Common use of Warranties, Indemnification, and Limitation of Liability Clause in Contracts

Warranties, Indemnification, and Limitation of Liability. a. The Author represents and warrants that: (i) it has the right and power to enter into this Agreement, to grant the rights and licenses granted pursuant to this Agreement, and to perform all of its other obligations contained in this Agreement; (ii) it has not previously assigned, transferred or otherwise encumbered the rights or licenses granted pursuant to this Agreement; and that the person executing this Agreement on the Author’s behalf is authorized to do so; (iii) the Work and the licenses granted herein do not and will not infringe upon, violate or misappropriate any intellectual property rights or any other proprietary right, contract or other right or interest of any third party; (iv) if the Work is a multi-authored Work, the Author has obtained written permission from each author of the Work to enter into this Agreement on behalf such author, and each such author has read, understands and has agreed to the terms of this Agreement; and (v) the Author has obtained any necessary releases and permissions to quote from other sources in the Work and to include any works and materials in the Work and all such releases and permissions are in full force and effect. b. The Author hereby indemnifies the Publisher and its directors, officers, employees, agents, and representatives and agrees to defend and hold them harmless from and against any and all liability, damage, loss, costs or expenses (including reasonable attorney’s fees and costs of settlement) incurred by any such party arising out of, or relating to any misrepresentation in, or breach or alleged breach of the Author’s representations or warranties in this Agreement. If the Author fails to promptly or diligently pursue any defense of any indemnified party, the indemnified parties, or any of them, may assume such defense at the Author’s expense. The obligations of this indemnification will survive any termination or expiration of this Agreement. c. The Publisher represents and warrants that it has the right and power to enter into this Agreement and to perform its obligations contained in this Agreement, and that the person executing this Agreement on the Publisher’s behalf is authorized to do so. d. The Publisher hereby indemnifies the Author and agrees to defend and hold the Author harmless from and against any and all liability, damage, loss, costs or expenses (including reasonable attorney’s fees and costs of settlement) incurred by the Author arising out of, or relating to any misrepresentation in, or breach or alleged breach of the Publisher’s representations or warranties in this Agreement. If the Publisher fails to promptly or diligently pursue any defense of the Author, the Author may assume such defense at the Publisher’s expense. The obligations of this indemnification will survive any termination or expiration of this Agreement. e. EXCEPT AS OTHERWISE SET FORTH IN THIS AGREEMENT, NEITHER PARTY MAKES ANY OTHER, AND HEREBY DISCLAIMS ALL OTHER, REPRESENTATIONS AND WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT, OR THE ABSENCE OF LATENT OR OTHER DEFECTS, ACCURACY, OR THE PRESENCE OR ABSENCE OF ERRORS, WHETHER OR NOT DISCOVERABLE. f. EXCEPT TO THE EXTENT REQUIRED BY APPLICABLE LAW, IN NO EVENT WILL EITHER PARTY BE LIABLE TO THE OTHER PARTY BASED UPON ANY LEGAL THEORY FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES ARISING OUT OF THIS LICENSE OR THE USE OF THE WORK, EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Warranties, Indemnification, and Limitation of Liability. a. The Author represents and warrants that: (i) : it has the right and power to enter into this Agreement, to grant the rights and licenses granted pursuant to this Agreement, and to perform all of its other obligations contained in this Agreement; (ii) ; it has not previously assigned, transferred or otherwise encumbered the rights or licenses granted pursuant to this Agreement; and that the person executing this Agreement on the Author’s behalf is authorized to do so; (iii) ; the Work and the licenses granted herein do not and will not infringe upon, violate or misappropriate any intellectual property rights or any other proprietary right, contract or other right or interest of any third party; (iv) ; if the Work is a multi-authored Work, the Author has obtained written permission from each author of the Work to enter into this Agreement on behalf such author, and each such author has read, understands and has agreed to the terms of this Agreement; and (v) and the Author has obtained any necessary releases and permissions to quote from other sources in the Work and to include any works and materials in the Work and all such releases and permissions are in full force and effect. b. The Author hereby indemnifies the Publisher and its directors, officers, employees, agents, and representatives and agrees to defend and hold them harmless from and against any and all liability, damage, loss, costs or expenses (including reasonable attorney’s fees and costs of settlement) incurred by any such party arising out of, or relating to any misrepresentation in, or breach or alleged breach of the Author’s representations or warranties in this Agreement. If the Author fails to promptly or diligently pursue any defense of any indemnified party, the indemnified parties, or any of them, may assume such defense at the Author’s expense. The obligations of this indemnification will survive any termination or expiration of this Agreement. c. The Publisher represents and warrants that it has the right and power to enter into this Agreement and to perform its obligations contained in this Agreement, and that the person executing this Agreement on the Publisher’s behalf is authorized to do so. d. The Publisher hereby indemnifies the Author and agrees to defend and hold the Author harmless from and against any and all liability, damage, loss, costs or expenses (including reasonable attorney’s fees and costs of settlement) incurred by the Author arising out of, or relating to any misrepresentation in, or breach or alleged breach of the Publisher’s representations or warranties in this Agreement. If the Publisher fails to promptly or diligently pursue any defense of the Author, the Author may assume such defense at the Publisher’s expense. The obligations of this indemnification will survive any termination or expiration of this Agreement. e. EXCEPT AS OTHERWISE SET FORTH IN THIS AGREEMENT, NEITHER PARTY MAKES ANY OTHER, AND HEREBY DISCLAIMS ALL OTHER, REPRESENTATIONS AND WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT, OR THE ABSENCE OF LATENT OR OTHER DEFECTS, ACCURACY, OR THE PRESENCE OR ABSENCE OF ERRORS, WHETHER OR NOT DISCOVERABLE. f. EXCEPT TO THE EXTENT REQUIRED BY APPLICABLE LAW, IN NO EVENT WILL EITHER PARTY BE LIABLE TO THE OTHER PARTY BASED UPON ANY LEGAL THEORY FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES ARISING OUT OF THIS LICENSE OR THE USE OF THE WORK, EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Warranties, Indemnification, and Limitation of Liability. a. The Author WHO represents and warrants that: (i) it has the right and power to enter into this Agreement, to grant the rights and licenses granted pursuant to this Agreement, and to perform all of its other obligations contained in this Agreement; (ii) it has not previously assigned, transferred or otherwise encumbered the rights or licenses granted pursuant to this Agreement; and that the person executing this Agreement on the AuthorWHO’s behalf is authorized to do so; (iii) to the best of its knowledge, the Work and the licenses granted herein do not and will not infringe upon, violate or misappropriate any intellectual property rights or any other proprietary right, contract or other right or interest of any third party; (iv) if the Work is a multi-authored Work, the Author WHO has obtained written permission from each author of the Work to enter into this Agreement on behalf such author, and each such author has read, understands and has agreed to the terms of this Agreement; and (v) the Author WHO has obtained any necessary releases and permissions to quote from other sources in the Work and to include any works and materials in the Work and all such releases and permissions are in full force and effect. b. The Author hereby indemnifies WHO shall indemnify the Publisher for legal liability incurred by it on the grounds that the work is a violation of the above warranty. However, as soon as the Publisher becomes aware of circumstances which are likely to give rise to an obligation on the part of WHO to indemnify it as provided above, it shall notify WHO and its directors, officers, employees, agentstake steps to minimize liability, and representatives and agrees to defend and hold them harmless from and shall follow any instructions given by WHO regarding the defense against any and all liability, damage, loss, costs or expenses (including reasonable attorney’s fees and costs of settlement) incurred by any such party arising out of, or relating to any misrepresentation in, or breach or alleged breach of the Author’s representations or warranties in this Agreement. If the Author fails to promptly or diligently pursue any defense of any indemnified party, the indemnified parties, or any of them, may assume such defense at the Author’s expense. The obligations of this indemnification will survive any termination or expiration of this Agreementclaim concerned. c. The Publisher represents and warrants that it has the right and power to enter into this Agreement and to perform its obligations contained in this Agreement, and that the person executing this Agreement on the Publisher’s behalf is authorized to do so. d. The Publisher hereby indemnifies the Author WHO and agrees to defend and hold the Author WHO harmless from and against any and all liability, damage, loss, costs or expenses (including reasonable attorney’s fees and costs of settlement) incurred by the Author WHO arising out of, or relating to any misrepresentation in, or breach or alleged breach of the Publisher’s representations or warranties in this Agreement. If the Publisher fails to promptly or diligently pursue any defense of the Author, the Author may assume such defense at the Publisher’s expense. The obligations of this indemnification will survive any termination or expiration of this Agreement. e. EXCEPT AS OTHERWISE SET FORTH IN THIS AGREEMENT, NEITHER PARTY MAKES ANY OTHER, AND HEREBY DISCLAIMS ALL OTHER, REPRESENTATIONS AND WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT, OR THE ABSENCE OF LATENT OR OTHER DEFECTS, ACCURACY, OR THE PRESENCE OR ABSENCE OF ERRORS, WHETHER OR NOT DISCOVERABLE. f. EXCEPT TO THE EXTENT REQUIRED BY APPLICABLE LAW, IN NO EVENT WILL EITHER PARTY BE LIABLE TO THE OTHER PARTY BASED UPON ANY LEGAL THEORY FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES ARISING OUT OF THIS LICENSE OR THE USE OF THE WORK, EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Warranties, Indemnification, and Limitation of Liability. a. The Author 6.1 Customer represents and warrants that: : (i) it the execution, delivery, and performance of the Agreement has been duly authorized by all requisite action on the right part of Customer, and Customer has full power to enter into this Agreement, and authority to grant the rights and licenses granted pursuant by the Agreement to Xcel Energy, including but not limited to the rights and licenses set forth in this Agreement; (ii) this Agreement constitutes the legal, valid, and binding obligation of Customer; (iii) Customer is and will remain duly licensed, authorized or qualified to do business, and in good standing; and (iv) Customer is and will remain in compliance with all Applicable Laws applicable to Customer in connection with performance under this Agreement. 6.2 Xcel Energy, itself or through its contractor(s), shall perform the installation of the EV Supply Infrastructure in a safe and professional manner in accordance with all of its other obligations Applicable Laws. 6.3 IN NO EVENT, WHETHER BASED ON CONTRACT, INDEMNITY, WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, SHALL XCEL ENERGY BE LIABLE TO CUSTOMER AND ITS AGENTS, EV DRIVERS, CONTRACTORS AND EMPLOYEES, FOR SPECIAL, INDIRECT, EXEMPLARY, PUNITIVE, INCIDENTAL, OR CONSEQUENTIAL DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS OR REVENUE. 6.4 Subject to the limitations contained in this Agreement; (ii) , each Party agrees that it has not previously assigned, transferred or otherwise encumbered the rights or licenses granted pursuant to this Agreement; and that the person executing this Agreement on the Author’s behalf is authorized to do so; (iii) the Work will be responsible for its own acts and the licenses granted herein do results thereof to the extent authorized by Applicable Laws and shall not and will not infringe upon, violate or misappropriate any intellectual property rights or any other proprietary right, contract or other right or interest of any third party; (iv) if be responsible for the Work is a multi-authored Work, the Author has obtained written permission from each author acts of the Work other Party and the results thereof. Notwithstanding the foregoing, to enter into this Agreement on behalf such authorthe fullest extent allowed by Applicable Laws, Customer shall, at its own expense, defend, indemnify, and each such author has read, understands and has agreed to the terms of this Agreement; and (v) the Author has obtained any necessary releases and permissions to quote from other sources in the Work and to include any works and materials in the Work and all such releases and permissions are in full force and effect. b. The Author hereby indemnifies the Publisher and its directors, officers, employees, agents, and representatives and agrees to defend and hold them Xcel Energy harmless from and against any and all claims, lawsuits, liability, damagelosses, lossdamages, costs or expenses (including reasonable attorney’s fees and costs of settlementfees) incurred by any such party arising out of, or relating to any misrepresentation inresulting from, or breach or alleged in any way connected with the: (i) the Charging Equipment; (ii) breach of any warranty set forth in Section 6.1; (iii) Customer’s, or its employees’, agents’, contractors’, or EV Driver’s negligent acts or omissions or willful misconduct; or (iv) the Author’s representations breach of Section 3.6. 6.5 In no event will Xcel Energy be liable to Customer for any claims, expenses, losses, damages, or warranties in this Agreement. If the Author fails to promptly or diligently pursue any defense lawsuits arising out of any indemnified party, the indemnified parties, interruptions or disturbances in electric service. 6.6 Notwithstanding any of them, may assume such defense at the Author’s expense. The obligations of this indemnification will survive any termination other term or expiration condition of this Agreement. c. The Publisher represents and warrants that it has the right and power , in relation to enter into this Agreement and to perform its obligations contained in this Agreement, the Customer is relying upon and that has not waived the person executing this Agreement on the Publisher’s behalf is authorized to do so. d. The Publisher hereby indemnifies the Author and agrees to defend and hold the Author harmless from and against any monetary limitations and all liabilityother rights, damage, loss, costs or expenses (including reasonable attorney’s fees immunities and costs of settlement) incurred protection provided by the Author arising out ofColorado Governmental Immunity Act, or relating to any misrepresentation inC.R.S. § 00-00-000, or breach or alleged breach of the Publisher’s representations or warranties in this Agreement. If the Publisher fails to promptly or diligently pursue any defense of the Author, the Author may assume such defense at the Publisher’s expense. The obligations of this indemnification will survive any termination or expiration of this Agreementet seq. e. EXCEPT AS OTHERWISE SET FORTH IN THIS AGREEMENT, NEITHER PARTY MAKES ANY OTHER, AND HEREBY DISCLAIMS ALL OTHER, REPRESENTATIONS AND WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT, OR THE ABSENCE OF LATENT OR OTHER DEFECTS, ACCURACY, OR THE PRESENCE OR ABSENCE OF ERRORS, WHETHER OR NOT DISCOVERABLE. f. EXCEPT TO THE EXTENT REQUIRED BY APPLICABLE LAW, IN NO EVENT WILL EITHER PARTY BE LIABLE TO THE OTHER PARTY BASED UPON ANY LEGAL THEORY FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES ARISING OUT OF THIS LICENSE OR THE USE OF THE WORK, EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Warranties, Indemnification, and Limitation of Liability. a. The Author 6.1 Customer represents and warrants that: : (i) it the execution, delivery, and performance of the Agreement has been duly authorized by all requisite action on the right part of Customer, and Customer has full power to enter into this Agreement, and authority to grant the rights and licenses granted pursuant by the Agreement to Xcel Energy, including but not limited to the rights and licenses set forth in this Agreement; (ii) this Agreement constitutes the legal, valid, and binding obligation of Customer; (iii) Customer is and will remain duly licensed, authorized or qualified to do business, and in good standing; and (iv) Customer is and will remain in compliance with all Applicable Laws applicable to Customer in connection with performance under this Agreement. 6.2 Xcel Energy, itself or through its contractor(s), shall perform the installation of the EV Supply Infrastructure in a safe and professional manner in accordance with all of its other obligations Applicable Laws. 6.3 IN NO EVENT, WHETHER BASED ON CONTRACT, INDEMNITY, WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, SHALL XCEL ENERGY BE LIABLE TO CUSTOMER AND ITS AGENTS, EV DRIVERS, CONTRACTORS AND EMPLOYEES, FOR SPECIAL, INDIRECT, EXEMPLARY, PUNITIVE, INCIDENTAL, OR CONSEQUENTIAL DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS OR REVENUE. 6.4 Subject to the limitations contained in this Agreement; (ii) , each Party agrees that it has not previously assigned, transferred or otherwise encumbered the rights or licenses granted pursuant to this Agreement; and that the person executing this Agreement on the Author’s behalf is authorized to do so; (iii) the Work will be responsible for its own acts and the licenses granted herein do results thereof to the extent authorized by Applicable Laws and shall not and will not infringe upon, violate or misappropriate any intellectual property rights or any other proprietary right, contract or other right or interest of any third party; (iv) if be responsible for the Work is a multi-authored Work, the Author has obtained written permission from each author acts of the Work other Party and the results thereof. Notwithstanding the foregoing, to enter into this Agreement on behalf such authorthe fullest extent allowed by Applicable Laws, Customer shall, at its own expense, defend, indemnify, and each such author has read, understands and has agreed to the terms of this Agreement; and (v) the Author has obtained any necessary releases and permissions to quote from other sources in the Work and to include any works and materials in the Work and all such releases and permissions are in full force and effect. b. The Author hereby indemnifies the Publisher and its directors, officers, employees, agents, and representatives and agrees to defend and hold them Xcel Energy harmless from and against any and all claims, lawsuits, liability, damagelosses, lossdamages, costs or expenses (including reasonable attorney’s fees and costs of settlementfees) incurred by any such party arising out of, or relating to any misrepresentation inresulting from, or breach or alleged in any way connected with the: (i) the Charging Equipment; (ii) breach of any warranty set forth in Section 6.1; (iii) Customer’s, or its employees’, agents’, or contractors’ negligent acts or omissions or willful misconduct; or (iv) the Author’s representations breach of Section 3.4. 6.5 In no event will Xcel Energy be liable to Customer for any claims, expenses, losses, damages, or warranties lawsuits arising out of any interruptions or disturbances in electric service. Except as described in this Agreement. If the Author fails to promptly or diligently pursue section, Xcel Energy’s liability on any defense claim of any indemnified party, the indemnified parties, kind for any loss or any damage arising out of them, may assume such defense at the Author’s expense. The obligations of this indemnification will survive any termination or expiration of this Agreement. c. The Publisher represents and warrants that it has the right and power to enter into this Agreement and to perform its obligations contained in connection with or resulting from this Agreement, and that the person executing this Agreement on the Publisher’s behalf is authorized to do so. d. The Publisher hereby indemnifies the Author and agrees to defend and hold the Author harmless or from and against any and all liability, damage, loss, costs or expenses (including reasonable attorney’s fees and costs of settlement) incurred by the Author arising out of, or relating to any misrepresentation in, performance or breach or alleged breach of thereof, shall in no case exceed the Publisher’s representations or warranties in this Agreement. If total dollar amount for the Publisher fails specific work giving rise to promptly or diligently pursue any defense of the Author, the Author may assume such defense at the Publisher’s expense. The obligations of this indemnification will survive any termination or expiration of this Agreementclaim. e. EXCEPT AS OTHERWISE SET FORTH IN THIS AGREEMENT, NEITHER PARTY MAKES ANY OTHER, AND HEREBY DISCLAIMS ALL OTHER, REPRESENTATIONS AND WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT, OR THE ABSENCE OF LATENT OR OTHER DEFECTS, ACCURACY, OR THE PRESENCE OR ABSENCE OF ERRORS, WHETHER OR NOT DISCOVERABLE. f. EXCEPT TO THE EXTENT REQUIRED BY APPLICABLE LAW, IN NO EVENT WILL EITHER PARTY BE LIABLE TO THE OTHER PARTY BASED UPON ANY LEGAL THEORY FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES ARISING OUT OF THIS LICENSE OR THE USE OF THE WORK, EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Warranties, Indemnification, and Limitation of Liability. a. The Author represents and warrants that: (i) it has the right and power to enter into this Agreement, to grant the rights and licenses granted pursuant to this Agreement, and to perform all of its other obligations contained in this Agreement; (ii) it has not previously assigned, transferred or otherwise encumbered the rights or licenses granted pursuant to this Agreement; and that the person executing this Agreement on the Author’s behalf is authorized to do so; (iii) the Work and the licenses granted herein do not and will not infringe upon, violate or misappropriate any intellectual property rights or any other proprietary right, contract or other right or interest of any third party; (iv) if the Work is a multi-authored Work, the Author has obtained written permission from each author of the Work to enter into this Agreement on behalf such author, and each such author has read, understands and has agreed to the terms of this Agreement; and (v) the Author has obtained any necessary releases and permissions to quote from other sources in the Work and to include any works and materials in the Work and all such releases and permissions are in full force and effect. b. The Author hereby indemnifies the Publisher and its directors, officers, employees, agents, and representatives and agrees to defend and hold them harmless from and against any and all liability, damage, loss, costs or expenses (including reasonable attorney’s fees and costs of settlement) incurred by any such party arising out of, or relating to any misrepresentation in, or breach or alleged breach of the Author’s representations or warranties in this Agreement. If the Author fails to promptly or diligently pursue any defense of any indemnified party, the indemnified parties, or any of them, may assume such defense at the Author’s expense. The obligations of this indemnification will survive any termination or expiration of this Agreement. c. The Publisher represents and warrants that it has the right and power to enter into this Agreement and to perform its obligations contained in this Agreement, and that the person executing this Agreement on the Publisher’s behalf is authorized to do so. d. The Publisher hereby indemnifies the Author and agrees to defend and hold the Author harmless from and against any and all liability, damage, loss, costs or expenses (including reasonable attorney’s fees and costs of settlement) incurred by the Author arising out of, or relating to any misrepresentation in, or breach or alleged breach of the Publisher’s representations or warranties in this Agreement. If the Publisher fails to promptly or diligently pursue any defense of the Author, the Author may assume such defense at the Publisher’s expense. The obligations of this indemnification will survive any termination or expiration of this Agreement.. SAMPLE e. EXCEPT AS OTHERWISE SET FORTH IN THIS AGREEMENT, NEITHER PARTY MAKES ANY OTHER, AND HEREBY DISCLAIMS ALL OTHER, REPRESENTATIONS AND WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT, OR THE ABSENCE OF LATENT OR OTHER DEFECTS, ACCURACY, OR THE PRESENCE OR ABSENCE OF ERRORS, WHETHER OR NOT DISCOVERABLE. f. EXCEPT TO THE EXTENT REQUIRED BY APPLICABLE LAW, IN NO EVENT WILL EITHER PARTY BE LIABLE TO THE OTHER PARTY BASED UPON ANY LEGAL THEORY FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES ARISING OUT OF THIS LICENSE OR THE USE OF THE WORK, EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.