SECTION 10: Remedies and Liquidated Damages. Licensee hereby acknowledges and agrees that the use, disclosure, transfer and copying of all or any portion of the EMIP by Licensee, the Designated Employee(s), or any of Licensee's employees, agents, or representatives, except as expressly permitted in this EMIP License Agreement, or use without purchasing the required licenses without the express written consent of Philips shall be considered a breach of this EMIP License Agreement. In the event of breach of this EMIP License Agreement, Philips shall be entitled to all available remedies including without limitation compensation for all damages out of or resulting from said breach, and including without limitation, all consequential damages and attorneys' fees incurred by Philips. All remedies under are cumulative and not exclusive. Considering the substantial investment that Philips and its Affiliates have in the EMIP, Licensee further agrees that a violation by or for it or any of its Designated Employees of any provision of this EMIP License Agreement will cause irreparable injury to Philips and that Philips shall be entitled, in addition to any other rights or remedies Philips may have at law or in equity, to an injunction enjoining and restraining Licensee and/or Designated Employee(s) from doing or continuing to do any such violation or threatened violations of this EMIP License Agreement, without need of posting of a bond prior to the issuance thereof. Furthermore, except as otherwise provided by law, Xxxxxxxx agrees to indemnify and hold Philips and its Affiliates harmless from any and all damages resulting from Licensee’s or a Designated Employees' breach of this EMIP License Agreement. Without prejudice to any rights or remedies Philips may have under this Agreement or at law, in any case of unauthorized use of any EMIP by Licensee (including also, but not limited to using EMIP not supplied by Philips), Licensee shall incur liquidated damages of $100,000 USD (one hundred thousand U.S. Dollars) to be paid to Philips for each instance of unauthorized use and, such amount, subject to a multiplier of the number of unlawful uses, including without limitation use on the same equipment and by the same person. Licensee hereby acknowledges and agrees that such liquidated damages are a genuine pre-estimate of Philips’ loss suffered as a result of the Licensee’s breach and is not meant as a sole, exclusive remedy.
