LOCATION OF THE SHORELINE IN ACCORDANCE WITH THE LAWS OF THE STATE OF HAWAI’I, (F) THE CURRENT OR FUTURE PRESENCE OR ABSENCE OF HAZARDOUS SURF, CURRENTS, REEFS OR MARINE LIFE, MOLD, STANDING WATERS, WATER RUNOFF, BEACH AND SOIL EROSION, NEAR SHORE WATER QUALITY, AIR QUALITY, EMISSIONS, FUMES, ODORS, OR OTHER ENVIRONMENTAL OR HAZARDOUS CONDITIONS OR MATERIALS AT, ON, UNDER OR ADJACENT TO HONUA KAI INCLUDING THOSE EMANATING FROM THE NEARBY WASTE TREATMENT PLANT, (G) THE DEVELOPMENT AND/OR USE OF ANY ADJACENT LANDS OR PROPERTIES, (H) CURRENT OR FUTURE AIR TRAFFIC OR AVIGATION OVER, IN THE VICINITY OF OR OTHERWISE AFFECTING HONUA KAI, (I) CURRENT OR FUTURE VEHICULAR TRAFFIC ON, OR ADDITIONAL CONSTRUCTION TO HONOAPIILANI HIGHWAY, (J) NOISE, DUST, SOOT, SMOKE, ODORS, VIBRATIONS AND OTHER CONDITIONS (AS DEFINED IN THE SALES CONTRACT), NUISANCES OR HAZARDS PERTAINING TO GOLF COURSE, PARK OR AGRICULTURAL USES OF LANDS IN THE VICINITY OF HONUA KAI, OR PERTAINING TO THE DEVELOPMENT, REDEVELOPMENT, OR USE OF HONUA KAI OR OF LANDS IN THE VICINITY OF HONUA KAI INCLUDING BUT NOT LIMITED TO BEACH ACCESS AREAS, PUBLIC PARKING AREAS, PARK AREAS AND OTHER AREAS OPEN TO THE PUBLIC (WHETHER LOCATED ON HONUA KAI OR IN THE VICINITY OF HONUA KAI), ANY PUBLIC OR PRIVATE UTILITY SERVICES OR INSTALLATIONS IN THE VICINITY OF HONUA KAI INCLUDING BUT NOT LIMITED TO ANY ELECTRICAL SERVICE INSTALLATIONS, WATER MAINS, SEWER MAINS AND LIFT STATIONS, WASTEWATER TREATMENT FACILITIES (INCLUDING THE WASTEWATER TREATMENT FACILITY LOCATED IMMEDIATELY ACROSS HONOAPIILANI HIGHWAY FROM HONUA KAI) AND CO-GENERATION FACILITIES,

No Other Warranties. (a) Except as expressly set forth in this Agreement, nothing in this Agreement will be construed as: (i) a warranty or representation by Licensor or any other Person as to the validity or scope of any Patent or that any pending patent applications under the Patents will issue; (ii) a warranty or representation that anything made, used, sold or otherwise disposed of under any license granted in this Agreement is or will be free from infringement of patents, copyrights, trade secrets or other intellectual property of Third Parties; (iii) an obligation of Licensor to bring or prosecute actions or suits against Third Parties for infringement; (iv) granting by implication, estoppel or otherwise any licenses under patents of Licensor other than Licensed Patents; or (v) an obligation to furnish any technology, technological information or other materials other than as expressly identified herein. (b) EXCEPT FOR THE WARRANTIES AS EXPRESSLY SET FORTH HEREININ THIS AGREEMENT, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE NEITHER PARTY MAKES, AND EACH PARTY EXPRESSLY DISCLAIMS, ANY AND ALL WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORALANY KIND, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, IMPLIED THE WARRANTIES OF MERCHANTABILITY AND DESIGN, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES VALIDITY OF PATENTS, NON-INFRINGEMENT OF THE INTELLECTUAL PROPERTY RIGHTS OF THIRD PARTIES, OR ARISING FROM A COURSE OF DEALING DEALING, USAGE OR USAGE TRADE PRACTICES. LICENSOR ASSUMES NO RESPONSIBILITIES OR LIABILITY WHATSOEVER WITH RESPECT TO THE PATENTS, TECHNOLOGY OR ANY BIOLOGICAL MATERIALS OR THE USE, SALE OR OTHER DISPOSITION BY LICENSEE OR ITS AFFILIATES, SUBLICENSEES, VENDEES OR OTHER AGENTS OR TRANSFEREES OR END USERS OF TRADEPRODUCTS OR PROCESSES INCORPORATING OR MADE BY USE OF ANY LICENSED TECHNOLOGY OR LICENSED PATENTS LICENSED UNDER THIS AGREEMENT OR BIOLOGICAL MATERIALS (IF ANY), ALL OF WHICH ARE EXPRESSLY DISCLAIMEDFURNISHED IN CONNECTION WITH THIS AGREEMENT. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3THIS AGREEMENT, SELLER MAKES NO REPRESENTATION OR WARRANTY LICENSEE WAIVES ALL RIGHTS TO PURCHASER MAKE ANY CLAIM WHATSOEVER AGAINST LICENSOR WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY FOREGOING. LICENSEE SHALL BE SOLELY RESPONSIBLE FOR ALL REPRESENTATIONS AND WARRANTIES THAT LICENSEE OR ITS AGENTS, SUBLICENSEES OR AFFILIATES MAKE TO THIRD PARTIES WITH RESPECT TO ANY OF THE ACQUIRED INTERESTSFOREGOING.

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREINWARRANTY PROVIDED HEREIN IS THE SOLE AND EXCLUSIVE WARRANTY WITH RESPECT TO MWSTS PRODUCTS AND SUPERSEDES ANY AND ALL OTHER WARRANTIES, THE ACQUIRED INTERESTS ORAL OR WRITTEN, OF ANY TYPE RELATING TO MWSTS PRODUCTS. ANY PRODUCTS OF MWSTS NOT COVERED BY THIS WARRANTY ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASISWITHOUT WARRANTIES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, THOSE OF MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE, AND/OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS, AND MWSTS HEREBY DISCLAIMS THE SAME. THE WARRANTIES REMEDY OF CREDIT TOWARD A REPLACEMENT MWSTS PRODUCT OF EQUIVALENT GRADE SET FORTH HEREIN ARE EXCLUSIVE IN SECTION 2 OF THIS LIMITED WARRANTY IS THE SOLE OBLIGATION OF MWSTS, AND ARE IN LIEU THE SOLE REMEDY OF ALL OTHER WARRANTIESPURCHASER, WHETHER STATUTORYUNDER THE WARRANTY PROVIDED HEREIN. EXCEPT AS PROVIDED HEREIN, WRITTEN MWSTS MAKES NO REPRESENTATIONS OR ORALWARRANTIES OF ANY KIND, NATURE OR DESCRIPTION WITH RESPECT TO ANY OF ITS PRODUCTS, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCOINCLUDING, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES ANY WARRANTY OF MERCHANTABILITY AND MERCHANTABILITY, FITNESS OF ANY OF THE PRODUCTS FOR A ANY PARTICULAR PURPOSE, AND/OR NON-INFRINGEMENT OF THIRD PARTY RIGHTS, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, MWSTS HEREBY DISCLAIMS THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSSAME.

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREIN, THE ACQUIRED CLASS B MEMBERSHIP INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED CLASS B MEMBERSHIP INTERESTS, HOLDCOTHE COMPANY, THE SUBSIDIARYPROJECT COMPANIES, THE PROJECTS, THE REPOWERING ENTITIES, THE ASSETS OF HOLDCO THE COMPANY, THE ASSETS OF THE PROJECT COMPANIES, OR THE ASSETS OF THE SUBSIDIARYREPOWERING ENTITIES, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3SECTION 3.01, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCOTHE COMPANY, THE SUBSIDIARYPROJECT COMPANIES, THE ASSETS OF HOLDCOPROJECTS, THE REPOWERING ENTITIES, THE ASSETS OF THE SUBSIDIARY COMPANY, THE ASSETS OF THE PROJECT COMPANIES, THE ASSETS OF THE REPOWERING ENTITIES OR THE ACQUIRED CLASS B MEMBERSHIP INTERESTS.

No Other Warranties. EXCEPT FOR TO THE WARRANTIES SET FORTH HEREINMAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE APS AND ARE IN LIEU OF ITS SUPPLIERS DISCLAIM ALL OTHER WARRANTIES, WHETHER STATUTORYTERMS, WRITTEN OR ORALAND CONDITIONS, EITHER EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCOBY STATUTE, THE SUBSIDIARY, THE ASSETS OF HOLDCO COMMON LAW OR THE ASSETS OF THE SUBSIDIARYOTHERWISE, INCLUDING WITHOUT LIMITATIONBUT NOT LIMITED TO, IMPLIED WARRANTIES WARRANTIES, TERMS, AND CONDITIONS OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND WARRANTIES NONINFRINGEMENT WITH REGARD TO THE SOFTWARE, ITS SATISFACTORY QUALITY, AND THE PROVISION OF OR FAILURE TO PROVIDE SUPPORT SERVICES. TO THE EXTENT ALLOWED BY APPLICABLE LAW, IMPLIED WARRANTIES, TERMS AND CONDITIONS ON THE SOFTWARE ARE LIMITED TO ONE (1) YEAR. Y0U MAY HAVE OTHER LEGAL RIGHTS WHICH VARY FROM STATE/JURISDICTION TO STATE/JURISDICTION. LIMIATION OF LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL APS OR ITS SUPPLIERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL OR PUNITIVE DAMAGES, HOWEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR ANY OTHER PECUNIARY LOSS), ARISING FROM COURSE OUT OF DEALING THE USE OR USAGE INABILITY TO USE THE SOFTWARE, OR THE PROVISION OF TRADEOR FAILURE TO PROVIDE SUPPORT SERVICES, ALL EVEN IF APS HAS BEEN ADVISED OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3THE POSSIBILITY OF SUCH DAMAGES, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO AND NOTWITHSTANDING ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS FAILURE OF ESSENTIAL PURPOSE OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSEXCLUSIVE REMEDY PROVIDED IN THIS XXXX.

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREIN, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE EXPRESSED WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE Vaisala AND ARE IN LIEU OF ITS SUPPLIERS DISCLAIM ALL OTHER WARRANTIES, WHETHER STATUTORYPROMISES OR REPRESENTATIONS, WRITTEN OR ORAL, EXPRESS EXPRESSED OR IMPLIED; SELLER PROVIDES NO OTHER , INCLUDING THE WARRANTIES OF MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE, WITH RESPECT TO THE ACQUIRED INTERESTSSOFTWARE OR EQUIPMENT, HOLDCOCOMPONENTS, ANY LOST DATA OR DOCUMENTATION, SOFTWARE PRODUCED DATA, ANY SERVICES OR TECHNICAL ASSISTANCE OR ANY OTHER ITEM DELIVERED BY Vaisala. NO LIABILITY FOR DAMAGES. Vaisala AND ITS SUPPLIERS SHALL NOT BE LIABLE FOR AND YOU ASSUME RESPONSIBILITY FOR ALL PERSONAL INJURY AND PROPERTY DAMAGE RESULTING FROM THE SUBSIDIARYUSE OF THE SOFTWARE. IN NO EVENT SHALL Vaisala, ITS OFFICERS, AGENTS, EMPLOYEES OR SUPPLIERS BE LIABLE TO ANY PERSON OR ENTITY FOR THE ASSETS LOSS OF HOLDCO PROFITS OR FOR INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR RELATED TO THE SOFTWARE OR THE ASSETS PERFORMANCE OF THE SUBSIDIARYSOFTWARE, INCLUDING WITHOUT LIMITATIONEVEN IF Vaisala OR ITS OFFICERS, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSEAGENTS, AND WARRANTIES ARISING FROM COURSE OF DEALING EMPLOYEES, OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS SUPPLIERS HAVE BEEN ADVISED OF THE SUBSIDIARY OR POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL THE ACQUIRED INTERESTSLIABILITY OF Vaisala AND ITS SUPPLIERS EXCEED THE LICENSE FEE PAID FOR THE SOFTWARE GIVING RISE TO THE CLAIM. U.S. GOVERNMENT RESTRICTED RIGHTS Distribution and use of the SOFTWARE and derivative works thereof to and by the United States Government will be subject to the RESTRICTED RIGHTS as set forth in subpargraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause at DFAR 252.227-7013. Any SOFTWARE described or referenced in this License is commercial computer software programs developed at private expense. Use, duplication or disclosure by the Government is subject to restrictions as set forth in FAR 52.227-19 (c)(2) where applicable or the applicable provisions of the DoD FAR supplement 252.227-7013 subdivision (a)(15) or (a)(17).

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREININ THIS SECTION 8 (Representations and Warranties) ARE THE ONLY WARRANTIES MADE BY COMPANY AND EXCEPT AS EXPRESSLY SET FORTH IN THIS SECTION 8, THE ACQUIRED INTERESTS COMPANY’S SERVICES, LICENSED WORKS, AND ANY OTHER MATERIALS, THIRD PARTY SOFTWARE, DATA OR SERVICES ARE BEING SOLD HEREUNDER ON AN PROVIDED “AS IS,” AND “WHERE ISWITH ALL FAULTS” BASIS. THE AND COMPANY MAKES NO OTHER WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORALANY KIND, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES , WITH RESPECT TO THE ACQUIRED INTERESTSSERVICES, HOLDCOLICENSED WORKS, THE SUBSIDIARYOR ANY OTHER MATERIALS, THE ASSETS OF HOLDCO SOFTWARE, DATA OR SERVICES, OR THE ASSETS FITNESS OF THE SUBSIDIARYSOFTWARE FOR CUSTOMER’S OR ITS AUTHORIZED USER’S USE. COMPANY HEREBY EXPRESSLY DISCLAIMS ANY IMPLIED WARRANTY OF MERCHANTABILITY, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND OR NON-INFRINGEMENT, IMPLIED WARRANTIES ARISING FROM A COURSE OF DEALING OR USAGE COURSE OF TRADEPERFORMANCE OR TRADE USAGE, OR WARRANTIES THAT THE SOFTWARE WILL BE UNINTERRUPTED, DELIVERED FREE FROM DEFECTS OR ERRORS WHICH DO NOT MATERIALLY AFFECT PERFORMANCE, OR THAT ALL OF WHICH ARE EXPRESSLY DISCLAIMEDDEFECTS OR ERRORS WILL BE CORRECTED. EXCEPT AS EXPRESSLY SET FORTH NO ORAL OR WRITTEN INFORMATION GIVEN BY COMPANY, ITS EMPLOYEES, LICENSORS OR THE LIKE WILL CREATE A WARRANTY. COMPANY’S SERVICES MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS USE OF THE SUBSIDIARY INTERNET AND ELECTRONIC COMMUNICATIONS AND COMPANY IS NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES, OR THE ACQUIRED INTERESTSOTHER DAMAGE RESULTING FROM SUCH PROBLEMS.

No Other Warranties. EXCEPT FOR THE AS EXPRESSLY STATED IN THIS AGREEMENT, NO REPRESENTATIONS OR WARRANTIES SET FORTH HEREINWHATSOEVER, THE ACQUIRED INTERESTS WHETHER EXPRESS OR IMPLIED, ARE BEING SOLD HEREUNDER MADE OR GIVEN BY OR ON AN “AS IS,” “WHERE IS” BASISBEHALF OF A PARTY. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE ALL REPRESENTATIONS AND ARE IN LIEU OF ALL OTHER WARRANTIES, WHETHER STATUTORYARISING BY OPERATION OF LAW OR OTHERWISE, WRITTEN OR ORALARE HEREBY EXPRESSLY EXCLUDED. FURTHERMORE, EXCEPT AS EXPRESSLY STATED IN THIS AGREEMENT, JOYO HEREBY EXPRESSLY DISCLAIMS ANY EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARYIMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATIONANY WARRANTY OF MERCHANTABILITY, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSEPURPOSE OR USE, AND WARRANTIES ARISING FROM COURSE OR THE PROSPECTS OR LIKELIHOOD OF DEALING COMMERCIAL SUCCESS OF THE PRODUCT OR USAGE ANY WARRANTY AS TO THE VALIDITY OF TRADE, ALL ANY PATENTS OR THE NON-INFRINGEMENT OF WHICH ARE EXPRESSLY DISCLAIMEDANY INTELLECTUAL PROPERTY RIGHTS OF THIRD PARTIES OR OTHERWISE IN CONNECTION WITH THIS AGREEMENT. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3THIS AGREEMENT (INCLUDING THE EXPRESS WARRANTIES AND INDEMNIFICATION OBLIGATIONS SET OUT HEREIN), SELLER MAKES ERASCA AGREES THAT: (I) THE LICENSED IP ARE LICENSED “AS IS”, “WITH ALL FAULTS”, AND “WITH ALL DEFECTS”; (II) EXCEPT TO THE EXTENT OF WILLFUL MISCONDUCT OR GROSS NEGLIGENCE BY OR ON BEHALF OF JOYO, ERASCA AGREES THAT JOYO WILL HAVE NO REPRESENTATION LIABILITY TO ERASCA FOR ANY ACT OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONSOMISSION IN THE PREPARATION, FORECASTS FILING, PROSECUTION, MAINTENANCE, ENFORCEMENT, DEFENSE OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS OTHER HANDLING OF THE SUBSIDIARY LICENSED PATENTS; AND (III) ERASCA IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE LICENSED PATENTS HAVE APPLICABILITY OR UTILITY IN ERASCA’S CONTEMPLATED EXPLOITATION OF THE ACQUIRED INTERESTSPRODUCTS AND ERASCA ASSUMES ALL RISK AND LIABILITY IN CONNECTION WITH SUCH DETERMINATION. EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT (INCLUDING THE EXPRESS WARRANTIES AND INDEMNIFICATION OBLIGATIONS SET OUT HEREIN), JOYO AGREES THAT: (I) THE ERASCA IP ARE LICENSED “AS IS”, “WITH ALL FAULTS”, AND “WITH ALL DEFECTS”; (II) EXCEPT TO THE EXTENT OF WILLFUL MISCONDUCT OR GROSS NEGLIGENCE BY OR ON BEHALF OF ERASCA, XXXX AGREES THAT ERASCA WILL HAVE NO LIABILITY TO JOYO FOR ANY ACT OR OMISSION IN THE PREPARATION, FILING, PROSECUTION, MAINTENANCE, ENFORCEMENT, DEFENSE OR OTHER HANDLING OF THE ERASCA PATENTS; AND (III) JOYO IS SOLELY RESPONSIBLE FOR DETERMINING WHETHER THE ERASCA PATENTS HAVE APPLICABILITY OR UTILITY IN JOYO’S CONTEMPLATED EXPLOITATION OF THE PRODUCTS AND JOYO ASSUMES ALL RISK AND LIABILITY IN CONNECTION WITH SUCH DETERMINATION.

No Other Warranties. EXCEPT FOR THE WARRANTIES AS EXPRESSLY SET FORTH HEREININ THIS AGREEMENT, THE ACQUIRED INTERESTS PRODUCTS AND SERVICES ARE BEING SOLD HEREUNDER ON AN “PROVIDED "AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE " WITHOUT WARRANTY OF ANY KIND AND ARE IN LIEU OF NI DISCLAIMS ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS EXPRESSED OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES , WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO PRODUCTS OR THE ASSETS OF THE SUBSIDIARYSERVICES, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING THAT MAY ARISE FROM USAGE OF TRADE OR COURSE OF DEALING DEALING. NI DOES NOT WARRANT, GUARANTEE, OR USAGE MAKE ANY REPRESENTATIONS REGARDING THE USE OF TRADEOR THE RESULTS OF THE USE OF THE PRODUCTS OR SERVICES IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. NI DOES NOT WARRANT THAT THE OPERATION OF THE PRODUCTS WILL BE UNINTERRUPTED OR ERROR FREE. 11. WARNING AND CUSTOMER INDEMNITY. CUSTOMER UNDERSTANDS AND ACKNOWLEDGES THAT PRODUCTS AND SERVICES ARE NOT DESIGNED, MANUFACTURED, OR TESTED FOR USE IN LIFE OR SAFETY CRITICAL SYSTEMS, HAZARDOUS ENVIRONMENTS OR ANY OTHER ENVIRONMENTS REQUIRING FAIL-SAFE PERFORMANCE, INCLUDING IN THE OPERATION OF NUCLEAR FACILITIES; AIRCRAFT NAVIGATION; AIR TRAFFIC CONTROL SYSTEMS; LIFE SAVING OR LIFE SUSTAINING SYSTEMS OR SUCH OTHER MEDICAL DEVICES; OR ANY OTHER APPLICATION IN WHICH THE FAILURE OF THE PRODUCT OR SERVICE COULD LEAD TO DEATH, PERSONAL INJURY, SEVERE PROPERTY DAMAGE OR ENVIRONMENTAL HARM (COLLECTIVELY, "HIGH-RISK USES"). FURTHER, CUSTOMER MUST TAKE PRUDENT STEPS TO PROTECT AGAINST PRODUCT AND SERVICE FAILURES, INCLUDING PROVIDING BACK-UP AND SHUT-DOWN MECHANISMS. NI EXPRESSLY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTY OF FITNESS OF THE PRODUCTS OR SERVICES FOR HIGH-RISK USES. CUSTOMER SHALL DEFEND, INDEMNIFY, AND HOLD NI HARMLESS FROM ANY AND ALL CLAIMS, LOSSES, DAMAGES, ACTIONS, INCLUDING, LAWSUITS, ARBITRATIONS, AND/OR ADMINISTRATIVE ACTIONS, AND EXPENSES (INCLUDING REASONABLE ATTORNEYS’ FEES) ARISING OUT OF WHICH CUSTOMER’S USE OF THE PRODUCTS AND SERVICES FOR ANY HIGH-RISK USES, INCLUDING CLAIMS FOR PRODUCT LIABILITY, PERSONAL INJURY (INCLUDING DEATH) OR DAMAGE TO PROPERTY, REGARDLESS OF WHETHER SUCH CLAIMS ARE EXPRESSLY DISCLAIMEDFOUNDED IN WHOLE OR IN PART UPON ALLEGED OR ACTUAL NEGLIGENCE OF NI. EXCEPT AS EXPRESSLY SET FORTH 12. SYSTEM AND APPLICATION RESPONSIBILITY AND ADDITIONAL INDEMNITY. CUSTOMER ACKNOWLEDGES THAT IT IS ULTIMATELY RESPONSIBLE FOR VERIFYING AND VALIDATING THE SUITABILITY AND RELIABILITY OF THE PRODUCTS OR SERVICES WHENEVER THE PRODUCTS OR SERVICES ARE INCORPORATED IN ARTICLE 3ITS SYSTEM OR APPLICATION, SELLER MAKES NO REPRESENTATION INCLUDING THE APPROPRIATE DESIGN, PROCESS, AND SAFETY LEVEL OF SUCH SYSTEM OR WARRANTY APPLICATION. FURTHER, CUSTOMER MUST TAKE PRUDENT STEPS TO PURCHASER WITH RESPECT TO PROTECT AGAINST PRODUCT AND SERVICE FAILURES WHEN PRODUCTS AND SERVICES ARE INCORPORATED IN A SYSTEM OR APPLICATION, INCLUDING PROVIDING BACK-UP AND SHUT-DOWN MECHANISMS. CUSTOMER SHALL DEFEND, INDEMNIFY, AND HOLD NI HARMLESS FROM ANY FINANCIAL PROJECTIONSAND ALL CLAIMS, FORECASTS LOSSES, DAMAGES, ACTIONS, INCLUDING LAWSUITS, ARBITRATIONS, AND/OR FORWARD LOOKING STATEMENTS ADMINISTRATIVE ACTIONS, AND EXPENSES (INCLUDING REASONABLE ATTORNEYS’ FEES) ARISING OUT OF CUSTOMER’S INCORPORATION OF THE PRODUCTS OR SERVICES INTO ITS SYSTEM OR APPLICATION, REGARDLESS OF WHETHER SUCH CLAIMS ARE FOUNDED IN WHOLE OR IN PART UPON ALLEGED OR ACTUAL NEGLIGENCE OF NI. 13. INTELLECTUAL PROPERTY LIABILITY. NI agrees to defend any third-party claim that alleges the Hardware, Software or Services infringe any patent, copyright, or trademark of U.S. and/or People’s Republic of China (“Claim”). Customer shall notify NI immediately upon learning of any Claim, or any allegation that the grounds for a Claim may exist, shall grant NI sole control over the defense and settlement of the Claim, and shall cooperate fully with NI in preparing a defense for any Claim. NI agrees to pay any final judgment or settlement resulting from any Claim, provided that the settlement is entered into in accordance with this Section. NI shall not be liable for a settlement made without its prior written consent. Notwithstanding the foregoing, NI shall have no obligation under this Section for any claim relating to or arising from (a) Customer’s modifications of Hardware, Software or Services; (b) failure to use Hardware, Software or Services in accordance with the applicable documentation provided by NI; (c) the combination, operation, or use of Hardware, Software or Services with any hardware, software or service not provided by NI; (d) the compliance of NI with Customer’s specifications or directions, including the incorporation of any software or other materials provided by or requested by Customer; or (e) Non-NI Branded Products. The foregoing states the Customer's sole remedy for, and the entire liability and responsibility of NI for, infringement of any patent, trademark, or copyright or other intellectual property rights. THIS LIMITED INDEMNITY IS IN LIEU OF ANY KIND OTHER STATUTORY OR NATURE WHATSOEVER RELATING TO HOLDCOIMPLIED WARRANTY AGAINST INFRINGEMENT. In any event, THE SUBSIDIARYif NI believes in its reasonable opinion the Hardware, THE ASSETS OF HOLDCOSoftware, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSor Services may be alleged to be infringing, for the purposes of mitigating any potential damages, NI may, at its option, (i) procure for the Customer the right to continue to use the Hardware, Software, or Services; (ii) replace them with comparable Hardware, Software or Services that are free of such infringement; or (iii) refund the fees paid by Customer, in which case Customer shall promptly return the Hardware to NI and/or terminate the use of the Software or Services. 14.

No Other Warranties. THE LIMITED WARRANTY THAT APPEARS ABOVE IS THE ONLY EXPRESS WARRANTY MADE TO YOU AND IS PROVIDED IN LIEU OF ANY OTHER EXPRESS WARRANTIES (IF ANY) CREATED BY ANY DOCUMENTATION, PACKAGING, OR OTHER COMMUNICATIONS. EXCEPT FOR THE WARRANTIES SET FORTH HEREINLIMITED WARRANTY AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, DATABOUND AND ITS SUPPLIERS PROVIDE THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “DELIVERABLES AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE IS AND ARE IN LIEU OF WITH ALL FAULTS, AND HEREBY DISCLAIM ALL OTHER WARRANTIES AND CONDITIONS, EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, ANY (IF ANY) IMPLIED WARRANTIES, WHETHER STATUTORYDUTIES OR CONDITIONS OF MERCHANTABILITY, WRITTEN OR ORAL, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, OF RELIABILITY OR AVAILABILITY, OF ACCURACY OR COMPLETENESS OF RESPONSES, OF RESULTS, OF WORKMANLIKE EFFORT, OF LACK OF VIRUSES, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE LACK OF TRADENEGLIGENCE, ALL WITH REGARD TO THE DELIVERABLES, AND THE PROVISION OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3OR FAILURE TO PROVIDE SUPPORT OR OTHER SERVICES, SELLER MAKES NO REPRESENTATION INFORMATION, SOFTWARE, AND RELATED CONTENT THROUGH THE DELIVERABLES OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS OTHERWISE ARISING OUT OF THE SUBSIDIARY USE OF THE DELIVERABLES. ALSO, THERE IS NO WARRANTY OR CONDITION OF TITLE, QUIET ENJOYMENT, QUIET POSSESSION, CORRESPONDENCE TO DESCRIPTION, OR NON-INFRINGEMENT WITH REGARD TO THE ACQUIRED INTERESTSDELIVERABLES.

No Other Warranties. EXCEPT FOR NEITHER BUILDER NOR ANY OF BUILDER'S AFFILIATES MAKE ANY WARRANTIES, WHETHER EXPRESS OR IMPLIED, WHETHER ARISING UNDER STATE LAW OR THE XXXXXXXX-XXXX WARRANTY ACT, INCLUDING BUT NOT LIMITED TO ALL IMPLIED WARRANTIES SET FORTH HEREINOF FITNESS, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASISMERCHANTABILITY, HABITABILITY OR WORKMANSHIP. PURCHASER SPECIFICALLY ACKNOWLEDGES OUR DISCLAIMER OF IMPLIED WARRANTIES AND PURCHASER WAIVES ANY OTHER WARRANTIES NOT EXPRESSLY STATED IN THIS WARRANTY AGREEMENT. THE WARRANTIES RIGHTS AND REMEDIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIES, REMEDIES, RIGHTS, AND CONDITIONS, WHETHER STATUTORY, WRITTEN ORAL OR ORALWRITTEN, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES , WHICH MAY BE ASSERTED AFTER SUBSTANTIAL COMPLETION AND TRANSFER, AND YOUR RIGHTS UNDER THE WARRANTY AGREEMENT ARE YOUR SOLE AND EXCLUSIVE RIGHTS AND REMEDIES AGAINST BUILDER AND BUILDER'S AFFILIATES WHICH MAY BE ASSERTED AFTER SUBSTANTIAL COMPLETION AND TRANSFER WITH RESPECT TO THE ACQUIRED INTERESTSOR RELATING TO ANY CONSTRUCTION OR DESIGN DEFECT OR CONDITION, HOLDCOWHETHER ATTRIBUTABLE TO WORKMANSHIP, THE SUBSIDIARYMATERIALS, THE ASSETS DESIGN, ENGINEERING OR ANY OTHER ITEM OR THING; AND PURCHASER HEREBY WAIVES ANY OTHER RIGHTS, REMEDIES, CLAIMS, OR CAUSES OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY ACTION WHICH MAY BE ASSERTED AFTER SUBSTANTIAL COMPLETION AND FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER TRANSFER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCOANY CONSTRUCTION OR DESIGN DEFECT OR CONDITION, THE SUBSIDIARYWHETHER ATTRIBUTABLE TO WORKMANSHIP, THE ASSETS OF HOLDCOMATERIALS, THE ASSETS OF THE SUBSIDIARY DESIGN, ENGINEERING OR THE ACQUIRED INTERESTSANY OTHER ITEM OR THING, WHETHER GROUNDED IN OR BASED UPON WARRANTY, CONTRACT, TORT, NEGLIGENCE, OR ANY OTHER LEGAL BASIS OR THEORY.

No Other Warranties. EXCEPT FOR THE WARRANTIES AS SET FORTH HEREINABOVE IN THIS SECTION 12, THE ACQUIRED INTERESTS PRODUCTS ARE BEING SOLD HEREUNDER ON AN PROVIDED “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF NEURONETICS HEREBY DISCLAIMS ALL OTHER WARRANTIES, WHETHER STATUTORYEXPRESS, WRITTEN IMPLIED, STATUTORY OR ORALOTHER, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, AND NEURONETICS SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY AND MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT, AND ALL WARRANTIES ARISING FROM COURSE OF DEALING DEALING, USAGE OR USAGE OF TRADETRADE PRACTICE. WITHOUT LIMITING THE FOREGOING, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER NEURONETICS MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND THAT THE PRODUCTS OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS RESULTS OF THE SUBSIDIARY USE THEREOF WILL MEET CUSTOMER’S OR ANY OTHER PERSON’S REQUIREMENTS, OPERATE WITHOUT INTERRUPTION, ACHIEVE ANY INTENDED RESULT, BE ELIGIBLE FOR REIMBURSEMENT BY INSURANCE COMPANIES AND OTHER THIRD PARTY PAYORS, BE COMPATIBLE OR WORK WITH ANY SOFTWARE, SYSTEM OR OTHER SERVICES, OR BE SECURE, AVAILABLE, ACCURATE, COMPLETE, FREE OF HARMFUL CODE OR ERROR FREE. CUSTOMER ACKNOWLEDGES THAT NEURONETICS DOES NOT CONTROL THE ACQUIRED INTERESTSTRANSFER OF DATA OVER THE INTERNET, AND THAT TRAKSTAR INTERNET CAPABILITY AND OTHER COMPONENTS OF THE SYSTEM WILL BE SUBJECT TO LIMITATIONS INHERENT IN THE USE OF THE INTERNET. NEURONETICS IS NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES OR OTHER DAMAGE RESULTING FROM SUCH INTERNET PROBLEMS. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

No Other Warranties. EXCEPT FOR THE WARRANTIES AS EXPRESSLY SET FORTH HEREININ THIS AGREEMENT, THE ACQUIRED INTERESTS PRODUCTS AND SERVICES ARE BEING SOLD HEREUNDER ON AN “PROVIDED "AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE " WITHOUT WARRANTY OF ANY KIND AND ARE IN LIEU OF NI DISCLAIMS ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS EXPRESSED OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES , WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO PRODUCTS OR THE ASSETS OF THE SUBSIDIARYSERVICES, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING THAT MAY ARISE FROM USAGE OF TRADE OR COURSE OF DEALING DEALING. NI DOES NOT WARRANT, GUARANTEE, OR USAGE MAKE ANY REPRESENTATIONS REGARDING THE USE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS RESULTS OF THE SUBSIDIARY USE OF THE PRODUCTS OR SERVICES IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. NI DOES NOT WARRANT THAT THE ACQUIRED INTERESTSOPERATION OF THE PRODUCTS WILL BE UNINTERRUPTED OR ERROR FREE. 11. WARNING AND CUSTOMER INDEMNITY. CUSTOMER UNDERSTANDS AND ACKNOWLEDGES THAT PRODUCTS AND SERVICES ARE NOT DESIGNED, MANUFACTURED, OR TESTED FOR USE IN LIFE OR SAFETY CRITICAL SYSTEMS, HAZARDOUS ENVIRONMENTS OR ANY OTHER ENVIRONMENTS REQUIRING FAIL-SAFE PERFORMANCE, INCLUDING IN THE OPERATION OF NUCLEAR FACILITIES; AIRCRAFT NAVIGATION; AIR TRAFFIC CONTROL SYSTEMS; LIFE SAVING OR LIFE SUSTAINING SYSTEMS OR SUCH OTHER MEDICAL DEVICES; OR ANY OTHER APPLICATION IN WHICH THE FAILURE OF THE PRODUCT OR SERVICE COULD LEAD TO DEATH, PERSONAL INJURY, SEVERE PROPERTY DAMAGE OR ENVIRONMENTAL HARM (COLLECTIVELY, "HIGH-RISK USES"). FURTHER, CUSTOMER MUST TAKE PRUDENT STEPS TO PROTECT AGAINST PRODUCT AND SERVICE FAILURES, INCLUDING PROVIDING BACK-UP AND SHUT-DOWN MECHANISMS. NI EXPRESSLY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTY OF FITNESS OF THE PRODUCTS OR SERVICES FOR HIGH-RISK USES. CUSTOMER SHALL DEFEND, INDEMNIFY, AND HOLD NI HARMLESS FROM ANY AND ALL CLAIMS, LOSSES, DAMAGES, ACTIONS, INCLUDING, LAWSUITS, ARBITRATIONS, AND/OR ADMINISTRATIVE ACTIONS, AND EXPENSES (INCLUDING REASONABLE ATTORNEYS’ FEES) ARISING OUT OF CUSTOMER’S USE OF THE PRODUCTS AND SERVICES FOR ANY HIGH-RISK USES, INCLUDING CLAIMS FOR PRODUCT LIABILITY, PERSONAL INJURY (INCLUDING DEATH) OR DAMAGE TO PROPERTY, REGARDLESS OF WHETHER SUCH CLAIMS ARE FOUNDED IN WHOLE OR IN PART UPON ALLEGED OR ACTUAL NEGLIGENCE OF NI.

No Other Warranties. EXCEPT FOR THE WARRANTIES AS EXPRESSLY SET FORTH HEREININ THIS AGREEMENT, THE ACQUIRED INTERESTS PRODUCTS AND SERVICES ARE BEING SOLD HEREUNDER ON AN “PROVIDED "AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE " WITHOUT WARRANTY OF ANY KIND AND ARE IN LIEU OF TECH180 DISCLAIMS ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS EXPRESSED OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES , WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARYALL PRODUCTS AND SERVICES, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON- INFRINGEMENT, AND ANY WARRANTIES ARISING THAT MAY ARISE FROM USAGE OF TRADE OR COURSE OF DEALING DEALING. TECH180 DOES NOT WARRANT, GUARANTEE, OR USAGE MAKE ANY REPRESENTATIONS REGARDING THE USE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, RESULTS DERIVED FROM THE ASSETS OF HOLDCO, THE ASSETS USE OF THE SUBSIDIARY PRODUCTS OR SERVICES IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. TECH180 DOES NOT WARRANT THAT THE ACQUIRED INTERESTS.OPERATION OF THE PRODUCTS WILL BE UNINTERRUPTED OR ERROR FREE. 10. WARNING AND CUSTOMER INDEMNITY. CUSTOMER UNDERSTANDS AND ACKNOWLEDGES THAT PRODUCTS AND SERVICES ARE NOT DESIGNED, MANUFACTURED, OR TESTED FOR USE IN LIFE OR SAFETY CRITICAL SYSTEMS, HAZARDOUS ENVIRONMENTS OR ANY OTHER ENVIRONMENTS REQUIRING FAIL-SAFE PERFORMANCE, INCLUDING IN THE OPERATION OF NUCLEAR FACILITIES; AIRCRAFT

No Other Warranties. EXCEPT FOR THE WARRANTIES AS EXPRESSLY SET FORTH HEREININ THIS AGREEMENT, THE ACQUIRED INTERESTS PRODUCTS AND SERVICES ARE BEING SOLD HEREUNDER ON AN “PROVIDED "AS IS,” “WHERE IS” BASIS. " WITHOUT WARRANTY OF ANY KIND AND TO THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW NI DISCLAIMS ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS EXPRESSED OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES , WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARYALL PRODUCTS AND SERVICES, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT, AND ANY WARRANTIES THAT MAY ARISE FROM USAGE OF TRADE OR COURSE OF DEALING. NI DOES NOT WARRANT, GUARANTEE, OR MAKE ANY REPRESENTATIONS REGARDING THE USE OF OR THE RESULTS OF THE USE OF THE PRODUCTS OR SERVICES IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. NI DOES NOT WARRANT THAT THE OPERATION OF THE PRODUCTS WILL BE UNINTERRUPTED OR ERROR FREE. 11. WARNING AND CUSTOMER INDEMNITY. CUSTOMER UNDERSTANDS AND ACKNOWLEDGES THAT PRODUCTS AND SERVICES ARE NOT DESIGNED, MANUFACTURED, OR TESTED FOR USE IN LIFE OR SAFETY CRITICAL SYSTEMS, HAZARDOUS ENVIRONMENTS OR ANY OTHER ENVIRONMENTS REQUIRING FAIL-SAFE PERFORMANCE, INCLUDING IN THE OPERATION OF NUCLEAR FACILITIES; AIRCRAFT NAVIGATION; AIR TRAFFIC CONTROL SYSTEMS; LIFE SAVING OR LIFE SUSTAINING SYSTEMS OR SUCH OTHER MEDICAL DEVICES; OR ANY OTHER APPLICATION IN WHICH THE FAILURE OF THE PRODUCT OR SERVICE COULD LEAD TO DEATH, PERSONAL INJURY, SEVERE PROPERTY DAMAGE OR ENVIRONMENTAL HARM (COLLECTIVELY, "HIGH-RISK USES"). FURTHER, CUSTOMER MUST TAKE PRUDENT STEPS TO PROTECT AGAINST PRODUCT AND SERVICE FAILURES, INCLUDING PROVIDING BACK-UP AND SHUT-DOWN MECHANISMS. NI EXPRESSLY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTY OF FITNESS OF THE PRODUCTS OR SERVICES FOR HIGH- RISK USES. CUSTOMER SHALL DEFEND, INDEMNIFY, RELEASE AND HOLD NI HARMLESS FROM ANY AND ALL CLAIMS, LOSSES, DAMAGES, ACTIONS, INCLUDING, LAWSUITS, ARBITRATIONS, AND/OR ADMINISTRATIVE ACTIONS, AND EXPENSES (INCLUDING REASONABLE ATTORNEYS’ FEES) ARISING OUT OF CUSTOMER’S USE OF THE PRODUCTS AND SERVICES FOR ANY HIGH-RISK USES, INCLUDING ARISING FROM COURSE CLAIMS FOR PRODUCT LIABILITY, PERSONAL INJURY (INCLUDING DEATH) OR DAMAGE TO PROPERTY, REGARDLESS OF DEALING WHETHER SUCH CLAIMS ARE FOUNDED IN WHOLE OR USAGE IN PART UPON ALLEGED OR ACTUAL NEGLIGENCE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSNI.

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREINAS OTHERWISE EXPRESSLY WARRANTED IN THIS AGREEMENT, THE ACQUIRED INTERESTS LICENSED SOFTWARE, LICENSED SOFTWARE, AND ANY OTHER MATERIALS, SOFTWARE, DATA AND/OR SERVICES PROVIDED BY FIDDLER ARE BEING SOLD HEREUNDER ON AN PROVIDED “AS IS” AND “WITH ALL FAULTS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF FIDDLER EXPRESSLY DISCLAIMS ALL OTHER WARRANTIESWARRANTIES OF ANY KIND OR NATURE, WHETHER EXPRESS, IMPLIED OR STATUTORY, WRITTEN OR ORALINCLUDING, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTSBUT NOT LIMITED TO, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, IMPLIED ANY WARRANTIES OF MERCHANTABILITY AND OPERABILITY, CONDITION, TITLE, NON-INFRINGEMENT, NON-INTERFERENCE, QUIET ENJOYMENT, VALUE, ACCURACY OF DATA, OR QUALITY, AS WELL AS ANY WARRANTIES OF MERCHANTABILITY, SYSTEM INTEGRATION, WORKMANSHIP, SUITABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES ARISING FROM OR THE ABSENCE OF ANY DEFECTS THEREIN, WHETHER LATENT OR PATENT. NO WARRANTY IS MADE BY FIDDLER ON THE BASIS OF TRADE USAGE, COURSE OF DEALING OR USAGE COURSE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCOFIDDLER DOES NOT WARRANT THAT THE LICENSED SOFTWARE, THE SUBSIDIARYLICENSED SOFTWARE OR ANY OTHER INFORMATION, MATERIALS, TECHNOLOGY OR SERVICES PROVIDED UNDER THIS AGREEMENT WILL MEET CUSTOMER’S REQUIREMENTS OR THAT THE ASSETS OPERATION THEREOF WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT ALL ERRORS WILL BE CORRECTED. CUSTOMER ACKNOWLEDGES THAT FIDDLER’S OBLIGATIONS UNDER THIS AGREEMENT ARE FOR THE BENEFIT OF HOLDCO, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSCUSTOMER ONLY.

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREINLIMITED WARRANTY IN SECTION 8.1 ABOVE, THE ACQUIRED INTERESTS SOFTWARE, DOCUMENTATION AND SERVICES ARE BEING SOLD HEREUNDER ON AN PROVIDED TO CUSTOMER “AS IS,” “WHERE IS” BASISAND WITH ALL FAULTS AND DEFECTS, WITHOUT WARRANTY OF ANY KIND. TO THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CARGILL AND ARE IN LIEU OF ITS SUPPLIERS DISCLAIM ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EITHER EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCOINCLUDING, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATIONBUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND MERCHANTABILITY, ACCURACY OF INFORMATIONAL CONTENT, FITNESS FOR A PARTICULAR PURPOSE, AND NON- INFRINGEMENT, AND WARRANTIES ARISING FROM THAT MAY ARISE OUT OF COURSE OF DEALING DEALING. WITHOUT LIMITING THE FOREGOING, CARGILL DOES NOT WARRANT THE ACCURACY, COMPLETENESS, RELIABILITY, OR USAGE TIMELINESS OF TRADETHIRD- PARTY CONTENT CONTAINED IN THE SOFTWARE. ADDITIONALLY, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3WITHOUT LIMITATION TO THE FOREGOING, SELLER CARGILL PROVIDES NO WARRANTY AND MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND THAT THE SOFTWARE WILL MEET THE CUSTOMER’S REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, OR NATURE WHATSOEVER RELATING OPERATE WITHOUT INTERRUPTION OR ERROR. TO HOLDCOTHE EXTENT ALLOWED BY APPLICABLE LAW, IMPLIED WARRANTIES ON THE SUBSIDIARYSOFTWARE, IF ANY, ARE LIMITED TO NINETY (90) DAYS FROM THE ASSETS DATE OF HOLDCO, THE ASSETS CUSTOMER’S RECEIPT OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSSOFTWARE.

No Other Warranties. EXCEPT FOR THE WARRANTIES AS EXPRESSLY SET FORTH HEREININ THIS AGREEMENT, THE ACQUIRED INTERESTS PRODUCTS AND SERVICES ARE BEING SOLD HEREUNDER ON AN “PROVIDED "AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE " WITHOUT WARRANTY OF ANY KIND AND ARE IN LIEU OF NI DISCLAIMS ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS EXPRESSED OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES , WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARYALL PRODUCTS AND SERVICES, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON- INFRINGEMENT, AND ANY WARRANTIES THAT MAY ARISE FROM USAGE OF TRADE OR COURSE OF DEALING. NI DOES NOT WARRANT, GUARANTEE, OR MAKE ANY REPRESENTATIONS REGARDING THE USE OF OR THE RESULTS OF THE USE OF THE PRODUCTS OR SERVICES IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. NI DOES NOT WARRANT THAT THE OPERATION OF THE PRODUCTS WILL BE UNINTERRUPTED OR ERROR FREE. 11. WARNING AND CUSTOMER INDEMNITY. CUSTOMER UNDERSTANDS AND ACKNOWLEDGES THAT PRODUCTS AND SERVICES ARE NOT DESIGNED, MANUFACTURED, OR TESTED FOR USE IN LIFE OR SAFETY CRITICAL SYSTEMS, HAZARDOUS ENVIRONMENTS OR ANY OTHER ENVIRONMENTS REQUIRING FAIL-SAFE PERFORMANCE, INCLUDING IN THE OPERATION OF NUCLEAR FACILITIES; AIRCRAFT NAVIGATION; AIR TRAFFIC CONTROL SYSTEMS; LIFE SAVING OR LIFE SUSTAINING SYSTEMS OR SUCH OTHER MEDICAL DEVICES; OR ANY OTHER APPLICATION IN WHICH THE FAILURE OF THE PRODUCT OR SERVICE COULD LEAD TO DEATH, PERSONAL INJURY, SEVERE PROPERTY DAMAGE OR ENVIRONMENTAL HARM (COLLECTIVELY, "HIGH-RISK USES"). FURTHER, CUSTOMER MUST TAKE PRUDENT STEPS TO PROTECT AGAINST PRODUCT AND SERVICE FAILURES, INCLUDING PROVIDING BACK-UP AND SHUT-DOWN MECHANISMS. NI EXPRESSLY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTY OF FITNESS OF THE PRODUCTS OR SERVICES FOR HIGH- RISK USES. CUSTOMER SHALL DEFEND, INDEMNIFY, RELEASE AND HOLD NI HARMLESS FROM ANY AND ALL CLAIMS, LOSSES, DAMAGES, ACTIONS, INCLUDING, LAWSUITS, ARBITRATIONS, AND/OR ADMINISTRATIVE ACTIONS, AND EXPENSES (INCLUDING REASONABLE ATTORNEYS’ FEES) ARISING OUT OF CUSTOMER’S USE OF THE PRODUCTS AND SERVICES FOR ANY HIGH- RISK USES, INCLUDING ARISING FROM COURSE CLAIMS FOR PRODUCT LIABILITY, PERSONAL INJURY (INCLUDING DEATH) OR DAMAGE TO PROPERTY, REGARDLESS OF DEALING WHETHER SUCH CLAIMS ARE FOUNDED IN WHOLE OR USAGE IN PART UPON ALLEGED OR ACTUAL NEGLIGENCE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSNI.

No Other Warranties. EXCEPT FOR YOU ACKNOLWEDGE AND AGREE THAT THE WARRANTIES SET FORTH HEREINUSE OF THE SOFTWARE IS AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE TAIS AND ARE IN LIEU OF ITS LICENSORS DISCLIAM ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EITHER EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCOINCLUIDNG, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATIONBUT NOT LIMITED TO, IMPLIED WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. NEITHER TAIS NOR ITS LICENSORS WARRANT THAT THE FUNCTIONS CONTAINED IN THE SOFTWARE WILL MEET YOUR REQUIREMENTS, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THAT THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS OPERATION OF THE SUBSIDIARY SOFTARE WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS IN THE SOFTWARE AND RELATED DOCUMENTATION WILL BE CORRECTED, FURTHERMORE, NEITHER TAIS NOR ITS LICENSORS WARRANTS OR MAKES ANY REPRESENTATIONS REGARDING THE USE OR THE ACQUIRED INTERESTSRESULTS OF THE USE OF THE SOFTWARE OR RELATED DOCUMENTATION IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELAIBLITY, OR OTHERWISE. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY TAIS OR A TAIS WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF THIS WARRANTY. SHOULD THE TAIS SOFTWRE PROVE DEFECTIVE, YOU (AND NOT TAIS OR A TAIS AUTHORIZED REPRESENTATIVE) ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION. THIS LIMITED WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS. YOU MAY HAVE OTHERS WHICH VARY FROM STATE OR JURISDICTION TO STATE OR JURISDICTION.

No Other Warranties. EXCEPT FOR TO THE WARRANTIES SET FORTH HEREINGREATEST EXTENT PERMITTED BY LAW, THE ACQUIRED INTERESTS SOFTWARE IS LICENSED AND ALL OTHER MATERIALS AND SERVICES ARE BEING SOLD HEREUNDER ON AN PROVIDED TO THE ORGANIZATION “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN AND THERE ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER NO WARRANTIES, WHETHER STATUTORYREPRESENTATIONS OR CONDITIONS, EXPRESSED OR IMPLIED, WRITTEN OR ORAL, EXPRESS ARISING BY STATUTE, OPERATION OF LAW, COURSE OF DEALING, USAGE OF TRADE OR IMPLIED; SELLER PROVIDES NO OTHERWISE, REGARDING THEM OR ANY OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTSPRODUCT, HOLDCOSERVICE OR MATERIAL PROVIDED HEREUNDER OR IN CONNECTION HEREWITH. S&S, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, ITS LICENSORS AND SUPPLIERS DISCLAIM ANY IMPLIED WARRANTIES OR CONDITIONS REGARDING THE SOFTWARE AND ANY OTHER PRODUCTS, SERVICES AND MATERIALS PROVIDED HEREUNDER OR IN CONNECTION HEREWITH, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY AND MERCHANTABLE QUALITY, MERCHANTABILITY, DURABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES ARISING FROM COURSE OF DEALING TITLE OR USAGE OF TRADENON-INFRINGEMENT. S&S DOES NOT REPRESENT OR WARRANT THAT THE SOFTWARE SHALL OPERATE ERROR FREE OR IN THE COMBINATIONS SELECTED, THAT IT SHALL MEET ANY OR ALL OF WHICH ARE EXPRESSLY DISCLAIMEDTHE ORGANIZATION’S PARTICULAR REQUIREMENTS, OR THAT ALL ERRORS OR DEFECTS IN THE SOFTWARE CAN BE FOUND OR CORRECTED. EXCEPT AS EXPRESSLY NO AGREEMENTS VARYING OR EXTENDING ANY EXPRESS WARRANTIES SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS THIS AGREEMENT SHALL BE BINDING ON EITHER PARTY UNLESS IN WRITING AND SIGNED BY AN AUTHORIZED SIGNING OFFICER OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTS.S&S.

No Other Warranties. EXCEPT FOR None of the employees, agents, representatives or distributors of COMPANY are authorized to make modifications to the limited warranty provided in Section 6. No additional representation or warranty (beyond the limited warranty provided in Section 6) shall be binding on COMPANY, provided again that, if you have obtained the Software on a non- perpetual time-trial basis, then COMPANY makes no representation or warranty whatsoever to you relating to the Software Product or your use thereof. Accordingly, no additional statement relating to the Software Product, including any that is included in marketing materials, advertising or presentations, whether oral or written, by COMPANY or any of its employees, agents representatives or distributors constitutes a representation or warranty by COMPANY, and no such additional statement should be relied upon as a representation or warranty by COMPANY. NOTWITHSTANDING ANYTHING ELSE, TO THE WARRANTIES MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SUBJECT ONLY TO THE LIMITED WARRANTY SET FORTH HEREINABOVE IN THIS SECTION 7, THE ACQUIRED INTERESTS ARE SOFTWARE IS BEING SOLD HEREUNDER FURNISHED TO YOU ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE BASIS ONLY, AND ARE IN LIEU NEITHER COMPANY NOR ANY OF ALL ITS LICENSORS OR VENDORS MAKES ANY OTHER WARRANTIESREPRESENTATION, WHETHER STATUTORYCONDITION OR WARRANTY, WRITTEN OR ORAL, EXPRESS EXPRESSED OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT , RELATING TO THE ACQUIRED INTERESTS, HOLDCOTHIS XXXX, THE SUBSIDIARYSOFTWARE PRODUCT OR ANY OTHER SOFTWARE, MATERIALS, PRODUCTS OR SERVICES. FURTHER, THE ASSETS COMPANY (ON BEHALF OF HOLDCO OR THE ASSETS OF THE SUBSIDIARYITSELF AND ITS LICENSORS AND VENDORS) HEREBY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES AND CONDITIONS, INCLUDING WITHOUT LIMITATIONBUT NOT LIMITED TO ANY IMPLIED WARRANTY OR CONDITION OF MERCHANTABILITY, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES ARISING FROM COURSE TITLE OR NON-INFRINGEMENT. IF SUCH DISCLAIMER IS DISALLOWED BY A COURT OF DEALING OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER LAW WITH RESPECT TO ANY FINANCIAL PROJECTIONSPARTICULAR IMPLIED WARRANTY OR CONDITION, FORECASTS THEN SUCH IMPLIED WARRANTY OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTS.CONDITION IS LIMITED IN DURATION TO

No Other Warranties. EXCEPT FOR TO THE WARRANTIES SET FORTH HEREINGREATEST EXTENT PERMITTED BY LAW, THE ACQUIRED INTERESTS SOFTWARE IS LICENSED AND ALL OTHER MATERIALS AND SERVICES ARE BEING SOLD HEREUNDER ON AN PROVIDED TO THE ORGANIZATION “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN AND THERE ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER NO WARRANTIES, WHETHER STATUTORYREPRESENTATIONS OR CONDITIONS, EXPRESSED OR IMPLIED, WRITTEN OR ORAL, EXPRESS ARISING BY STATUTE, OPERATION OF LAW, COURSE OF DEALING, USAGE OF TRADE OR IMPLIED; SELLER PROVIDES NO OTHERWISE, REGARDING THEM OR ANY OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTSPRODUCT, HOLDCOSERVICE OR MATERIAL PROVIDED HEREUNDER OR IN CONNECTION HEREWITH. HARRIS, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, ITS LICENSORS AND SUPPLIERS DISCLAIM ANY IMPLIED WARRANTIES OR CONDITIONS REGARDING THE SOFTWARE AND ANY OTHER PRODUCTS, SERVICES AND MATERIALS PROVIDED HEREUNDER OR IN CONNECTION HEREWITH, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY AND MERCHANTABLE QUALITY, MERCHANTABILITY, DURABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES ARISING FROM COURSE OF DEALING TITLE OR USAGE OF TRADENON-INFRINGEMENT. XXXXXX DOES NOT REPRESENT OR WARRANT THAT THE SOFTWARE SHALL OPERATE ERROR FREE OR IN THE COMBINATIONS SELECTED, THAT IT SHALL MEET ANY OR ALL OF WHICH ARE EXPRESSLY DISCLAIMEDTHE ORGANIZATION’S PARTICULAR REQUIREMENTS, OR THAT ALL ERRORS OR DEFECTS IN THE SOFTWARE CAN BE FOUND OR CORRECTED. EXCEPT AS EXPRESSLY WITHOUT LIMITING THE FOREGOING, XXXXXX DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES WHATSOEVER WITH REGARD TO PRODUCTS OR SERVICES FROM THIRD PARTIES (INCLUDING WITHOUT LIMITATION THE THIRD-PARTY COMPONENTS, THE HARDWARE, THE OPERATION OF THE INTERNET, NETWORK OR OTHER COMMUNICATION SERVICES) AND ASSUMES NO RESPONSIBILITY OR LIABILITY WITH RESPECT TO THE FOREGOING OR THE APPROPRIATENESS OF YOUR DATA MANAGEMENT SYSTEM OR THE ACCURACY OF DATA CONTAINED IN SUCH SYSTEM. XXXXXX AND ITS SERVICE PROVIDER DO NOT GUARANTEE THE PRIVACY, SECURITY, AUTHENTICITY, AND NON-CORRUPTION OF ANY INFORMATION TRANSMITTED OR STORED IN ANY SYSTEM CONNECTED TO THE INTERNET. NO AGREEMENTS VARYING OR EXTENDING ANY EXPRESS WARRANTIES SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS THIS AGREEMENT SHALL BE BINDING ON EITHER PARTY UNLESS IN WRITING AND SIGNED BY AN AUTHORIZED SIGNING OFFICER OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSXXXXXX.

No Other Warranties. EXCEPT AS SET FORTH IN SECTION 9.1 OR THE END USER LICENSE AGREEMENT FOR THE WARRANTIES MPIO DDK ATTACHED AS EXHIBIT B, THERE IS NO WARRANTY OF TITLE, QUIET ENJOYMENT, QUIET POSSESSION, CORRESPONDENCE TO DESCRIPTION, AUTHORITY, OR NONINFRINGEMENT IN ANY MATERIALS OR INTELLECTUAL PROPERTY PROVIDED HEREUNDER, INCLUDING WITHOUT LIMITATION THE MPIO DDK. EXCEPT AS SET FORTH HEREININ SECTION 9.1 OR THE END USER LICENSE AGREEMENT FOR THE MPIO DDK ATTACHED AS EXHIBIT B, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER EACH PARTY, Microsoft Corporation Confidential [MICROSOFT LOGO] ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE BEHALF OF ITSELF AND ARE IN LIEU OF ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES ITS SUPPLIERS AND WITH RESPECT TO THE ACQUIRED INTERESTSOTHER PARTY AND ALL OTHER PERSONS OF EVERY NATURE WHATSOEVER, HOLDCODISCLAIMS ANY REPRESENTATIONS OR WARRANTIES, THE SUBSIDIARYEXPRESS, THE ASSETS OF HOLDCO IMPLIED, OR THE ASSETS OF THE SUBSIDIARYSTATUTORY, AS TO ANY MATTER WHATSOEVER, INCLUDING WITHOUT LIMITATIONBUT NOT LIMITED TO ANY (IF ANY) IMPLIED WARRANTY OR CONDITION OF MERCHANTABILITY, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, OF REASONABLE CARE OR WORKMANLIKE EFFORT, OF LACK OF NEGLIGENCE, OF A LACK OF VIRUSES, OF ACCURACY OR COMPLETENESS OF RESPONSES, OR OF NON-INFRINGEMENT, AND IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE COURSE OF TRADEPERFORMANCE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH WITH REGARD TO ALL MATERIALS AND INTELLECTUAL PROPERTY LICENSED OR OTHERWISE PROVIDED IN ARTICLE 3CONNECTION WITH THIS AGREEMENT, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, INCLUDING WITHOUT LIMITATION THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSMPIO DDK.

No Other Warranties. PUMATECH DOES NOT WARRANT THAT THE SOFTWARE IS ERROR FREE, EXCEPT FOR THE WARRANTIES SET FORTH HEREIN, EXPRESS LIMITED WARRANTY IN THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,LIMITED WARRANTY” “WHERE IS” BASISSECTION. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF PUMATECH DISCLAIMS ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTSSOFTWARE, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO EITHER EXPRESS OR THE ASSETS OF THE SUBSIDIARYIMPLIED, INCLUDING WITHOUT LIMITATION, BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY AND MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSEPURPOSE AND NONINFRINGEMENT OF THIRD PARTY RIGHTS. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS OF HOW LONG AN IMPLIED WARRANTY MAY LAST, OR THE EXCLUSION OF LIMITATION OF INCIDENTAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. THIS WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS AND WARRANTIES ARISING YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM COURSE OF DEALING JURISDICTION TO JURISDICTION. No Liability for Consequential Damages: IN NO EVENT SHALL PUMATECH BE LIABLE TO YOU FOR ANY CONSEQUENTIAL, SPECIAL, INCIDENTAL, OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS INDIRECT DAMAGES OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS ARISING OUT OF THE SUBSIDIARY PERFORMANCE OR USE OF THE ACQUIRED INTERESTSSOFTWARE, EVEN IF PUMATECH HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

No Other Warranties. EXCEPT FOR THE WARRANTIES AS EXPRESSLY SET FORTH HEREININ THIS AGREEMENT, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIESNO REPRESENTATION, WHETHER STATUTORYWARRANTY, WRITTEN GUARANTEE OR ORAL, CONDITIONS EITHER EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES , IS MADE BY NI (OR ITS LICENSORS OR SUPPLIERS) WITH RESPECT TO THE ACQUIRED INTERESTSSOFTWARE OR USE OF THE SOFTWARE. NI DOES NOT MAKE ANY WARRANTY GUARANTEE, HOLDCOCONDITIONS OR REPRESENTATION HEREUNDER WITH RESPECT TO ANY THIRD PARTY SOFTWARE, SOURCE CODE, OR SOFTWARE SERVICES. NI DOES NOT WARRANT, GUARANTEE, OR MAKE ANY REPRESENTATION THAT THE SOFTWARE, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OPERATION OF THE SUBSIDIARYSOFTWARE, OR ANY RELATED SOFTWARE SERVICES, SOURCE CODE, OR THIRD PARTY SOFTWARE WILL BE UNINTERRUPTED, SECURE, OR ERROR FREE AND DOES NOT WARRANTY, GUARANTEE, OR MAKE ANY REPRESENTATION REGARDING CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. THERE ARE NO OTHER WARRANTIES THAT MAY ARISE FROM USAGE OF TRADE OR COURSE OF DEALING. NI DISCLAIMS ANY AND ALL IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET POSSESSION AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADENON-INFRINGEMENT, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCOTHE SOFTWARE AND ANY RELATED THIRD PARTY SOFTWARE, THE SUBSIDIARYSOURCE CODE, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSAND SOFTWARE SERVICES.

No Other Warranties. EXCEPT FOR THE WARRANTIES AS EXPRESSLY SET FORTH HEREININ THIS AGREEMENT, THE ACQUIRED INTERESTS PRODUCTS AND SERVICES ARE BEING SOLD HEREUNDER ON AN “PROVIDED "AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE " WITHOUT WARRANTY OF ANY KIND AND ARE IN LIEU OF NI AND NIJ DISCLAIM ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS EXPRESSED OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES , WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARYALL PRODUCTS AND SERVICES, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING THAT MAY ARISE FROM USAGE OF TRADE OR COURSE OF DEALING DEALING. NEITHER NI NOR NIJ WARRANTS, GUARANTEES, OR USAGE MAKES ANY REPRESENTATIONS REGARDING THE USE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS RESULTS OF THE SUBSIDIARY USE OF THE PRODUCTS OR SERVICES IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. NEITHER NI NOR NIJ WARRANTS THAT THE ACQUIRED INTERESTSOPERATION OF THE PRODUCTS WILL BE UNINTERRUPTED OR ERROR FREE. 11. WARNING AND CUSTOMER INDEMNITY. CUSTOMER UNDERSTANDS AND ACKNOWLEDGES THAT PRODUCTS AND SERVICES ARE NOT DESIGNED, MANUFACTURED, OR TESTED FOR USE IN LIFE OR SAFETY CRITICAL SYSTEMS, HAZARDOUS ENVIRONMENTS OR ANY OTHER ENVIRONMENTS REQUIRING FAIL-SAFE PERFORMANCE, INCLUDING IN THE OPERATION OF NUCLEAR FACILITIES; AIRCRAFT NAVIGATION; AIR TRAFFIC CONTROL SYSTEMS; LIFE SAVING OR LIFE SUSTAINING SYSTEMS OR SUCH OTHER MEDICAL DEVICES; OR ANY OTHER APPLICATION IN WHICH THE FAILURE OF THE PRODUCT OR SERVICE COULD LEAD TO DEATH, PERSONAL INJURY, SEVERE PROPERTY DAMAGE OR ENVIRONMENTAL HARM (COLLECTIVELY, "HIGH-RISK USES"). FURTHER, CUSTOMER MUST TAKE PRUDENT STEPS TO PROTECT AGAINST PRODUCT AND SERVICE FAILURES, INCLUDING PROVIDING BACK-UP AND SHUT-DOWN MECHANISMS. NI AND NIJ EXPRESSLY DISCLAIM ANY EXPRESS OR IMPLIED WARRANTY OF FITNESS OF THE PRODUCTS OR SERVICES FOR HIGH-RISK USES. CUSTOMER SHALL DEFEND, INDEMNIFY, RELEASE AND HOLD NI AND NIJ HARMLESS FROM ANY AND ALL CLAIMS, LOSSES, DAMAGES, ACTIONS, INCLUDING, LAWSUITS, ARBITRATIONS, AND/OR ADMINISTRATIVE ACTIONS, AND EXPENSES (INCLUDING REASONABLE ATTORNEYS’ FEES) ARISING OUT OF CUSTOMER’S USE OF THE PRODUCTS AND SERVICES FOR ANY HIGH-RISK USES, INCLUDING A R I S I NG F R O M CLAIMS FOR PRODUCT LIABILITY, PERSONAL INJURY (INCLUDING DEATH) OR DAMAGE TO PROPERTY, REGARDLESS OF WHETHER SUCH CLAIMS ARE FOUNDED IN WHOLE OR IN PART UPON ALLEGED OR ACTUAL NEGLIGENCE OF NI OR NIJ.

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREIN, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCOTHE COMPANY, THE SUBSIDIARYHOLDINGS, HPR II, THE ASSETS OF HOLDCO THE COMPANY, THE ASSETS OF HOLDINGS OR THE ASSETS OF THE SUBSIDIARYHPR II, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSEPURPOSE AND NON-INFRINGEMENT, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCOTHE COMPANY, THE SUBSIDIARYHOLDINGS, THE ASSETS OF HOLDCOHPR II, THE ASSETS OF THE SUBSIDIARY COMPANY, THE ASSETS OF HOLDINGS, THE ASSETS OF HPR II OR THE ACQUIRED INTERESTS.

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREINOUT IN SECTION 8 (Warranty relating to the Goods / Buyer’s Rights) ARE THE SOLE WARRANTIES GIVEN BY NOURYON. NOURYON MAKES NO, AND THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL BUYER HAS NOT RELIED UPON, OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN REPRESENTATIONS OR ORALSTATEMENTS, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES , ORAL OR WRITTEN, WITH RESPECT TO, INTER ALIA, THE GOODS, GOODS SHELF-LIFE DATA, THE APPLICATION OR USE OF THE GOODS (IRRESPECTIVE OF WHETHER OR NOT SUCH USE HAS BEEN IDENTIFIED UNDER REGULATION (EC) N° 1907/2006 OF THE EUROPEAN PARLIAMENT AND OF THE COUNCIL DATED DECEMBER 18, 2006 RELATING TO THE ACQUIRED INTERESTSREGISTRATION, HOLDCOEVALUATION, THE SUBSIDIARYAUTHORIZATION AND RESTRICTION OF CHEMICALS (REACH) IN FORCE FROM TIME TO TIME, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARYANY SIMILAR REGULATION) IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES REPRESENTATIONS OR STATEMENTS OF MERCHANTABILITY AND OR FITNESS FOR A PARTICULAR PURPOSEPURPOSE OR NON-INFRINGEMENT. BUYER ACKNOWLEDGES AND AGREES THAT EACH OF THE ABOVE AND ANY OTHER WARRANTY, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSSTATEMENT NOT SPECIFICALLY STATED IN SECTION 8 (Warranty relating to the Goods / Buyer’s Rights) IS SPECIFICALLY DISCLAIMED BY NOURYON.

No Other Warranties. EXCEPT FOR THE WARRANTIES AS EXPRESSLY SET FORTH HEREININ THIS AGREEMENT, THE ACQUIRED INTERESTS PRODUCTS AND SERVICES ARE BEING SOLD HEREUNDER ON AN “PROVIDED "AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE " WITHOUT WARRANTY OF ANY KIND AND ARE IN LIEU OF DS DISCLAIMS ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS EXPRESSED OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES , WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO PRODUCTS OR THE ASSETS OF THE SUBSIDIARYSERVICES, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING THAT MAY ARISE FROM USAGE OF TRADE OR COURSE OF DEALING DEALING. DS DOES NOT WARRANT, GUARANTEE, OR USAGE MAKE ANY REPRESENTATIONS REGARDING THE USE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS RESULTS OF THE SUBSIDIARY USE OF THE PRODUCTS OR SERVICES IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. DS DOES NOT WARRANT THAT THE ACQUIRED INTERESTSOPERATION OF THE PRODUCTS WILL BE UNINTERRUPTED OR ERROR FREE. 11. WARNING AND CUSTOMER INDEMNITY. CUSTOMER UNDERSTANDS AND ACKNOWLEDGES THAT PRODUCTS AND SERVICES ARE NOT DESIGNED, MANUFACTURED, OR TESTED FOR USE IN LIFE OR SAFETY CRITICAL SYSTEMS, HAZARDOUS ENVIRONMENTS OR ANY OTHER ENVIRONMENTS REQUIRING FAIL-SAFE PERFORMANCE, INCLUDING IN THE OPERATION OF NUCLEAR FACILITIES; AIRCRAFT NAVIGATION; AIR TRAFFIC CONTROL SYSTEMS; LIFE SAVING OR LIFE SUSTAINING SYSTEMS OR SUCH OTHER MEDICAL DEVICES; OR ANY OTHER APPLICATION IN WHICH THE FAILURE OF THE PRODUCT OR SERVICE COULD LEAD TO DEATH, PERSONAL INJURY, SEVERE PROPERTY DAMAGE OR ENVIRONMENTAL HARM (COLLECTIVELY, "HIGH-RISK USES"). FURTHER, CUSTOMER MUST TAKE PRUDENT STEPS TO PROTECT AGAINST PRODUCT AND SERVICE FAILURES, INCLUDING PROVIDING BACK-UP AND SHUT- DOWN MECHANISMS. DS EXPRESSLY DISCLAIMS ANY EXPRESS OR IMPLIED WARRANTY OF FITNESS OF THE PRODUCTS OR SERVICES FOR HIGH-RISK USES. CUSTOMER SHALL DEFEND, INDEMNIFY, AND HOLD DS HARMLESS FROM ANY AND ALL CLAIMS, LOSSES, DAMAGES, ACTIONS, INCLUDING, LAWSUITS, ARBITRATIONS, AND/OR ADMINISTRATIVE ACTIONS, AND EXPENSES (INCLUDING REASONABLE ATTORNEYS’ FEES) ARISING OUT OF CUSTOMER’S USE OF THE PRODUCTS AND SERVICES FOR ANY HIGH-RISK USES, INCLUDING CLAIMS FOR PRODUCT LIABILITY, PERSONAL INJURY (INCLUDING DEATH) OR DAMAGE TO PROPERTY, REGARDLESS OF WHETHER SUCH CLAIMS ARE FOUNDED IN WHOLE OR IN PART UPON ALLEGED OR ACTUAL NEGLIGENCE OF DS.

No Other Warranties. EXCEPT FOR OTHER THAN THE WARRANTIES LIMITED EQUIPMENT WARRANTY EXPRESSLY SET FORTH HEREINABOVE, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WE MAKE NO WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO , ON THE ACQUIRED INTERESTSEQUIPMENT, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS USE OF THE SUBSIDIARYEQUIPMENT, INCLUDING WITHOUT LIMITATIONOR ON ANY SERVICE. THIS DISCLAIMER OF WARRANTIES INCLUDES, BUT IS NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES TITLE, NON- INFRINGEMENT, ANY WARRANTY ARISING FROM BY USAGE OF TRADE, COURSE OF DEALING OR USAGE COURSE OF TRADEPERFORMANCE, ALL OR ANY WARRANTY THAT THE SERVICES WILL MEET YOUR REQUIREMENTS. WITHOUT LIMITING THE FOREGOING, WE DO NOT WARRANT THAT THE EQUIPMENT OR ANY SERVICES WILL BE WITHOUT FAILURE, DELAY, INTERRUPTION, ERROR, DEGRADATION OF WHICH VOICE QUALITY OR LOSS OF CONTENT, DATA, OR INFORMATION, OR THAT THE FIRMWARE OR SOFTWARE IS ERROR FREE. ANY STATEMENTS AND DESCRIPTIONS CONCERNING THE EQUIPMENT OR SERVICES BY OOMA OR ITS AGENTS OR REPRESENTATIVES ARE EXPRESSLY DISCLAIMED. EXCEPT INFORMATIONAL AND ARE NOT GIVEN AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR A WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING KIND. SOME STATES/COUNTRIES DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THE ABOVE EXCLUSIONS MAY NOT APPLY TO HOLDCOYOU. THIS AGREEMENT GIVES YOU SPECIFIC LEGAL RIGHTS, AND YOU MAY ALSO HAVE OTHER RIGHTS WHICH VARY FROM STATE TO STATE. THE SUBSIDIARY, DISCLAIMERS AND EXCLUSIONS UNDER THIS AGREEMENT WILL NOT APPLY TO THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTS.EXTENT PROHIBITED BY APPLICABLE LAW 15 Limitations of Liability and Indemnification

No Other Warranties. EXCEPT FOR THE WARRANTIES AS EXPRESSLY SET FORTH HEREININ THIS AGREEMENT, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AMYRIS HEREBY DISCLAIMS ALL REPRESENTATIONS AND ARE IN LIEU OF ALL OTHER WARRANTIES, WHETHER STATUTORYWRITTEN, WRITTEN OR ORAL, EXPRESS EXPRESS, IMPLIED, STATUTORY OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARYOTHERWISE, INCLUDING WITHOUT LIMITATION, ALL IMPLIED WARRANTIES OF MERCHANTABILITY AND MERCHANTABILITY, QUALITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE A CUSTOM OF TRADE, ALL COURSE OF WHICH ARE EXPRESSLY DISCLAIMEDDEALINGS, USAGE OR TRADE PRACTICE, THE ACCURACY, COMPLETENESS, SAFETY, USEFULNESS FOR ANY PURPOSE OR LIKELIHOOD OF SUCCESS (COMMERCIAL, REGULATORY OR OTHER) OF THE [*] PRODUCTS AND ANY OTHER TECHNICAL INFORMATION, TECHNIQUES, MATERIALS, METHODS, PRODUCTS, PROCESSES OR PRACTICES AT ANY TIME MADE AVAILABLE BY AMYRIS. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3WITHOUT LIMITING THE FOREGOING, SELLER MAKES AMYRIS SHALL HAVE NO REPRESENTATION LIABILITY WHATSOEVER TO NENTER OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONSOTHER PERSON FOR OR ON ACCOUNT OF ANY INJURY, FORECASTS LOSS, OR FORWARD LOOKING STATEMENTS DAMAGE, OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCONATURE, SUSTAINED BY, OR ANY DAMAGE ASSESSED OR ASSERTED AGAINST, OR ANY OTHER LIABILITY INCURRED BY OR IMPOSED ON NENTER OR ANY OTHER PERSON, ARISING OUT OF OR IN CONNECTION WITH OR RESULTING FROM: (A) THE SUBSIDIARYMANUFACTURE, USE, OFFER FOR SALE, SALE, OR IMPORT OF A [*] PRODUCT; (B) THE ASSETS USE OF HOLDCOOR ANY ERRORS OF OMISSIONS IN ANY KNOW-HOW, THE ASSETS TECHNICAL INFORMATION, TECHNIQUES, OR PRACTICES DISCLOSED BY AMYRIS; OR (C) ANY ADVERTISING OR OTHER PROMOTIONAL ACTIVITIES CONCERNING ANY OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSFOREGOING.

No Other Warranties. EXCEPT FOR OTHER THAN THE WARRANTIES SET FORTH HEREININ THIS AGREEMENT AND ANY OTHER THIRD PARTY MANUFACTURER WARRANTY (if any), THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES ARE PROVIDED FOR THE SOFTWARE AND HARDWARE. ITW SHALL NOT HAVE ANY LIABILITY, OR HAVE ANY OBLIGATION TO PROVIDE WARRANTY COVERAGE, FOR ANY THIRD PARTY HARDWARE OR SOFTWARE. ITW MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND WITH RESPECT TO THE ACQUIRED INTERESTSINSTALLATION, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO USE OR THE ASSETS PERFORMANCE OF THE SUBSIDIARYSOFTWARE. ITW HEREBY DISCLAIMS ALL WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY AND OR FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES ASSUMES NO REPRESENTATION OR WARRANTY TO PURCHASER RESPONSIBILITIES WHATEVER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS LICENSEE'S INSTALLATION AND USE OF THE SUBSIDIARY SOFTWARE OR THE ACQUIRED INTERESTSPERFORMANCE OF THE SOFTWARE. IN NO EVENT SHALL ITW, INCLUDING ITS RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES AND AGENTS, BE RESPONSIBLE OR LIABLE TO LICENSEE OR ANY OTHER THIRD PARTY FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OR LOST PROFITS OR OTHER ECONOMIC LOSS OR DAMAGE WITH RESPECT TO THE SOFTWARE REGARDLESS OF LEGAL THEORY. THE ABOVE LIMITATIONS ON LIABILITY APPLY EVEN THOUGH ITW OR SUCH THIRD-PARTY LICENSOR OR ANY OF THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS MAY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE.

No Other Warranties. EXCEPT FOR (a) TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, THE WARRANTIES EXPRESSLY SET FORTH HEREIN, THE ACQUIRED INTERESTS OUT IN THIS AGREEMENT ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE MADE IN LIEU OF ALL ANY OTHER WARRANTIES, WHETHER STATUTORYREPRESENTATIONS, WRITTEN CONDITIONS, ENDORSEMENTS OR ORALGUARANTEES OF ANY KIND, EITHER EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATIONBUT NOT LIMITED TO REPRESENTATIONS, IMPLIED WARRANTIES WARRANTIES, ENDORSEMENTS, GUARANTEES OR CONDITIONS OF MERCHANTABILITY AND MERCHANTABILITY, MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSEPURPOSE OR USE, AND WARRANTIES SATISFACTORY QUALITY, DURABILITY, TITLE, NON-INFRINGEMENT, OR OTHERWISE ARISING FROM A STATUTE OR CUSTOM OR COURSE OF DEALING OR USAGE OF TRADE, AND ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3OTHER WARRANTIES, SELLER MAKES NO REPRESENTATION REPRESENTATIONS, CONDITIONS, ENDORSEMENTS OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS GUARANTEES OF ANY KIND EITHER EXPRESS OR NATURE WHATSOEVER RELATING IMPLIED ARE DISCLAIMED AND EXCLUDED TO HOLDCOTHE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. (b) THE LAW OF SOME COUNTRIES MAY NOT ALLOW THE EXCLUSION OF WARRANTIES, THE SUBSIDIARYCONDITIONS, THE ASSETS OF HOLDCOENDORSEMENTS, THE ASSETS OF THE SUBSIDIARY GUARANTEES, OR THE ACQUIRED INTERESTSREPRESENTATIONS IN CONTRACTS WITH CONSUMERS AND THEREFORE THESE EXCLUSIONS MAY NOT APPLY TO YOU.

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREINLIMITED WARRANTY IN SECTION 8.1 ABOVE, THE ACQUIRED INTERESTS SOFTWARE, DOCUMENTATION AND SERVICES ARE BEING SOLD HEREUNDER ON AN PROVIDED TO CUSTOMER “AS IS,” “WHERE IS” BASISAND WITH ALL FAULTS AND DEFECTS, WITHOUT WARRANTY OF ANY KIND. TO THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, XXXXXXX AND ARE IN LIEU OF ITS SUPPLIERS DISCLAIM ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EITHER EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCOINCLUDING, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATIONBUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND MERCHANTABILITY, ACCURACY OF INFORMATIONAL CONTENT, FITNESS FOR A PARTICULAR PURPOSE, AND NON- INFRINGEMENT, AND WARRANTIES ARISING FROM THAT MAY ARISE OUT OF COURSE OF DEALING DEALING. WITHOUT LIMITING THE FOREGOING, XXXXXXX DOES NOT WARRANT THE ACCURACY, COMPLETENESS, RELIABILITY, OR USAGE TIMELINESS OF TRADETHIRD- PARTY CONTENT CONTAINED IN THE SOFTWARE. ADDITIONALLY, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3WITHOUT LIMITATION TO THE FOREGOING, SELLER XXXXXXX PROVIDES NO WARRANTY AND MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND THAT THE SOFTWARE WILL MEET THE CUSTOMER’S REQUIREMENTS, ACHIEVE ANY INTENDED RESULTS, OR NATURE WHATSOEVER RELATING OPERATE WITHOUT INTERRUPTION OR ERROR. TO HOLDCOTHE EXTENT ALLOWED BY APPLICABLE LAW, IMPLIED WARRANTIES ON THE SUBSIDIARYSOFTWARE, IF ANY, ARE LIMITED TO NINETY (90) DAYS FROM THE ASSETS DATE OF HOLDCO, THE ASSETS CUSTOMER’S RECEIPT OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSSOFTWARE.

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREINAS EXPRESSLY WARRANTED IN THIS AGREEMENT, THE ACQUIRED INTERESTS PRODUCTS AND THE LICENSED PRODUCTS, AND ANY OTHER MATERIALS, SOFTWARE, DATA AND/OR SERVICES PROVIDED BY BERKSHIRE GREY ARE BEING SOLD HEREUNDER ON AN PROVIDED “AS IS” AND “WITH ALL FAULTS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF BERKSHIRE GREY EXPRESSLY DISCLAIMS ALL OTHER WARRANTIESWARRANTIES OF ANY KIND OR NATURE, WHETHER EXPRESS, IMPLIED OR STATUTORY, WRITTEN OR ORALINCLUDING, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTSBUT NOT LIMITED TO, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, IMPLIED ANY WARRANTIES OF MERCHANTABILITY AND TITLE, NONINFRINGEMENT, MERCHANTABILITY, SYSTEM INTEGRATION, OR FITNESS FOR A PARTICULAR PURPOSE. CUSTOMER IS RESPONSIBLE FOR IMPLEMENTING APPROPRIATE PROCEDURES TO MAKE ONSITE BACK-UP COPIES OF CUSTOMER’S PROGRAM FILES AND DATA FILES TO MINIMIZE ANY DAMAGE THAT MIGHT ARISE FROM AN ERROR OR DEFECT IN THE EQUIPMENT OR THE LICENSED PRODUCTS. NO WARRANTY IS MADE BY BERKSHIRE GREY ON THE BASIS OF TRADE USAGE, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE COURSE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, BERKSHIRE GREY DOES NOT WARRANT THAT THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY EQUIPMENT OR THE ACQUIRED INTERESTSLICENSED PRODUCTS OR ANY OTHER INFORMATION, MATERIALS, TECHNOLOGY OR SERVICES PROVIDED UNDER THIS AGREEMENT WILL MEET CUSTOMER’S REQUIREMENTS OR THAT THE OPERATION THEREOF WILL BE UNINTERRUPTED OR ERROR-FREE.

No Other Warranties. EXCEPT FOR THE EXPRESS REPRESENTATIONS AND WARRANTIES SET FORTH HEREININ SECTIONS 8.1 AND 8.3, THE ACQUIRED INTERESTS SERVICES ARE BEING SOLD HEREUNDER PROVIDED ON AN “AS IS,” AND “WHERE ISAS AVAILABLE” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE , AND ARE IN LIEU OF ALL OTHER WITHOUT ANY REPRESENTATIONS, WARRANTIES, CONDITIONS OR GUARANTEES OF ANY NATURE OR KIND WHATSOEVER, WHETHER EXPRESS, IMPLIED OR STATUTORY, WRITTEN OR ORAL, EXPRESS ARISING FROM CUSTOM OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS TRADE USAGE OR BY ANY COURSE OF HOLDCO DEALING OR THE ASSETS COURSE OF THE SUBSIDIARYPERFORMANCE, INCLUDING WITHOUT LIMITATIONLIMITATION ANY REPRESENTATIONS, IMPLIED WARRANTIES WARRANTIES, CONDITIONS OR GUARANTEES OF MERCHANTABILITY AND OR RELATING TO ACCURACY, CAPACITY, COMPLETENESS, DELAYS, DURABILITY, ERRORS, FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES ARISING FROM COURSE ABSENCE OF DEALING NEGLIGENCE, VIRUSES OR USAGE OF TRADEOTHER HARMFUL COMPONENT, ERRORS OR INTERRUPTED SERVICE, MERCHANTABILITY, NON-INFRINGEMENT, PERFORMANCE, RESULTS, QUALITY, TIMELINESS, TITLE OR WORKMANLIKE EFFORT, ALL OF WHICH ARE EXPRESSLY DISCLAIMEDHEREBY DISCLAIMED BY KnowBe4 TO THE FULLEST EXTENT PERMITTED BY LAW. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, WITHOUT LIMITING THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS GENERALITY OF THE SUBSIDIARY FOREGOING, KNOWBE4 DOES NOT REPRESENT, WARRANT OR GUARANTEE THAT THE ACQUIRED INTERESTSSERVICES WILL MEET THE NEEDS OF RESELLER, ANY CUSTOMER OR USER OR BE FREE FROM ERRORS OR THAT SERVICES WILL BE UNINTERRUPTED.

No Other Warranties. TO THE GREATEST EXTENT PERMITTED BY LAW, EXCEPT FOR THE EXPRESS LIMITED WARRANTIES SET FORTH HEREINOUT IN SECTION 5.1, THE ACQUIRED INTERESTS SOFTWARE AND SUBLICENSED SOFTWARE ARE BEING SOLD HEREUNDER ON AN LICENSED (OR SUB-LICENSED), THE PROFESSIONAL SERVICES, SUPPORT AND MAINTENANCE SERVICES, AND ALL OTHER MATERIALS AND SERVICES ARE PROVIDED TO THE ORGANIZATION “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN AND THERE ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER NO WARRANTIES, WHETHER STATUTORYREPRESENTATIONS OR CONDITIONS, EXPRESSED OR IMPLIED, WRITTEN OR ORAL, EXPRESS ARISING BY STATUTE, OPERATION OF LAW, COURSE OF DEALING, USAGE OF TRADE OR IMPLIED; SELLER PROVIDES NO OTHERWISE, REGARDING THEM OR ANY OTHER PRODUCT, SERVICE OR MATERIAL PROVIDED HEREUNDER OR IN CONNECTION HEREWITH. XXXXXX, ITS LICENSORS AND SUPPLIERS DISCLAIM ANY IMPLIED WARRANTIES WITH RESPECT TO OR CONDITIONS ARISING UNDER THIS AGREEMENT REGARDING THE ACQUIRED INTERESTSSOFTWARE, HOLDCOSUBLICENSED SOFTWARE, THE SUBSIDIARYPROFESSIONAL SERVICES, THE ASSETS OF HOLDCO SUPPORT AND MAINTENANCE SERVICES, AND ANY OTHER PRODUCTS, SERVICES AND MATERIALS PROVIDED HEREUNDER OR THE ASSETS OF THE SUBSIDIARYIN CONNECTION HEREWITH, INCLUDING WITHOUT LIMITATIONINCLUDING, IMPLIED BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY AND MERCHANTABLE QUALITY, MERCHANTABILITY, DURABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT. XXXXXX DOES NOT REPRESENT OR WARRANT THAT THE SOFTWARE AND WARRANTIES ARISING FROM COURSE OF DEALING SUBLICENSED SOFTWARE SHALL OPERATE ERROR FREE OR USAGE OF TRADEIN THE COMBINATIONS SELECTED, THAT IT SHALL MEET ANY OR ALL OF WHICH ARE EXPRESSLY DISCLAIMEDTHE ORGANIZATION’S PARTICULAR REQUIREMENTS, OR THAT ALL ERRORS OR DEFECTS IN THE SOFTWARE AND SUBLICENSED SOFTWARE CAN BE FOUND OR CORRECTED. EXCEPT AS EXPRESSLY NO AGREEMENTS VARYING OR EXTENDING ANY EXPRESS WARRANTIES SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS THIS AGREEMENT SHALL BE BINDING ON EITHER PARTY UNLESS IN WRITING AND SIGNED BY AN AUTHORIZED SIGNING OFFICER OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSXXXXXX.

No Other Warranties. TO THE GREATEST EXTENT PERMITTED BY LAW, EXCEPT FOR THE EXPRESS LIMITED WARRANTIES SET FORTH HEREINOUT IN SECTION 5.1, THE ACQUIRED INTERESTS SERVICES, THE SOFTWARE, THE SUBLICENSED SOFTWARE, THE PROFESSIONAL SERVICES, THE SUPPORT SERVICES AND ANY OTHER PRODUCTS, MATERIALS AND SERVICES ARE BEING SOLD HEREUNDER ON AN PROVIDED TO THE ORGANIZATION AND ITS USERS AND CUSTOMERS “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN AND THERE ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER NO WARRANTIES, WHETHER STATUTORYREPRESENTATIONS OR CONDITIONS, EXPRESSED OR IMPLIED, WRITTEN OR ORAL, EXPRESS ARISING BY STATUTE, DocuSign Envelope ID: 51D35360-63FB-4886-91DF-81D9F3FC7F5A OPERATION OF LAW, COURSE OF DEALING, USAGE OF TRADE OR IMPLIED; SELLER PROVIDES NO OTHERWISE, REGARDING THEM OR ANY OTHER PRODUCT, SERVICE OR MATERIAL PROVIDED HEREUNDER OR IN CONNECTION HEREWITH. XXXXXX, ITS SERVICE PROVIDERS, LICENSORS AND SUPPLIERS DISCLAIM ANY IMPLIED WARRANTIES WITH RESPECT TO OR CONDITIONS REGARDING THE ACQUIRED INTERESTSSOFTWARE, HOLDCOSUBLICENSED SOFTWARE, THE SUBSIDIARYSERVICES, THE ASSETS OF HOLDCO PROFESSIONAL SERVICES, AND ANY OTHER PRODUCTS, SERVICES AND MATERIALS PROVIDED HEREUNDER OR THE ASSETS OF THE SUBSIDIARYIN CONNECTION HEREWITH, INCLUDING WITHOUT LIMITATIONINCLUDING, IMPLIED BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY AND MERCHANTABLE QUALITY, MERCHANTABILITY, DURABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES ARISING FROM COURSE OF DEALING TITLE OR USAGE OF TRADENON-INFRINGEMENT. XXXXXX DOES NOT REPRESENT OR WARRANT THAT THE SOFTWARE OR SUBLICENSED SOFTWARE, SHALL OPERATE ERROR FREE OR IN THE COMBINATIONS SELECTED, THAT IT SHALL MEET ANY OR ALL OF WHICH ARE EXPRESSLY DISCLAIMEDTHE ORGANIZATION’S OR ITS CUSTOMER’S PARTICULAR REQUIREMENTS, OR THAT ALL ERRORS OR DEFECTS IN THE SOFTWARE OR SUBLICENSED SOFTWARE CAN BE FOUND OR CORRECTED. EXCEPT AS EXPRESSLY XXXXXX AND ITS SERVICE PROVIDERS AND LICENSORS DO NOT REPRESENT OR WARRANT THAT THE SERVICES SHALL OPERATE ERROR FREE OR UNINTERRUPTED, SHALL MEET ANY OR ALL OF ORGANIZATION’S OR ITS CUSTOMERS’ PARTICULAR REQUIREMENTS, THAT ALL ERRORS OR DEFECTS IN THE SERVICES CAN BE FOUND OR CORRECTED. WITHOUT LIMITING THE FOREGOING, HARRIS AND ITS SERVICE PROVIDERS AND LICENSORS DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES WHATSOEVER WITH REGARD TO PRODUCTS OR SERVICES FROM THIRD PARTIES (INCLUDING WITHOUT LIMITATION THE THIRD-PARTY COMPONENTS, THE HARDWARE, THIRD PARTY TELECOMMUNICATIONS PROVIDERS, THE OPERATION OF THE INTERNET, NETWORK OR OTHER COMMUNICATION SERVICES) AND ASSUMES NO RESPONSIBILITY OR LIABILITY WITH RESPECT TO THE FOREGOING OR THE APPROPRIATENESS OF YOUR DATA MANAGEMENT SYSTEM OR THE ACCURACY OF DATA CONTAINED IN SUCH SYSTEM. XXXXXX AND ITS SERVICE PROVIDER DO NOT GUARANTEE THE PRIVACY, SECURITY, AUTHENTICITY, AND NON-CORRUPTION OF ANY INFORMATION TRANSMITTED OR STORED IN ANY SYSTEM CONNECTED TO THE INTERNET. NO AGREEMENTS VARYING OR EXTENDING ANY EXPRESS WARRANTIES SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS THIS AGREEMENT SHALL BE BINDING ON EITHER PARTY UNLESS IN WRITING AND SIGNED BY AN AUTHORIZED SIGNING OFFICER OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSXXXXXX.

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREIN, IN THE OTHER INVESTMENT DOCUMENTS AND IN ANY CERTIFICATES DELIVERED HEREUNDER OR THEREUNDER, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN HEREIN, IN THE OTHER INVESTMENT DOCUMENTS, AND IN ANY CERTIFICATES DELIVERED HEREUNDER OR THEREUNDER ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS OR IMPLIED; SELLER PROVIDES PARTIES PROVIDE NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO ACQUIRED ENTITIES OR THE ASSETS OF THE SUBSIDIARYTHEIR ASSETS, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS FOR THE WARRANTIES EXPRESSLY SET FORTH IN THIS ARTICLE 3, SELLER IN THE OTHER INVESTMENT DOCUMENTS AND IN ANY CERTIFICATES DELIVERED HEREUNDER OR THEREUNDER, WCG MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY ACQUIRED ENTITIES OR THE ACQUIRED INTERESTS. NOTWITHSTANDING THE FOREGOING, NOTHING IN THIS SECTION 3.26 SHALL RELIEVE ANY SELLER PARTY OF ANY LIABILITY FOR FRAUD.

No Other Warranties. EXCEPT FOR TO THE WARRANTIES SET FORTH HEREINFULLEST EXTENT PROVIDED BY LAW, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL SELLER MAKES NO OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER , INCLUDING, WITHOUT LIMITATION, WARRANTIES OF HABITABILITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR ANY WARRANTIES REGARDING CONSUMER PRODUCTS AS DEFINED IN THE XXXXXXXXX-XXXX WARRANTY ACT OR THE UNIFORM COMMERCIAL CODE, WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCOBUILDING, THE SUBSIDIARYUNIT, THE ASSETS OF HOLDCO COMMON ELEMENTS, OR THE ASSETS ANY OTHER PART OF THE SUBSIDIARYCONDOMINIUM (THE “PROPERTY”) OTHER THAN THOSE EXPRESSLY DESCRIBED IN THIS SECTION 8. PURCHASER ACCEPTS THE PROPERTY IN ITS AS IS CONDITION AT CLOSING, INCLUDING WITHOUT LIMITATIONREPRESENTATION OR WARRANTY OF ANY KIND EXCEPT FOR THE EXPRESS WARRANTY OF THIS SECTION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSEIF ANY. WITHOUT LIMITATION TO THE FOREGOING, AND WARRANTIES ARISING FROM COURSE EXCEPT FOR THE EXPRESS WARRANTY OF DEALING OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3THIS SECTION 8, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER REGARDING (I) COMPLIANCE WITH RESPECT TO ANY FINANCIAL PROJECTIONSAPPLICABLE BUILDING CODES, FORECASTS (II) ACOUSTICS, CONSISTENCY OF FLOOR SLOPE, OR FORWARD LOOKING STATEMENTS OF ANY KIND SOUND TRANSFERENCE WITHIN THE CONDOMINIUM, (III) LIGHT, AIR OR NATURE WHATSOEVER RELATING TO HOLDCOVIEW, OR (IV) THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS ABILITY OF THE SUBSIDIARY BUILDING ENVELOPE OR ANY COMPONENTS OF THE ACQUIRED INTERESTS.CONDOMINIUM TO WITHSTAND WATER INTRUSION. Seller shall not be responsible for damage to the Unit, Common Elements, or the Condominium (i) caused by normal wear and tear; (ii) caused by Purchaser, the Association, or other parties, whether by misuse, abuse, failure to properly maintain the Unit and Common Elements, or otherwise;

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREIN, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, LAREDO HOLDCO, TAPESTRY HOLDCO, THE SUBSIDIARYSUBSIDIARIES, THE ASSETS OF LAREDO HOLDCO, TAPESTRY HOLDCO OR THE ASSETS OF THE SUBSIDIARYSUBSIDIARIES, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO LAREDO HOLDCO, TAPESTRY HOLDCO, THE SUBSIDIARYSUBSIDIARIES, THE ASSETS OF LAREDO HOLDCO, TAPESTRY HOLDCO, THE ASSETS OF THE SUBSIDIARY SUBSIDIARIES OR THE ACQUIRED INTERESTS.

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREIN, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN DELTA-T COCKPIT IS PROVIDED "AS IS" AND “AS IS,” “WHERE IS” BASISAVAILABLE”. THE DELTA MAKES NO REPRESENTATIONS OR WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES ANY KIND WITH RESPECT TO THE ACQUIRED INTERESTSDELTA-T COCKPIT, HOLDCOWHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION ANY WARRANTIES THAT THE SUBSIDIARYDELTA-T COCKPIT WILL BE UNINTERRUPTED, THE ASSETS ERROR FREE OR FREE OF HOLDCO HARMFUL COMPONENTS, OR THE ASSETS OF THE SUBSIDIARY, THAT ANY CONTENT WILL BE SECURE OR NOT OTHERWISE LOST OR DAMAGED. DELTA DISCLAIMS ALL WARRANTIES OR CONDITIONS INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND MERCHANTABILITY, SATISFACTORY QUALITY, INFORMATIONAL CONTENT, SYSTEMS INTEGRATION, INTERFERENCE WITH ENJOYMENT, FITNESS FOR A PARTICULAR PURPOSEPURPOSE OR USE, TITLE, OR NON-INFRINGEMENT, AND ALL IMPLIED WARRANTIES ARISING FROM A COURSE OF DEALING DEALING, USAGE OR USAGE OF TRADETRADE PRACTICE. LICENSEE ACKNOWLEDGES AND AGREES THAT DELTA EXERCISES NO CONTROL OVER, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3AND ACCEPTS NO RESPONSIBILITY FOR, SELLER MAKES NO REPRESENTATION LICENEE’S COMPLIANCE WITH ANY LAW OR WARRANTY REGULATION APPLICABLE TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS LICENSEE OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSLICENSEE’S USERS.

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREINAS PROVIDED IN SECTION 8.A, THE ACQUIRED INTERESTS GEOPOINT SERVICE, THE SYSTEM AND INFORMATION ARE BEING SOLD HEREUNDER PROVIDED ON AN “AS IS,” “WHERE IS” BASISBASIS WITHOUT WARRANTY OF ANY KIND. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF QUOVA EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES, WHETHER STATUTORYEXPRESS, WRITTEN IMPLIED, STATUTORY OR ORALOTHERWISE, EXPRESS REGARDING THE GEOPOINT SERVICE, SYSTEM OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTSINFORMATION, HOLDCOINCLUDING, THE SUBSIDIARYBUT NOT LIMITED TO, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, AND IMPLIED WARRANTIES ARISING FROM A COURSE OF DEALING OR USAGE COURSE OF TRADEPERFORMANCE. QUOVA DOES NOT WARRANT THAT THE GEOPOINT SERVICE OR SYSTEM WILL OPERATE UNINTERRUPTED OR BE ERROR-FREE, OR THAT ALL OF WHICH ARE EXPRESSLY DISCLAIMEDDEFECTS WELL BE CORRECTED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER QUOVA MAKES NO REPRESENTATION WARRANTY CONCERNING TIMELINESS, ACCURACY, PERFORMANCE, QUALITY, RELIABILITY OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS COMPLETENESS OF ANY KIND RESULTS, DATA OR NATURE WHATSOEVER RELATING TO HOLDCO, INFORMATION OBTAINED OR DERIVED THROUGH THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS USE OF THE SUBSIDIARY GEOPOINT SERVICE, SYSTEM OR THE ACQUIRED INTERESTSINFORMATION. Some jurisdictions do not permit the disclaimer of certain warranties, so some of the foregoing may not be applicable to Customer. To the extent that Quova may not disclaim warranties under applicable law, the duration and scope of such warranty will be the minimum possible thereunder. Customer acknowledges that it is not relying on any warranty or representation except those expressly set forth above.

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREIN, PLATFORM AND THE ACQUIRED INTERESTS WORK PRODUCT ARE BEING SOLD HEREUNDER PROVIDED ON AN “AS IS,” “WHERE AS-IS” BASISAND “AS-AVAILABLE” BASIS AND PERFECTMIND DOES NOT GUARANTEE THAT THE PLATFORM WILL FUNCTION ERROR-FREE OR UNINTERRUPTED. CUSTOMER ACKNOWLEDGES THAT PERFECTMIND DOES NOT CONTROL THE TRANSFER OF DATA OVER COMMUNICATIONS FACILITIES, INCLUDING THE INTERNET, AND THAT THE SERVICE PROVIDED UNDER THIS AGREEMENT MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF SUCH COMMUNICATIONS FACILITIES. PERFECTMIND IS NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES, OR OTHER DAMAGE RESULTING FROM SUCH PROBLEMS. THERE ARE NO REPRESENTATIONS, CONDITIONS OR WARRANTIES OTHER THAN THOSE EXPRESSLY PROVIDED IN THIS AGREEMENT. THE CONDITIONS, REPRESENTATIONS AND WARRANTIES EXPRESSLY SET FORTH OUT HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF OF, AND PERFECTMIND EXPRESSLY DISCLAIMS, ALL OTHER WARRANTIESCONDITIONS, WHETHER WARRANTIES AND REPRESENTATIONS, EXPRESS, IMPLIED OR STATUTORY, WRITTEN INCLUDING IMPLIED CONDITIONS, WARRANTIES OR ORALREPRESENTATIONS IN RESPECT OF QUALITY, EXPRESS CONDUCT, PERFORMANCE, RELIABILITY, AVAILABILITY, MERCHANTABILITY OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES WHETHER ARISING FROM COURSE OF DEALING OR BY USAGE OF TRADE, ALL BY COURSE OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH DEALING, BY COURSE OF PERFORMANCE, AT LAW, IN ARTICLE 3EQUITY, SELLER MAKES NO REPRESENTATION BY STATUTE OR WARRANTY OTHERWISE HOWSOEVER, TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSMAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREIN, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARYPROJECT COMPANY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARYPROJECT COMPANY, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARYPROJECT COMPANY, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY PROJECT COMPANY OR THE ACQUIRED INTERESTS.

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREIN, IDENTIFIED ABOVE ARE THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE SOLE AND EXCLUSIVE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE WITH RESPECT TO BIO-RAD’S GOODS AND SERVICES AND ARE IN LIEU OF ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS OR IMPLIED; SELLER PROVIDES NO . ALL OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARYARE EXPRESSLY DISCLAIMED, INCLUDING WITHOUT LIMITATIONLIMITATION THOSE OF NON- INFRINGEMENT, IMPLIED WARRANTIES OF MERCHANTABILITY AND MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES SPECIFIC PURPOSE (WHETHER ARISING FROM STATUTE, OR OTHERWISE IN LAW, OR FROM A COURSE OF DEALING DEALING, OR USAGE OF TRADE). THIS WARRANTY IS NOT TRANSFERABLE FROM THE ORIGINAL PURCHASER TO A SUBSEQUENT OWNER. FURTHER, ALL BIO-RAD IS NOT LIABLE IN CASES OF WHICH ARE EXPRESSLY DISCLAIMEDDELIBERATE, NEGLIGENT OR ACCIDENTAL MISUSE OF THE GOODS, USE WITH INAPPROPRIATE REAGENTS OR CONSUMABLES, DAMAGE CAUSED BY DISASTER, REPAIR OR MODIFICATIONS DONE BY ANYONE OTHER THAN BIO-RAD. EXCEPT AS EXPRESSLY SET FORTH BIO-RAD DOES NOT WARRANT THAT THE GOODS OR SERVICES WILL NOT INFRINGE THE INTELLECTUAL PROPERTY RIGHTS OF A THIRD PARTY EITHER ALONE OR IN ARTICLE 3, SELLER MAKES NO REPRESENTATION COMBINATION WITH OTHER PRODUCTS OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS IN THE OPERATION OF ANY KIND PROCESS. BIO-RAD’S TOTAL LIABILITY FOR BREACH OF THESE WARRANTIES SHALL BE LIMITED TO THE GROSS PURCHASE PRICE (OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS ANNUAL SERVICE FEE) OF THE SUBSIDIARY RELEVANT PURCHASE ORDER UNDER WHICH THE ACTIVITY GIVING RISE TO LIABILITY ARISES. UNDER NO CIRCUMSTANCES SHALL SUPPLIER BE LIABLE FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR THE ACQUIRED INTERESTSPUNITIVE DAMAGES (INCLUDING LOSS OF BUSINESS OR PROFITS) UNDER ANY THEORY OF LIABILITY HEREUNDER.

No Other Warranties. TO THE GREATEST EXTENT PERMITTED BY LAW, EXCEPT FOR THE WARRANTIES SET FORTH HEREINLIMITED WARRANTY PROVIDED IN SECTION 3.1, THE ACQUIRED INTERESTS SERVICES ARE BEING SOLD HEREUNDER ON AN PROVIDED TO THE ORGANIZATION “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN AND THERE ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER NO WARRANTIES, WHETHER STATUTORYREPRESENTATIONS OR CONDITIONS, EXPRESSED OR IMPLIED, WRITTEN OR ORAL, EXPRESS ARISING BY STATUTE, OPERATION OF LAW, COURSE OF DEALING, USAGE OF TRADE OR IMPLIED; SELLER PROVIDES NO OTHERWISE, REGARDING THEM OR ANY OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTSPRODUCT, HOLDCOSERVICE OR MATERIAL PROVIDED HEREUNDER OR IN CONNECTION HEREWITH. XXXXXX, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, ITS LICENSORS AND SUPPLIERS DISCLAIM ANY IMPLIED WARRANTIES OR CONDITIONS REGARDING THE SERVICES, SOFTWARE AND MATERIALS PROVIDED HEREUNDER OR IN CONNECTION HEREWITH, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY AND MERCHANTABLE QUALITY, MERCHANTABILITY, DURABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES ARISING FROM COURSE OF DEALING TITLE OR USAGE OF TRADE, NON-INFRINGEMENT. XXXXXX DOES NOT REPRESENT OR WARRANT THAT THE SERVICES SHALL MEET ANY OR ALL OF WHICH ARE EXPRESSLY DISCLAIMEDTHE ORGANIZATION’S PARTICULAR REQUIREMENTS, OR THAT ALL ERRORS OR DEFECTS IN THE SOFTWARE CAN BE FOUND OR CORRECTED. EXCEPT AS EXPRESSLY NO AGREEMENTS VARYING OR EXTENDING ANY EXPRESS WARRANTIES SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS THIS AGREEMENT SHALL BE BINDING ON EITHER PARTY UNLESS IN WRITING AND SIGNED BY AN AUTHORIZED SIGNING OFFICER OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSXXXXXX. 4.1 (a)

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREININ THIS ARTICLE 3, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARYSUBSIDIARIES, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARYSUBSIDIARIES, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN THIS ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARYSUBSIDIARIES, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY SUBSIDIARIES OR THE ACQUIRED INTERESTS. 3.30 [***].

No Other Warranties. EXCEPT FOR TO THE EXTENT PERMITTED BY LAW (INCLUDING THE RELEVANT LEGISLATION), THE WARRANTIES SET FORTH HEREININ THIS SECTION 6 ARE THE ONLY WARRANTIES CONCERNING THE MAINTENANCE SERVICES, ANY SOFTWARE OR MATERIALS, OR THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AGREEMENT, AND ARE MADE EXPRESSLY IN LIEU OF ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORALCONDITIONS AND REPRESENTATIONS, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, INFORMATIONAL CONTENT, SYSTEMS INTEGRATION, NON-INFRINGEMENT, INTERFERENCE WITH ENJOYMENT OR OTHERWISE. NO WARRANTY IS MADE THAT USE OF THE SOFTWARE WILL BE UNINTERRUPTED, ERROR FREE, OR THAT ANY ERRORS OR DEFECTS IN THE SOFTWARE WILL BE CORRECTED, OR THAT THE SOFTWARE’S FUNCTIONALITY WILL MEET CLIENT’S REQUIREMENTS. CLIENT ACCEPTS RESPONSIBIILTY FOR ITS DATA AND WARRANTIES ARISING FROM COURSE THE SELECTION OF DEALING THE SOFTWARE TO ACHIEVE ITS INTENDED RESULTS. NOTHING IN THIS AGREEMENT WILL OPERATE SO AS TO EXCLUDE, RESTRICT OR USAGE MODIFY THE APPLICATION OF TRADEANY OF THE PROVISIONS OF THE AUSTRALIAN CONSUMER LAW CONTAINED IN THE COMPETITION AND CONSUMER ACT 2010 OR ANY EQUIVALENT STATE OR TERRITORY LEGISLATION OR ANY SUCCESSORS TO SUCH LEGISLATION (THE “RELEVANT LEGISLATION”), ALL THE EXERCISE OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3A RIGHT CONFERRED BY SUCH A PROVISION, SELLER MAKES NO REPRESENTATION OR ANY LIABILITY OF ACCENTURE FOR A BREACH OF A GUARANTEE, CONDITION OR WARRANTY IMPLIED BY SUCH A PROVISION, WHERE THE RELEVANT LEGISLATION WOULD RENDER IT VOID TO PURCHASER WITH RESPECT DO SO. TO ANY FINANCIAL PROJECTIONSTHE FULL EXTENT PERMITTED BY THE RELEVANT LEGISLATION, FORECASTS OR FORWARD LOOKING STATEMENTS ACCENTURE’S SOLE LIABILITY FOR A BREACH OF ANY KIND GUARANTEE, CONDITION OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS WARRANTY IMPLIED BY VIRTUE OF HOLDCO, THE ASSETS ANY OF THE SUBSIDIARY RELEVANT LEGISLATION IS LIMITED, AT ACCENTURE’S OPTION, TO REPLACING OR REPAIRING THE ACQUIRED INTERESTSAPPLICABLE GOODS OR PROVIDING THE APPLICABLE SERVICES AGAIN.

No Other Warranties. EXCEPT FOR THE EXPRESS LIMITED WARRANTIES SET FORTH HEREININ SECTION 10.3, THE ACQUIRED INTERESTS ALL SERVICES AND MATERIALS PROVIDED BY FORWARD EDGE ARE BEING SOLD HEREUNDER ON AN PROVIDED “AS IS,.” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF FORWARD EDGE SPECIFICALLY DISCLAIMS ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ALL WARRANTIES ARISING FROM COURSE OF DEALING DEALING, USAGE, OR USAGE OF TRADETRADE PRACTICE. WITHOUT LIMITING THE FOREGOING, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER FORWARD EDGE MAKES NO WARRANTY OF ANY KIND THAT THE SERVICES, MATERIALS PROVIDED BY FORWARD EDGE IN CONNECTION THEREWITH, THIRD-PARTY PRODUCTS OR SERVICES, OR ANY PRODUCTS OR RESULTS OF THE USE OF ANY OF THEM, WILL MEET CUSTOMER'S OR ANY OTHER PERSON'S REQUIREMENTS, OPERATE WITHOUT INTERRUPTION, ACHIEVE ANY INTENDED RESULT, BE COMPATIBLE OR WORK WITH ANY SOFTWARE, SYSTEM, OR OTHER SERVICES, OR BE SECURE, ACCURATE, COMPLETE, FREE OF HARMFUL CODE, OR ERROR FREE. ALL THIRD- PARTY MATERIALS (INCLUDING ANY THIRD- PARTY PRODUCTS) ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, AND ANY REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO OF OR CONCERNING ANY FINANCIAL PROJECTIONS, FORECASTS THIRD-PARTY PRODUCTS IS STRICTLY BETWEEN CUSTOMER AND THE THIRD- PARTY OWNER OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS DISTRIBUTOR OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSTHIRD- PARTY PRODUCTS.

No Other Warranties. EXCEPT FOR THE THOSE REPRESENATIONS AND WARRANTIES EXPRESSLY SET FORTH HEREININ THIS AGREEMENT AND THE EXHIBITS HERETO, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU COMPANY MAKES NO REPRESENTATIONS OR WARRANTY OF ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORALANY KIND OF NATURE, EXPRESS OR IMPLIED; SELLER PROVIDES NO , AS TO THE PURCHASED ASSETS, THE CONSTRUCTION OR OPERATIONS OF THE PURCHASED ASSETS, OR THE PROSPECTS (FINANCIAL OR OTHERWISE), RISKS AND OTHER WARRANTIES INCIDENTS OF THE PURCHASED ASSETS, INCLUDING, WITHOUT LIMITATION, WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, ACTUAL PRODUCTION CAPABILITY OF THE SUBSIDIARY, THE PURCHASED ASSETS OF HOLDCO OR THE ABILITY OF REG OR PURCHASER TO GENERATE OR SELL BIODIESEL OR OTHER PRODUCTS OR TO CONDUCT OTHER COMMERCIAL ACTIVITIES. WITHOUT LIMITED THE FOREGOING, AND EXCEPT FOR THOSE REPRESENTATIONS AND WARRANTIES OF MERCHANTABILITY, USAGE OR SUITABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE WITH RESPECT TO THE PURCHASED ASSETS OR ANY PART THEREOF, OR AS TO THE WORKMANSHIP THEREOF, OR THE ABSENCE OF ANY DEFECTS THEREIN, WHETHER LATENT OR PATENT, OR COMPLIANCE OF THE SUBSIDIARYPURCHASED ASSETS WITH ANY LAWS, INCLUDING WITHOUT LIMITATIONENVIRONMENTAL LAWS, IMPLIED WARRANTIES OR AS TO THE CONDITION OF MERCHANTABILITY AND FITNESS PURCHASED ASSETS OR ANY PART THEREOF, OR AS TO THE ABSENCE OF HAZARDOUS SUBSTANCES OR LIABILITY OR POTENTIAL LIABILITY UNDER ENVIRONMENTAL LAWS WITH RESPEC EXCEPT FOR A PARTICULAR PURPOSE, THE REPRESENATIONS AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCOTHIS AGREEMENT AND THE EXHIBITS HERETO, THE SUBSIDIARYPURCHASED ASSETS ARE SOLD "AS IS, WHERE IS" ON THE ASSETS OF HOLDCOCLOSING DATE, AND IN ITS CONDITION ON THE ASSETS CLOSING DATE "WITH ALL FAULTS." WITHOUT LIMITING THE FOREGOING, EXCEPT FOR THE REPRESENATIONS AND WARRANTIES EXPRESSLY SET FORTH IN THIS AGREEMENT AND THE EXHIVITS HERETO, NO MATERIAL OR INFORMATION PROVIDED BY OR COMMUNICATIONS BY THE COMPANY OR ITS REPRESENTATIVES, INCLUDING, WITHOUT LIMITATION, ANY INFORMATION OR MATERIAL CONTAINED IN THE DUE DILIGENCE MATERIALS, WILL CAUSE OR CREATE ANY WARRANTY, EXPRESS OR IMPLIED, AS TO THE TITLE, CONDITION, VALUE, OR QUALITY OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSPURCHASED ASSETS.

No Other Warranties. EXCEPT FOR THE WARRANTIES WARRANTY SET FORTH HEREIN, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN PARAGRAPH 7.1 IS IN LIEU OF ALL OTHER REPRESENTATIONS, WARRANTIES, CONDITIONS AND GUARANTEES. EXCEPT FOR THE WARRANTY SET FORTH IN PARAGRAPH 7.1, THE SOFTWARE, DOCUMENTATION AND SERVICES ARE PROVIDED “AS IS AND WITH ALL FAULTS”, AND WITHOUT ANY REPRESENTATIONS, WARRANTIES, CONDITIONS OR GUARANTEES OF ANY NATURE OR KIND WHATSOEVER, WHETHER EXPRESS, IMPLIED OR STATUTORY, WRITTEN OR ORAL, EXPRESS ARISING FROM CUSTOM OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS TRADE USAGE OR BY ANY COURSE OF HOLDCO DEALING OR THE ASSETS COURSE OF THE SUBSIDIARYPERFORMANCE, INCLUDING WITHOUT LIMITATIONANY REPRESENTATIONS, IMPLIED WARRANTIES WARRANTIES, CONDITIONS OR GUARANTEES OF MERCHANTABILITY AND OR RELATING TO DURABILITY; FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES ARISING FROM COURSE OF DEALING ; MERCHANTABILITY; NON‐INFRINGEMENT; PERFORMANCE; QUALITY; RESULTS; SUITABILITY; TIMELINESS; TITLE; OR USAGE OF TRADE, WORKMANLIKE EFFORT; ALL OF WHICH ARE EXPRESSLY DISCLAIMEDHEREBY DISCLAIMED BY TENDIGITS TO THE FULLEST EXTENT PERMITTED BY LAW. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, CUSTOMER IS SOLELY RESPONSIBLE AND LIABLE FOR THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS SELECTION OF THE SUBSIDIARY OR SOFTWARE, DOCUMENTATION AND SERVICES TO ACHIEVE CUSTOMER’S INTENDED RESULTS. CUSTOMER USES THE ACQUIRED INTERESTSSOFTWARE, DOCUMENTATION AND SERVICES AT CUSTOMER’S OWN RISK, AND IS SOLELY RESPONSIBLE AND LIABLE FOR ENSURING THE ACCURACY OF ALL INPUT DATA, AND VERIFYING ALL DATA AND RESULTS FROM THE USE OF THE SOFTWARE.

No Other Warranties. EXCEPT FOR AS OTHERWISE SPECIFICALLY PROVIDED IN THE WARRANTIES SET FORTH HEREINAPPLICABLE SERVICES AGREEMENT WITH EACH CUSTOMER, THE ACQUIRED INTERESTS SERVICES ARE BEING SOLD HEREUNDER PROVIDED ON AN “AS IS,” AND “WHERE ISAS AVAILABLE” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE , AND ARE IN LIEU OF ALL OTHER WITHOUT ANY REPRESENTATIONS, WARRANTIES, CONDITIONS OR GUARANTEES OF ANY NATURE OR KIND WHATSOEVER, WHETHER EXPRESS, IMPLIED OR STATUTORY, WRITTEN OR ORAL, EXPRESS ARISING FROM CUSTOM OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS TRADE USAGE OR BY ANY COURSE OF HOLDCO DEALING OR THE ASSETS COURSE OF THE SUBSIDIARYPERFORMANCE, INCLUDING WITHOUT LIMITATIONLIMITATION ANY REPRESENTATIONS, IMPLIED WARRANTIES WARRANTIES, CONDITIONS OR GUARANTEES OF MERCHANTABILITY AND OR RELATING TO ACCURACY, CAPACITY, COMPLETENESS, DELAYS, DURABILITY, ERRORS, FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES ARISING FROM COURSE ABSENCE OF DEALING NEGLIGENCE, VIRUSES OR USAGE OF TRADEOTHER HARMFUL COMPONENT, ERRORS OR INTERRUPTED SERVICE, MERCHANTABILITY, NON­INFRINGEMENT, PERFORMANCE, RESULTS, QUALITY, TIMELINESS, TITLE OR WORKMANLIKE EFFORT, ALL OF WHICH ARE EXPRESSLY DISCLAIMEDHEREBY DISCLAIMED BY SITEWIT TO THE FULLEST EXTENT PERMITTED BY LAW. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, WITHOUT LIMITING THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS GENERALITY OF THE SUBSIDIARY FOREGOING, SITEWIT DOES NOT REPRESENT, WARRANT OR GUARANTEE THAT THE ACQUIRED INTERESTSSERVICES WILL MEET THE NEEDS OF MARKETING PARTNER, ANY CUSTOMER OR USER OR BE FREE FROM ERRORS OR THAT SERVICES WILL BE UNINTERRUPTED.

No Other Warranties. TO THE GREATEST EXTENT PERMITTED BY LAW, EXCEPT FOR THE EXPRESS LIMITED WARRANTIES SET FORTH HEREINOUT IN SECTION 5.1, THE ACQUIRED INTERESTS SERVICES, THE SOFTWARE, THE SUBLICENSED SOFTWARE, THE PROFESSIONAL SERVICES, THE SUPPORT SERVICES AND ANY OTHER PRODUCTS, MATERIALS AND SERVICES ARE BEING SOLD HEREUNDER ON AN PROVIDED TO THE ORGANIZATION AND ITS USERS AND CUSTOMERS “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN AND THERE ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER NO WARRANTIES, WHETHER STATUTORYREPRESENTATIONS OR CONDITIONS, EXPRESSED OR IMPLIED, WRITTEN OR ORAL, EXPRESS ARISING BY STATUTE, OPERATION OF LAW, COURSE OF DEALING, USAGE OF TRADE OR IMPLIED; SELLER PROVIDES NO OTHERWISE, REGARDING THEM OR ANY OTHER PRODUCT, SERVICE OR MATERIAL PROVIDED HEREUNDER OR IN CONNECTION HEREWITH. XXXXXX, ITS SERVICE PROVIDERS, LICENSORS AND SUPPLIERS DISCLAIM ANY IMPLIED WARRANTIES WITH RESPECT TO OR CONDITIONS REGARDING THE ACQUIRED INTERESTSSOFTWARE, HOLDCOSUBLICENSED SOFTWARE, THE SUBSIDIARYSERVICES, THE ASSETS OF HOLDCO PROFESSIONAL SERVICES, AND ANY OTHER PRODUCTS, SERVICES AND MATERIALS PROVIDED HEREUNDER OR THE ASSETS OF THE SUBSIDIARYIN CONNECTION HEREWITH, INCLUDING WITHOUT LIMITATIONINCLUDING, IMPLIED BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY AND MERCHANTABLE QUALITY, MERCHANTABILITY, DURABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES ARISING FROM COURSE OF DEALING TITLE OR USAGE OF TRADENON-INFRINGEMENT. XXXXXX DOES NOT REPRESENT OR WARRANT THAT THE SOFTWARE OR SUBLICENSED SOFTWARE, SHALL OPERATE ERROR FREE OR IN THE COMBINATIONS SELECTED, THAT IT SHALL MEET ANY OR ALL OF WHICH ARE EXPRESSLY DISCLAIMEDTHE ORGANIZATION’S OR ITS CUSTOMER’S PARTICULAR REQUIREMENTS, OR THAT ALL ERRORS OR DEFECTS IN THE SOFTWARE OR SUBLICENSED SOFTWARE CAN BE FOUND OR CORRECTED. EXCEPT AS EXPRESSLY XXXXXX AND ITS SERVICE PROVIDERS AND LICENSORS DO NOT REPRESENT OR WARRANT THAT THE SERVICES SHALL OPERATE ERROR FREE OR UNINTERRUPTED, SHALL MEET ANY OR ALL OF ORGANIZATION’S OR ITS CUSTOMERS’ PARTICULAR REQUIREMENTS, THAT ALL ERRORS OR DEFECTS IN THE SERVICES CAN BE FOUND OR CORRECTED. WITHOUT LIMITING THE FOREGOING, XXXXXX AND ITS SERVICE PROVIDERS AND LICENSORS DO NOT MAKE ANY REPRESENTATIONS OR WARRANTIES WHATSOEVER WITH REGARD TO PRODUCTS OR SERVICES FROM THIRD PARTIES (INCLUDING WITHOUT LIMITATION THE THIRD-PARTY COMPONENTS, THE HARDWARE, THIRD PARTY TELECOMMUNICATIONS PROVIDERS, THE OPERATION OF THE INTERNET, NETWORK OR OTHER COMMUNICATION SERVICES) AND ASSUMES NO RESPONSIBILITY OR LIABILITY WITH RESPECT TO THE FOREGOING OR THE APPROPRIATENESS OF ORGANIZATION’S DATA MANAGEMENT SYSTEM OR THE ACCURACY OF DATA CONTAINED IN SUCH SYSTEM. XXXXXX AND ITS SERVICE PROVIDER DO NOT GUARANTEE THE PRIVACY, SECURITY, AUTHENTICITY, AND NON-CORRUPTION OF ANY INFORMATION TRANSMITTED OR STORED IN ANY SYSTEM CONNECTED TO THE INTERNET. NO AGREEMENTS VARYING OR EXTENDING ANY EXPRESS WARRANTIES SET FORTH IN ARTICLE 3, SELLER MAKES NO REPRESENTATION OR THIS AGREEMENT SHALL BE BINDING ON EITHER PARTY UNLESS IN WRITING AND SIGNED BY AN AUTHORIZED SIGNING OFFICER OF XXXXXX. ANY OBLIGATIONS OF XXXXXX PURSUANT TO THE WARRANTY PROVISIONS OF THIS AGREEMENT SHALL BE SUBJECT TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS THE LIMITATIONS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSLIABILITY HEREINAFTER.

No Other Warranties. EXCEPT FOR THE WARRANTIES REMEDIES SET FORTH HEREININ THIS SECTION ARE EXCLUSIVE AND THE CUSTOMER’S SOLE REMEDIES, AND SHALLAPPLY EVEN IF SUCH REMEDIES FAIL THEIR ESSENTIAL PURPOSE. EXCEPT AS EXPRESSLY SET FORTH IN THE ACQUIRED INTERESTS CONTRACT, SYSTEMS AND SERVICES ARE BEING SOLD HEREUNDER ON AN PROVIDED “AS IS,” “WHERE IS” BASISWITHOUT WARRANTY OF ANY KIND AND NI DISCLAIMS ALL WARRANTIES, EXPRESSED OR IMPLIED, WITH RESPECT TO ALL SYSTEMS AND SERVICES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT, AND ANY WARRANTIES THAT MAY ARISE FROM USAGE OF TRADE OR COURSE OF DEALING. SELLER DOES NOT WARRANT, GUARANTEE, OR MAKE ANY REPRESENTATIONS REGARDING THE USE OF OR THE RESULTS OF THE USE OF THE SYSTEMS OR SERVICES IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. SELLER DOES NOT WARRANT THAT THE OPERATION OF THE SYSTEMS WILL BE UNINTERRUPTED OR ERROR FREE. NON-SET BRANDED PRODUCTS PROVIDED BY SELLER TO CUSTOMER ARE NOT TESTABLE OR REPAIRABLE BY SELLER, AND IT MAY BE NECESSARY FOR CUSTOMER TO CONTACT THE MANUFACTURER OR THE PUBLISHER FOR SERVICE OR ANY WARRANTY CLAIMS. SELLER DOES NOT WARRANT, HAS NO OBLIGATION TO SUPPORT, AND SHALL HAVE NO LIABILITY FOR NON-SET BRANDED PRODUCTS. THE WARRANTIES LIMITED WARRANTYAND INTELLECTUAL PROPERTY LIABILITY SECTIONS OF THESE TERMS DO NOT APPLY TO THE SALE AND PURCHASE OF NON-SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF BRANDED PRODUCTS. SELLER DISCLAIMS ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES , WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARYALL NON-SET BRANDED PRODUCTS, INCLUDING WITHOUT LIMITATIONWARRANTY OF MERCHANTABILITY, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES ARISING FROM COURSE CUSTOMER WAIVES, ON BEHALF OF DEALING OR USAGE OF TRADEITSELF, ITS SUCCESSORS AND ASSIGNS, ALL CLAIMS OF WHICH ARE EXPRESSLY DISCLAIMEDNEGLIGENCE AND STRICT LIABILITY. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3TO THE EXTENT PERMITTED BY APPLICABLE LAW, SELLER MAKES SHALL HAVE NO REPRESENTATION LIABILITY TO CUSTOMER OR WARRANTY ANYONE CLAIMING BY OR THROUGH CUSTOMER FOR ANY CONSEQUENTIAL, INCIDENTAL OR OTHER DAMAGES RESULTING FROM NON-SET BRANDED PRODUCTS PROVIDED BY SELLER TO PURCHASER WITH RESPECT TO CUSTOMER. SELLER DOES NOT WARRANT, GUARANTEE, OR MAKE ANY FINANCIAL PROJECTIONS, FORECASTS REPRESENTATIONS REGARDING THE USE OF OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, RESULTS DERIVED FROM THE ASSETS OF HOLDCO, THE ASSETS USE OF THE SUBSIDIARY PRODUCTS OR SERVICES IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. SELLER DOES NOT WARRANT THAT THE ACQUIRED INTERESTSOPERATION OF THE PRODUCTS WILL BE UNINTERRUPTED OR ERROR FREE.

No Other Warranties. EXCEPT FOR THE WARRANTIES AS EXPRESSLY SET FORTH HEREININ THIS AGREEMENT, THE ACQUIRED INTERESTS PRODUCTS AND SERVICES ARE BEING SOLD HEREUNDER ON AN “PROVIDED "AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE " WITHOUT WARRANTY OF ANY KIND AND ARE IN LIEU OF NI DISCLAIMS ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS EXPRESSED OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES , WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARYALL PRODUCTS AND SERVICES, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON- INFRINGEMENT, AND ANY WARRANTIES ARISING THAT MAY ARISE FROM USAGE OF TRADE OR COURSE OF DEALING OR USAGE OF TRADEDEALING. NI DOES NOT WARRANT, ALL OF WHICH ARE EXPRESSLY DISCLAIMEDuygunsuzluğa ilişkin bir bildirim xxxxxx durumda, tamamen kendi inisiyatifinde olmak üzere: (i) kusurlu Donanım veya Yazılımı xxxxx xxxx veya değiştirir, (ii) kusurlu Servisleri yeniden ifa xxxx veya (iii) kusurlu Donanım, Yazılım veya Servis için ödenmiş xxxx miktarları xxxx xxxx. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3Tamir edilen veya değiştirilen Donanımlar veya Yazılımlar, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONSorijinal garanti süresinin kalan kısmı ile doksan (90) günlük süreden hangisi daha uzunsa, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCOo süre boyunca garanti kapsamında olmaya devam xxxx. NI Donanımı tamir etmeyi veya değiştirmeyi seçerse, THE SUBSIDIARYyeni veya yeni parçalara performans ve güvenilirlik bakımından eşdeğer xxxx ve en azından fonksiyonel olarak orijinal parçayla eşdeğer xxxx xxxxx edilmiş parçalar veya ürünler kullanabilir. Müşteri, THE ASSETS OF HOLDCOgaranti kapsamında xxxx Donanımı NI'a iade etmeden önce, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTS.NI'xxx xxx RMA numarası almak zorundadır. İlgili Donanımın NI'a gönderilmesinde sevkiyat ücretleri Müşteri tarafından, Donanımın NI tarafından Müşteriye xxxx gönderilmesindeki sevkiyat ücretleri ise NI tarafından karşılanacaktır. Ancak NI, iade edilmiş Donanım üzerinde yaptığı incelemeler ve testler sonucunda, kusurun Sınırlı Garanti kapsamına girmediğine karar verirse, Müşteriye bu kapsamda bildirimde bulunarak Donanımı, masraflar Müşteriye ait olmak üzere, Müşteriye iade edecektir. NI, Sınırlı Garanti kapsamına girmeyen Donanımlar üzerinde yaptığı incelemeler ve testler için Müşteriden ücret xxxx xxxxxxx saklı tutar. İşbu Sınırlı Garanti, Donanım veya Yazılımdaki kusurun; yetersiz veya uygunsuz olarak yapılan bakım, kurulum, tamir veya ayarlanmasından (NI dışında başkaca bir tarafça yapılmışsa); izinsiz değişikliklerden; uygunsuz ortam koşullarından; yanlış Donanım veya Yazılım anahtarı kullanılmasından; Donanım veya Yazılımın uygunsuz veya belirtilen koşulların dışında kullanılmasından; uygunsuz voltajdan; kaza, suiistimal veya ihmalden veya yıldırım düşmesi, sel veya diğer benzeri doğal felaketlerden kaynaklanması halinde; geçerli değildir. İŞBU BÖLÜMDE BELİRTİLEN ÇÖZÜM YOLLARI MÜŞTERİ AÇIŞINDAN İNHİSARİ VE YEGÂNE ÇÖZÜM YOLLARIDIR VE AMAÇLARINA ULAŞMAYACAK OLSALAR DAHİ UYGULANACAKLARDIR. 10. BUNLARIN DIŞINDA BAŞKA GARANTİ MEVCUT DEĞİLDİR. İŞBU SÖZLEŞMEDE AÇIKÇA BELİRTİLMEDİKÇE, TÜM ÜRÜNLER VE SERVİSLER "MEVCUT OLDUKLARI GİBİ", HİÇBİR GARANTİ VERİLMEKSİZİN SUNULUR VE NI, ÜRÜNLER VE SERVİSLERLE BAĞLANTILI OLARAK TİCARETE ELVERİŞLİLİK, BELLİ BİR AMACA UYGUNLUK, MÜLKİYET VEYA İHLAL EDİLMEZLİK VEYA TİCARİ FAALİYET YADA TİCARİ İŞLEMLERDEN KAYNAKLANANLAR DA DAHİL OLMAK ÜZERE HİÇBİR AÇIK YA DA ZIMNİ GARANTİ VERMEMEKTEDİR. NI, ÜRÜN

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREINAS EXPRESSLY PROVIDED IN SECTION 3, ABOVE, THE ACQUIRED INTERESTS SOFTWARE PRODUCT AND ANY UPGRADE THERETO IS/ARE BEING SOLD HEREUNDER PROVIDED TO CUSTOMER ON AN “''AS IS,” “WHERE IS” '' BASIS. THE , WITHOUT WARRANTY OF ANY KIND OR NATURE, NOVODYNAMICS AND ITS SUPPLIERS MAKE, AND CUSTOMER RECEIVES, NO WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIESOR CONDITIONS, WHETHER EXPRESS, IMPLIED OR STATUTORY, WRITTEN OR ORALINCLUDING, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND MERCHANTABILITY, FITNESS FOR A ANY PARTICULAR PURPOSE, OR NON. INFRINGEMENT OF ANY THIRD-PARTY RIGHTS, AND WARRANTIES ARISING FROM COURSE THEIR EQUIVALENTS XXXXXX THE LAWS OF DEALING ANY ruRISDICTION, REGARDING THE SOFTWARE PRODUCT AND/OR USAGE ANY UPGRADE THERETO. 6, LIMITATION OF TRADELIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS EXPRESSLY SET FORTH IN ARTICLE 3NOVODYNAMICS SHALL NOT BE LIABLE TO CUSTOMER OR ANY THIRD PARTY FOR ANY INCIDENTAL, SELLER MAKES NO REPRESENTATION CONSEQUENTIAL, SPECIAL, PI-INITIVE OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OTHER DAMAGES OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS ARISING OUT OF THE SUBSIDIARY USE OF OR INABILITY TO USE TFIE SOFTWARE PRODUCT AND/OR ANY UPGRADE THERETO, EVEN IF NOVODYNAMICS I{AS BEEN ADVISED OF THE ACQUIRED INTERESTSPOSSIBILITY OF ANY SUCH DAMAGES, AND CUSTOMER I{EREBY ASSUMES zuSKS AS TO TTM QUALITY, PERFORMANCE, OPERATION OF AND/ORINABILITY TO OPERATE THE SOFTWARE PRODUCT AND/OR ANY UPGRADE THERETO. IN NO EVENT SHALL NOVODYNAMICS'LIABILITY HEREUNDER EXCEED THE PRICE WHICH CUSTOMER PAID FOR THE ITEM(S) WHICH not allow the THE SIIBJECT OF ANY CLAIMED LIABILITY. Some states do NovoDynomics@ nU exclusion or limitation of incidental or consequential damages or of implied warranties, so certain of the foregoing provisions may not apply to Customer.

No Other Warranties. EXCEPT FOR THE WARRANTIES SET FORTH HEREIN, IN THE OTHER INVESTMENT DOCUMENTS AND IN ANY CERTIFICATES DELIVERED HEREUNDER OR THEREUNDER, THE ACQUIRED INTERESTS ARE BEING SOLD HEREUNDER ON AN “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN HEREIN, IN THE OTHER INVESTMENT DOCUMENTS, AND IN ANY CERTIFICATES DELIVERED HEREUNDER OR THEREUNDER ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER WARRANTIES, WHETHER STATUTORY, WRITTEN OR ORAL, EXPRESS OR IMPLIED; SELLER PROVIDES PARTIES PROVIDE NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO ACQUIRED ENTITIES OR THE ASSETS OF THE SUBSIDIARYTHEIR ASSETS, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. EXCEPT AS FOR THE WARRANTIES EXPRESSLY SET FORTH IN THIS ARTICLE 3, SELLER IN THE OTHER INVESTMENT DOCUMENTS AND IN ANY CERTIFICATES DELIVERED HEREUNDER OR THEREUNDER, WCG MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY ACQUIRED ENTITIES OR THE ACQUIRED INTERESTS.. NOTWITHSTANDING THE FOREGOING, NOTHING IN THIS SECTION 3.26 SHALL RELIEVE ANY SELLER PARTY OF ANY LIABILITY FOR FRAUD. Purchase and Sale Agreement – WCG

No Other Warranties. EXCEPT FOR AS EXPRESSLY STATED IN SECTION 3.01, TO THE WARRANTIES SET FORTH HEREINGREATEST EXTENT PERMITTED BY LAW, THE ACQUIRED INTERESTS SOFTWARE IS LICENSED AND ALL OTHER MATERIALS AND SERVICES ARE BEING SOLD HEREUNDER ON AN PROVIDED TO THE ORGANIZATION “AS IS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN AND THERE ARE EXCLUSIVE AND ARE IN LIEU OF ALL OTHER NO WARRANTIES, WHETHER STATUTORYREPRESENTATIONS OR CONDITIONS, EXPRESSED OR IMPLIED, WRITTEN OR ORAL, EXPRESS ARISING BY STATUTE, OPERATION OF LAW, COURSE OF DEALING, USAGE OF TRADE OR IMPLIED; SELLER PROVIDES NO OTHERWISE, REGARDING THEM OR ANY OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTSPRODUCT, HOLDCOSERVICE OR MATERIAL PROVIDED HEREUNDER OR IN CONNECTION HEREWITH. XXXXXX, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, ITS LICENSORS AND SUPPLIERS DISCLAIM ANY IMPLIED WARRANTIES OR CONDITIONS REGARDING THE SOFTWARE AND ANY OTHER PRODUCTS, SERVICES AND MATERIALS PROVIDED HEREUNDER OR IN CONNECTION HEREWITH, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY AND MERCHANTABLE QUALITY, MERCHANTABILITY, DURABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND WARRANTIES ARISING FROM COURSE OF DEALING TITLE OR USAGE OF TRADENON-INFRINGEMENT. XXXXXX DOES NOT REPRESENT OR WARRANT THAT THE SOFTWARE SHALL OPERATE ERROR FREE OR IN THE COMBINATIONS SELECTED, THAT IT SHALL MEET ANY OR ALL OF WHICH ARE EXPRESSLY DISCLAIMEDTHE ORGANIZATION’S PARTICULAR REQUIREMENTS, OR THAT ALL ERRORS OR DEFECTS IN THE SOFTWARE CAN BE FOUND OR CORRECTED. EXCEPT AS EXPRESSLY NO AGREEMENTS VARYING OR EXTENDING ANY EXPRESS WARRANTIES SET FORTH IN ARTICLE 3THIS AGREEMENT SHALL BE BINDING ON EITHER PARTY UNLESS IN WRITING AND SIGNED BY AN AUTHORIZED SIGNING OFFICER OF XXXXXX. Subject to the requirements of Section 3.01, SELLER MAKES NO REPRESENTATION OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONS, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS OF THE SUBSIDIARY OR THE ACQUIRED INTERESTSXxxxxx reserves the right to correct any defects about which it is made aware and to produce Releases at a time of Xxxxxx’x own choosing and at Xxxxxx’x discretion.

No Other Warranties. EXCEPT FOR THE SUBJECT TO ANY APPLICABLE WARRANTIES SET FORTH HEREININ ANY ADDENDA TO THIS AGREEMENT, EXCEPT AS OTHERWISE EXPRESSLY WARRANTED IN THIS AGREEMENT OR IN GSA CONTRACT NO. GS-35F-0131R, THE ACQUIRED INTERESTS KZO APPLICATION AND ANY OTHER MATERIALS, SOFTWARE, DATA AND/OR SERVICES PROVIDED BY KZO ARE BEING SOLD HEREUNDER ON AN PROVIDED “AS IS” AND “WITH ALL FAULTS,” “WHERE IS” BASIS. THE WARRANTIES SET FORTH HEREIN ARE EXCLUSIVE AND ARE IN LIEU OF KZO EXPRESSLY DISCLAIMS ALL OTHER WARRANTIESWARRANTIES OF ANY KIND OR NATURE, WHETHER EXPRESS, IMPLIED OR STATUTORY, WRITTEN INCLUDING, BUT NOT LIMITED TO, ANY ADDITIONAL OR ORAL, EXPRESS OR IMPLIED; SELLER PROVIDES NO OTHER WARRANTIES WITH RESPECT TO THE ACQUIRED INTERESTS, HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO OR THE ASSETS OF THE SUBSIDIARY, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSENON- INFRINGEMENT, AND NON-INTERFERENCE, VALUE OR ACCURACY OF DATA, AS WELL AS ANY WARRANTIES ARISING FROM OF THE ABSENCE OF ANY DEFECTS THEREIN, WHETHER LATENT OR PATENT. NO WARRANTY IS MADE BY KZO ON THE BASIS OF TRADE USAGE, COURSE OF DEALING OR USAGE COURSE OF TRADEPERFORMANCE. KZO DOES NOT WARRANT THAT THE KZO APPLICATION OR ANY OTHER INFORMATION, MATERIALS, TECHNOLOGY OR SERVICES PROVIDED UNDER THIS AGREEMENT WILL MEET CUSTOMER’S REQUIREMENTS OR THAT THE OPERATION THEREOF WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT ALL ERRORS WILL BE CORRECTED. CUSTOMER ACKNOWLEDGES THAT KZO’S OBLIGATIONS UNDER THIS AGREEMENT ARE FOR THE BENEFIT OF WHICH ARE EXPRESSLY DISCLAIMEDCUSTOMER ONLY. EXCEPT AS EXPRESSLY SET FORTH 8. LIMITATION OF LIABILITY LIMITATIONS. IN ARTICLE 3NO EVENT SHALL KZO BE LIABLE TO CUSTOMER FOR ANY INCIDENTAL, SELLER MAKES NO REPRESENTATION INDIRECT, SPECIAL, CONSEQUENTIAL OR WARRANTY TO PURCHASER WITH RESPECT TO ANY FINANCIAL PROJECTIONSPUNITIVE DAMAGES, FORECASTS OR FORWARD LOOKING STATEMENTS OF ANY KIND OR NATURE WHATSOEVER RELATING TO HOLDCO, THE SUBSIDIARY, THE ASSETS OF HOLDCO, THE ASSETS REGARDLESS OF THE SUBSIDIARY OR NATURE OF THE ACQUIRED INTERESTS.CLAIM, INCLUDING, WITHOUT LIMITATION, LOST PROFITS, COSTS OF DELAY, ANY FAILURE OF DELIVERY, BUSINESS INTERRUPTION, COSTS OF LOST