Common use of Warranties Limitation of Liability Clause in Contracts

Warranties Limitation of Liability. THE COMPANY WARRANTS THAT AT THE TIME OF DELIVERY (I) PRODUCT IS FREE AND CLEAR OF ALL LIENS, ENCUMBERANCES AND SECURITY INTERESTS; AND (II) PRODUCT COMPLIES WITH THE COMPANY’S PUBLISHED SPECIFICATIONS (OR AS OTHERWISE REFERENCED IN THE CONTRACT). THE COMPANY MAKES NO OTHER WARRANTY OR GUARANTEE OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE OR MERCHANTABILITY. THE COMPANY’S TOTAL LIABILITY AND BUYER’S EXCLUSIVE REMEDY FOR ANY CLAIM OR LIABILITY ASSOCIATED WITH THE CONTRACT OR ANY PRODUCT, WHETHER BASED IN TORT, CONTRACT, STRICT LIABILITY OR ANY OTHER LEGAL THEORY IS EXPRESSLY LIMITED TO, AT THE COMPANY’S OPTION, REPLACEMENT, REPAIR OR REWORK, AS APPLICABLE, OF NONCONFORMING PRODUCT OR PAYMENT IN AN AMOUNT NOT TO EXCEED, IN THE AGGREGATE, THE PURCHASE PRICE OF THE SPECIFIC PRODUCT FOR WHICH DAMAGES ARE CLAIMED. IN NO EVENT SHALL THE COMPANY BE LIABLE FOR ANY OTHER DAMAGES, LOSSES OR EXPENSES, INCLUDING, WITHOUT LIMITATION, INDIRECT, INCIDENTAL, PUNITIVE, CONSEQUENTIAL, AGGRAVATED, EXEMPLARY OR SPECIAL DAMAGES OR DAMAGES, LOSSES OR EXPENSES ASSOCIATED WITH LOSS OF PROFITS, BUSINESS, CONTRACTS OR SAVINGS, LOSS OF GOODWILL, LOSS OF PRODUCTION, LOSS OF USE, BUSINESS INTERRUPTION AND ANY OTHER DAMAGES, LOSSES OR EXPENSES OF ANY KIND OR CHARACTER TO BUYER, ITS CUSTOMERS, OR OTHER PERSONS OR ENTITIES.

Warranties Limitation of Liability. THE COMPANY WARRANTS THAT AT THE TIME OF DELIVERY (I) PRODUCT IS FREE AND CLEAR OF ALL LIENS, ENCUMBERANCES AND SECURITY INTERESTS; AND (II) PRODUCT COMPLIES WITH THE COMPANY’S PUBLISHED SPECIFICATIONS (OR AS OTHERWISE REFERENCED IN THE CONTRACT). THE COMPANY 9.1 PACKETFABRIC MAKES NO OTHER WARRANTY OR GUARANTEE OF ANY KIND, EXPRESS OR IMPLIEDIMPLIED WARRANTIES AS TO ANY SERVICE PROVISIONED OR PRODUCT DELIVERED HEREUNDER. PACKETFABRIC SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE PURPOSE, TITLE, NON-INFRINGEMENT OF THIRD-PARTY RIGHTS, PERFORMANCE, OR MERCHANTABILITY. INTEROPERABILITY OF THE COMPANY’S TOTAL LIABILITY SERVICE WITH ANY CUSTOMER-PROVIDED EQUIPMENT, AND BUYER’S EXCLUSIVE REMEDY ANY WARRANTIES ARISING OUT OF ANY COURSE OF DEALING OR USAGE OF TRADE. 9.2 IN NO EVENT WILL EITHER PARTY OR ITS AFFILIATES BE LIABLE FOR ANY CLAIM INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, PUNITIVE, OR LIABILITY ASSOCIATED WITH THE CONTRACT EXEMPLARY DAMAGES, ANY LOSS OF REVENUE, PROFITS (EXCLUDING FEES UNDER THIS AGREEMENT), SALES, DATA, DATA USE, GOODWILL, OR ANY PRODUCTREPUTATION, WHETHER BASED IN TORT, CONTRACT, STRICT LIABILITY OR ANY OTHER LEGAL THEORY IS EXPRESSLY LIMITED TO, AT THE COMPANY’S OPTION, REPLACEMENT, REPAIR COST OF PROCUREMENT OF SUBSTITUTE GOODS OR REWORK, AS APPLICABLE, OF NONCONFORMING PRODUCT OR PAYMENT IN AN AMOUNT NOT TO EXCEED, IN THE AGGREGATE, THE PURCHASE PRICE OF THE SPECIFIC PRODUCT FOR WHICH DAMAGES ARE CLAIMED. SERVICES. 9.3 IN NO EVENT SHALL THE COMPANY AGGREGATE LIABILITY OF EITHER PARTY, NOR ITS AFFILIATES, ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER IN CONTRACT, TORT, OR OTHERWISE, EXCEED THE TOTAL AMOUNTS ACTUALLY PAID BY CUSTOMER FOR THE SERVICES GIVING RISE TO THE LIABILITY DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH LIABILITY. THIS LIMITATION PROVIDED IN THIS SECTION DOES NOT APPLY TO EITHER PARTY’S INDEMNITY OBLIGATIONS, BREACH OF CONFIDENTIALITY, NOR BE LIABLE FOR ANY OTHER DAMAGES, LOSSES OR EXPENSES, INCLUDING, WITHOUT LIMITATION, INDIRECT, INCIDENTAL, PUNITIVE, CONSEQUENTIAL, AGGRAVATED, EXEMPLARY OR SPECIAL DAMAGES OR DAMAGES, LOSSES OR EXPENSES ASSOCIATED WITH LOSS INTERPRETED TO REDUCE CUSTOMER’S OBLIGATION TO PAY THE FEES UNDER AN ORDER. 9.4 THE LIMITATIONS IN THIS SECTION APPLY ONLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW AND SHALL SURVIVE FAILURE OF PROFITS, BUSINESS, CONTRACTS OR SAVINGS, LOSS OF GOODWILL, LOSS OF PRODUCTION, LOSS OF USE, BUSINESS INTERRUPTION AND ANY OTHER DAMAGES, LOSSES OR EXPENSES THE ESSENTIAL PURPOSE OF ANY KIND OR CHARACTER TO BUYER, ITS CUSTOMERS, OR OTHER PERSONS OR ENTITIESREMEDIES PROVIDED IN THE AGREEMENT. Each Party shall use commercially reasonable efforts to mitigate any damages for which the other Party may be liable under the Agreement.

Warranties Limitation of Liability. THE COMPANY WARRANTS THAT AT THE TIME OF DELIVERY (I) PRODUCT IS FREE AND CLEAR OF ALL LIENS, ENCUMBERANCES AND SECURITY INTERESTS; AND (II) PRODUCT COMPLIES WITH THE COMPANY’S PUBLISHED SPECIFICATIONS (OR EXCEPT AS OTHERWISE REFERENCED EXPRESSLY SET FORTH IN THIS AGREEMENT, THE CONTRACT). THE COMPANY MAKES PARTIES, THEIR TRUSTEES, DIRECTORS, OFFICERS, EMPLOYEES, AND AFFILIATES MAKE NO OTHER WARRANTY OR GUARANTEE REPRESENTATIONS AND EXTEND NO WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE PURPOSE, VALIDITY OF PATENT RIGHTS CLAIMS, ISSUED OR MERCHANTABILITY. PENDING, AND THE COMPANY’S TOTAL LIABILITY AND BUYER’S EXCLUSIVE REMEDY FOR ANY CLAIM ABSENCE OF LATENT OR LIABILITY ASSOCIATED WITH THE CONTRACT OR ANY PRODUCTOTHER DEFECTS, WHETHER BASED OR NOT DISCOVERABLE. NOTHING IN TORTTHIS AGREEMENT SHALL BE CONSTRUED AS A REPRESENTATION MADE OR WARRANTY GIVEN BY EITHER PARTY TO THE OTHER THAT THE PRACTICE BY EITHER OF ANY RIGHTS GRANTED HEREUNDER OR RESEARCH RESULTS SHALL NOT INFRINGE THE PATENT RIGHTS OF ANY THIRD PARTY. EXCEPT WITH REGARD TO CLAIMS ARISING FROM A BREACH OF SECTION 3 OF THIS AGREEMENT, CONTRACTNEITHER PARTY, STRICT LIABILITY OR ANY OTHER LEGAL THEORY IS EXPRESSLY LIMITED TOTHEIR TRUSTEES, AT THE COMPANY’S OPTIONDIRECTORS, REPLACEMENTOFFICERS, REPAIR OR REWORK, AS APPLICABLE, OF NONCONFORMING PRODUCT OR PAYMENT IN AN AMOUNT NOT TO EXCEED, IN THE AGGREGATE, THE PURCHASE PRICE OF THE SPECIFIC PRODUCT FOR WHICH DAMAGES ARE CLAIMED. IN NO EVENT SHALL THE COMPANY EMPLOYEES AND AFFILIATES BE LIABLE FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY OTHER DAMAGESKIND, LOSSES INCLUDING ECONOMIC DAMAGE OR EXPENSES, INCLUDING, WITHOUT LIMITATION, INDIRECT, INCIDENTAL, PUNITIVE, CONSEQUENTIAL, AGGRAVATED, EXEMPLARY OR SPECIAL DAMAGES OR DAMAGES, LOSSES OR EXPENSES ASSOCIATED WITH LOSS OF INJURY TO PROPERTY AND LOST PROFITS, BUSINESSREGARDLESS OF WHETHER EITHER PARTY SHALL BE ADVISED, CONTRACTS OR SAVINGS, LOSS OF GOODWILL, LOSS OF PRODUCTION, LOSS OF USE, BUSINESS INTERRUPTION AND ANY SHALL HAVE OTHER DAMAGES, LOSSES OR EXPENSES OF ANY KIND OR CHARACTER REASON TO BUYER, ITS CUSTOMERSKNOW, OR OTHER PERSONS OR ENTITIESIN FACT SHALL KNOW OF THE POSSIBILITY.

Warranties Limitation of Liability. THE COMPANY WARRANTS THAT AT THE TIME OF DELIVERY (Ia) PRODUCT IS FREE AND CLEAR OF ALL LIENS, ENCUMBERANCES AND SECURITY INTERESTS; AND (II) PRODUCT COMPLIES WITH THE COMPANY’S PUBLISHED SPECIFICATIONS (OR AS OTHERWISE REFERENCED IN THE CONTRACT). THE COMPANY INFOTONICS MAKES NO OTHER WARRANTY OR GUARANTEE OF ANY KINDWARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE OR MERCHANTABILITY. THE COMPANY’S TOTAL LIABILITY AND BUYER’S EXCLUSIVE REMEDY FOR AS TO ANY CLAIM OR LIABILITY ASSOCIATED WITH THE CONTRACT OR ANY PRODUCT, WHETHER BASED IN TORT, CONTRACT, STRICT LIABILITY OR ANY OTHER LEGAL THEORY IS EXPRESSLY LIMITED TO, AT THE COMPANY’S OPTION, REPLACEMENT, REPAIR OR REWORK, AS APPLICABLE, OF NONCONFORMING PRODUCT OR PAYMENT IN AN AMOUNT NOT TO EXCEED, IN THE AGGREGATE, THE PURCHASE PRICE OF THE SPECIFIC PRODUCT FOR WHICH DAMAGES ARE CLAIMED. IN NO EVENT SHALL THE COMPANY BE LIABLE FOR ANY OTHER DAMAGES, LOSSES OR EXPENSESMATTER WHATSOEVER, INCLUDING, WITHOUT LIMITATION, INDIRECTTHE CONDITION, INCIDENTALORIGINALITY, PUNITIVEOR ACCURACY OF THE RESEARCH OR ANY INVENTION(S) OR PRODUCT(S), WHETHER TANGIBLE OR INTANGIBLE, CONCEIVED, DISCOVERED, OR DEVELOPED UNDER THIS AGREEMENT; OR THE OWNERSHIP, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE OF THE RESEARCH OR ANY SUCH INVENTION OR PRODUCT. INFOTONICS SHALL NOT BE LIABLE FOR ANY DIRECT, CONSEQUENTIAL, AGGRAVATEDOR OTHER DAMAGES SUFFERED BY MDSC, EXEMPLARY ANY LICENSEE, OR SPECIAL DAMAGES ANY OTHERS RESULTING FROM THE USE OF THE RESEARCH OR DAMAGES, LOSSES ANY SUCH INVENTION OR EXPENSES ASSOCIATED WITH LOSS PRODUCT. INFOTONICS' MAXIMUM LIABILITY TO MDSC FOR ANY CAUSE OF PROFITS, BUSINESS, CONTRACTS ACTION OR SAVINGS, LOSS OTHER CLAIM DIRECTLY OR INDIRECTLY ARISING OUT OF GOODWILL, LOSS THIS AGREEMENT OR THE RESEARCH IS LIMITED TO ONE-HALF OF PRODUCTION, LOSS INFOTONICS' REALIZED MARKET VALUE OF USE, BUSINESS INTERRUPTION AND ANY OTHER DAMAGES, LOSSES OR EXPENSES THE STOCK DURING THE 12 MONTHS IMMEDIATELY PRECEDING NOTICE OF ANY KIND SUCH CAUSE OR CHARACTER CLAIM. b) MDSC MAKES NO WARRANTIES, EXPRESS OR IMPLIED, AS TO BUYERANY MATTER WHATSOEVER, ITS CUSTOMERSINCLUDING, WITHOUT LIMITATION, THE CONDITION, ORIGINALITY, OR ACCURACY OF THE RESEARCH OR ANY INVENTION(S) OR PRODUCT(S), WHETHER TANGIBLE OR INTANGIBLE, CONCEIVED, DISCOVERED, OR DEVELOPED UNDER THIS AGREEMENT; OR THE OWNERSHIP, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE OF THE RESEARCH OR ANY SUCH INVENTION OR PRODUCT. EXCEPT FOR MDSC'S INDEMNIFICATION OBLIGATIONS UNDER SECTION 12, MDSC SHALL NOT BE LIABLE FOR ANY DIRECT, CONSEQUENTIAL, OR OTHER PERSONS DAMAGES SUFFERED BY INFOTONICS, ANY LICENSEE, OR ENTITIESANY OTHERS RESULTING FROM THE USE OF THE RESEARCH OR ANY SUCH INVENTION OR PRODUCT.

Warranties Limitation of Liability. THE COMPANY WARRANTS THAT AT THE TIME OF DELIVERY (I) PRODUCT IS FREE AND CLEAR OF ALL LIENS, ENCUMBERANCES AND SECURITY INTERESTS; AND (II) PRODUCT COMPLIES WITH THE COMPANY’S PUBLISHED SPECIFICATIONS (OR AS OTHERWISE REFERENCED IN THE CONTRACT). THE COMPANY EMAZZANTI MAKES NO OTHER WARRANTY OR GUARANTEE WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO ANY CLIENT SERVICES PURSUANT HERETO, COMPUTER HARDWARE OR SOFTWARE OF ANY KIND, EMAZZANTI PROMOTIONAL MATERIALS, OR ITS WEBSITE, INCLUDING WITHOUT LIMITATION IMPLIED BUT NOT LIMITED TO WARRANTIES OF QUALITY, PERFORMANCE, MERCHANTABILITY, FITNESS FOR A ANY PARTICULAR PURPOSE PURPOSE, CONFORMITY TO ANY REPRESENTATION OR MERCHANTABILITYDESCRIPTION, OR NON- INFRINGEMENT. THE COMPANY’S TOTAL LIABILITY AND BUYER’S EXCLUSIVE REMEDY EMAZZANTI SHALL NOT BE RESPONSIBLE FOR ANY CLAIM OR LIABILITY ASSOCIATED WITH THE CONTRACT OR ANY PRODUCT, WHETHER BASED IN TORT, CONTRACT, STRICT LIABILITY OR ANY OTHER LEGAL THEORY IS EXPRESSLY LIMITED TO, AT THE COMPANY’S OPTION, REPLACEMENT, REPAIR OR REWORK, AS APPLICABLE, OF NONCONFORMING PRODUCT OR PAYMENT IN AN AMOUNT NOT TO EXCEED, IN THE AGGREGATE, THE PURCHASE PRICE OF THE SPECIFIC PRODUCT FOR WHICH DAMAGES ARE CLAIMED. IN NO EVENT SHALL THE COMPANY BE LIABLE FOR ANY OTHER DAMAGES, LOSSES OR EXPENSES, INCLUDING, WITHOUT LIMITATION(A) SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, CONSEQUENTIAL, AGGRAVATED, EXEMPLARY PUNITIVE OR SPECIAL DAMAGES OR CONSEQUENTIAL DAMAGES, LOSSES OR EXPENSES ASSOCIATED WITH INCLUDING LOSS OF PROFITS, BUSINESSARISING FROM OR RELATED TO A BREACH OF THIS MSA AND OTHER, CONTRACTS ASSOCIATED AGREEMENTS INCLUDING SUCH DAMAGES, WITHOUT LIMITATION, AS ARISING FROM A LOSS OF DATA OR SAVINGSPROGRAMMING, LOSS OF GOODWILLREVENUE OR PROFITS, LOSS DAMAGE TO EQUIPMENT, AND CLAIMS AGAINST CLIENT BY ANY THIRD PARTY EVEN IF EMAZZANTI HAS BEEN ADVISED OF PRODUCTION, LOSS THE POSSIBILITY OF USE, BUSINESS INTERRUPTION AND SUCH DAMAGES; (B) DAMAGES (REGARDLESS OF THEIR NATURE) FOR ANY DELAY OR FAILURE TO PERFORM ITS OBLIGATIONS UNDER THIS MSA DUE TO ANY CAUSE BEYOND EMAZZANTI'S REASONABLE CONTROL; OR (C) CLAIMS MADE A SUBJECT OF A LEGAL PROCEEDING AGAINST EMAZZANTI MORE THAN ONE YEAR AFTER ANY SUCH CAUSE OF ACTION FIRST AROSE. NOTWITHSTANDING ANY OTHER DAMAGESPROVISION OF THIS MSA, LOSSES EMAZZANTI'S LIABILITIES UNDER THIS MSA, WHETHER UNDER CONTRACT LAW, TORT LAW, WARRANTY OR EXPENSES OTHERWISE SHALL BE LIMITED TO DIRECT DAMAGES NOT TO EXCEED THE FEES ACTUALLY RECEIVED BY EMAZZANTI PURSUANT TO THIS MSA FOR THE THREE MONTH PERIOD PRIOR TO THE FILING OF ANY KIND CLAIM. EMAZZANTI PROVIDES NO FURTHER OR CHARACTER ADDITIONAL WARRANTY TO BUYERANY THIRD-PARTY LICENSED SOFTWARE OR EQUIPMENT SUPPLIED TO CLIENT AS PART OF CLIENT SERVICES. EMAZZANTI WILL NOT BE LIABLE FOR ANY ERRORS OR DEFECTS IN ANY THIRD PARTY SOFTWARE OR HARDWARE OR THIRD PARTY PRODUCT OR FOR ANY NON-PERFORMANCE THEREOF. ANY CLAIM BASED ON, ITS CUSTOMERSRELATED TO. OR ARISING OUT OF THE USE OF ANY THIRD PARTY SOFTWARE OR THIRD PARTY EQIPMENT OR PRODUCT WILL BE GOVERNED EXCLUSIVELY BY THE TERMS OF CLIENT’S AGREEMENT WITH THAT THIRD PARTY. EMAZZANTI’S WARRANTIES WILL BE VOID IF CLIENT OR ANY THIRD PARTY AUTHORIZED BY CLIENT USES AND/OR MODIFIES THE CLIENT SERVICES, INCLUDING SOFTWARE, HARDWARE, MODIFICATIONS OR DELIVERABLES, IN ANY MANNER OTHER PERSONS OR ENTITIESTHAN AS AUTHORIZED BY EMAZZANTI.

Warranties Limitation of Liability. Indemnification 5.1. EXCEPT AS EXPRESSLY SET FORTH IN THIS AGREEMENT THE COMPANY WARRANTS THAT AT THE TIME OF DELIVERY (I) PRODUCT IS FREE SERVICES ARE PROVIDED TO YOU ON AN "AS-IS" AND CLEAR OF ALL LIENS, ENCUMBERANCES AND SECURITY INTERESTS; AND (II) PRODUCT COMPLIES WITH THE COMPANY’S PUBLISHED SPECIFICATIONS (OR AS OTHERWISE REFERENCED IN THE CONTRACT). THE COMPANY MAKES NO OTHER WARRANTY OR GUARANTEE "AS-AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KINDKIND WHATSOEVER, EXPRESS WHETHER EXPRESSED OR IMPLIED, INCLUDING INCLUDING, WITHOUT LIMITATION LIMITATION, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. NO ORAL OR WRITTEN ADVICE OR INFORMATION PROVIDED BY NUBO, ITS OFFICERS, DIRECTORS, MEMBERS, MANAGERS, EMPLOYEES, AFFILIATES, AGENTS, LICENSORS, CONTRACTORS OR THE LIKE ("ANYONE ON ITS BEHALF") SHALL CREATE OR CONSTITUTE ANY FORM OF WARRANTY. ACCORDINGLY, YOU AGREE THAT THE USE OF THE SERVICES IS AT YOUR SOLE RISK, AND THAT NEITHER NUBO NOR ANYONE ON ITS BEHALF, DO NOT AND CANNOT WARRANT THE PERFORMANCE OR RESULTS YOU MAY OBTAIN BY USING THE SERVICES NOR THAT THE OPERATION OF THE SERVICES WILL BE ERROR FREE OR MEET ANY REQUIREMENTS. 5.2. Nubo is not and shall not be liable to you or any other party for any loss or damages resulting from any claims, demands, or actions arising out of, or relating to, this Agreement and/or to the System and/or the Services. YOU ARE AWARE THAT THIS AGREEMNT'S PURPOSE OR MERCHANTABILITY. IS THE COMPANY’S TOTAL LIABILITY EVALUATION OF THE SERVICE, AND BUYER’S EXCLUSIVE REMEDY THEREFORE,UNDER NO EVENT SHALL NUBO BE LIABLE FOR ANY CLAIM DIRECT, INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR LIABILITY ASSOCIATED WITH THE CONTRACT OR ANY PRODUCT, WHETHER BASED IN TORT, CONTRACT, STRICT LIABILITY OR ANY OTHER LEGAL THEORY IS EXPRESSLY EXEMPLARY DAMAGES INCLUDING BUT NOT LIMITED TO, AT THE COMPANY’S OPTIONDAMAGES FOR LOSS OF PROFITS, REPLACEMENTGOODWILL, REPAIR USE, DATA OR REWORK, AS APPLICABLE, OF NONCONFORMING PRODUCT OR PAYMENT IN AN AMOUNT NOT TO EXCEED, IN THE AGGREGATE, THE PURCHASE PRICE OTHER INTANGIBLE LOSSES (EVEN IF NUBO HAS BEEN ADVISED OF THE SPECIFIC PRODUCT POSSIBILITY OF SUCH DAMAGES), RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SERVICES; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (iv) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (v) ANY OTHER MATTER RELATING TO THE SERVICE, TO ANY PARTY. You may, however, have additional rights under certain laws that do not allow the exclusion of implied warranties, or the exclusion or limitation of certain damages. If such laws apply, our exclusions or limitations shall apply to the fullest extent provided by the applicable laws. 5.3. NEITHER NUBO NOR ANYONE ON ITS BEHALF NOR ANYONE ELSE INVOLVED IN CREATING, PRODUCING, MARKETING OR DISTRIBUTING THE SERVICES, SHALL BE LIABLE FOR WHICH ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES ARE CLAIMEDRESULTING FROM USE OF OR INABILITY TO USE THE SERVICE DUE TO ANY CAUSE WHATSOEVER, INCLUDING ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO NUBO'S RECORDS OR SERVICES. 5.4. IN NO EVENT SHALL THE COMPANY BE LIABLE ENTIRE LIABILITY OF NUBO AND ANYONE ON ITS BEHALF FOR ANY OTHER ALL DAMAGES, LOSSES LOSSES, CLAIMS AND COSTS, WHETHER IN CONTRACT, TORT OR EXPENSESOTHERWISE, INCLUDINGEXCEED THE AGGREGATE AMOUNT PAID BY YOU (IF ANY) TO NUBO DURING THE IMMEDIATELY PRECEDING 1 YEAR PERIOD. 5.5. You are solely responsible for your actions when using the Services, WITHOUT LIMITATIONand therefore, INDIRECTnotwithstanding the above, INCIDENTALYou shall indemnify, PUNITIVEdefend, CONSEQUENTIALand hold harmless Nubo, AGGRAVATEDits directors, EXEMPLARY OR SPECIAL DAMAGES OR DAMAGESofficers, LOSSES OR EXPENSES ASSOCIATED WITH LOSS OF PROFITSemployees and agents and their respective successors, BUSINESSheirs and assigns (the "Nubo Indemnities"), CONTRACTS OR SAVINGSagainst any liability, LOSS OF GOODWILLdamage, LOSS OF PRODUCTIONloss, LOSS OF USEor expense (including reasonable attorneys’ fees and expenses of litigation) incurred by or imposed upon any of the Nubo Indemnities in connection with any claims, BUSINESS INTERRUPTION AND ANY OTHER DAMAGESsuits, LOSSES OR EXPENSES OF ANY KIND OR CHARACTER TO BUYERactions, ITS CUSTOMERSdemands or judgments ("Claims") arising out of any theory of liability (including without limitation actions in the form of tort, OR OTHER PERSONS OR ENTITIESwarranty, or strict liability and regardless of whether such action has any factual basis) concerning any act or omission of You, and/or Your Designated Users`,(a) in connection with the Services; or(b) which are in breach of any applicable law; or (3)which constitutes a breach of this Agreement; (4)which are in violation of any rights of any third party.

Warranties Limitation of Liability. 8.1 ARSLAN PROVIDES THE COMPANY WARRANTS THAT AT THE TIME OF DELIVERY (I) PRODUCT IS FREE ON AN “AS-IS” BASIS AND CLEAR OF ALL LIENS, ENCUMBERANCES AND SECURITY INTERESTS; AND (II) PRODUCT COMPLIES WITH THE COMPANY’S PUBLISHED SPECIFICATIONS (OR AS OTHERWISE REFERENCED IN THE CONTRACT). THE COMPANY MAKES NO OTHER WARRANTY WARRANTIES OR GUARANTEE OF ANY KINDGUARANTEES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED AND ALL WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE PURPOSE, NON-INFRINGEMENT AND UNINTERRUPTED OR MERCHANTABILITYERROR-FREE OPERATION ARE EXPRESSLY DISCLAIMED. ARSLAN OBTAINS ITS INFORMATION FROM SOURCES IT CONSIDERS TO BE RELIABLE, HOWEVER, ARSLAN AND ITS THIRD-PARTY DATA SOURCES SHALL HAVE NO LIABILITY WHATSOEVER WITH RESPECT TO THE COMPANY’S TOTAL LIABILITY AND BUYER’S EXCLUSIVE REMEDY FOR ACCURACY OR COMPLETENESS OF THE DATA OR THE RESULTS OBTAINED THROUGH USE OF THE PRODUCT. CUSTOMER ACKNOWLEDGES THAT XXXXX IS NOT THE MANUFACTURER OR DISTRIBUTOR OF ANY CLAIM OR LIABILITY ASSOCIATED WITH THE CONTRACT OR ANY PRODUCT, WHETHER BASED IN TORT, CONTRACT, STRICT LIABILITY OR ANY OTHER LEGAL THEORY IS EXPRESSLY LIMITED TO, AT THE COMPANY’S OPTION, REPLACEMENT, AUTOMOTIVE REPAIR OR REWORKREPLACEMENT PARTS, AS APPLICABLE, OF NONCONFORMING PRODUCT BODY PARTS OR PAYMENT IN AN AMOUNT NOT TO EXCEED, BODY FRAMES REFERENCED IN THE AGGREGATE, PRODUCT AND DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES WITH RESPECT TO THE PURCHASE PRICE QUALITY OR AVAILABILITY OF THE SPECIFIC PRODUCT FOR WHICH DAMAGES ARE CLAIMED. SUCH PARTS. 8.2 IN NO EVENT SHALL THE COMPANY ARSLAN AND/OR ITS LICENSORS, THEIR AGENTS, OR EMPLOYEES BE LIABLE TO CUSTOMER OR ANY THIRD PARTY FOR ANY OTHER DAMAGES, LOSSES OR EXPENSES, INCLUDING, WITHOUT LIMITATION, INDIRECT, INCIDENTAL, PUNITIVE, CONSEQUENTIAL, AGGRAVATED, EXEMPLARY OR SPECIAL DAMAGES OR DAMAGES, LOSSES OR EXPENSES ASSOCIATED WITH LOSS OF PROFITS, BUSINESSREVENUE, CONTRACTS OR SAVINGSDATA, COST OF SUBSTANTIALLY SIMILAR SOFTWARE, LOSS OF USE, LOSS OF GOODWILL, LOSS OF PRODUCTIONWORK STOPPAGE, LOSS OF USECOMPUTER FAILURE OR MALFUNCTION, BUSINESS INTERRUPTION AND OR ANY OTHER DAMAGESINCIDENTAL, LOSSES CONSEQUENTIAL, INDIRECT, CONTINGENT, SECONDARY, OR SPECIAL DAMAGES OR EXPENSES OF ANY KIND NATURE WHATSOEVER AND HOWSOEVER ARISING, EVEN IF ARSLAN HAS BEEN ADVISED OF THE POSSIBILITY OR CHARACTER CERTAINTY OF SUCH DAMAGES. CUSTOMER AGREES THAT THE TOTAL AGGREGATE LIABILITY OF ARSLAN AND/OR ITS LICENSORS HEREUNDER, WHETHER ARISING OUT OF CONTRACT, NEGLIGENCE, STRICT LIABILITY IN TORT OR WARRANTY, SHALL NOT EXCEED THE AMOUNT ACTUALLY PAID BY CUSTOMER TO BUYERARSLAN FOR THE PRODUCT DURING THE ONE-YEAR PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM. THIS LIMIT IS CUMULATIVE, ITS CUSTOMERS, OR OTHER PERSONS OR ENTITIESAND ALL PAYMENTS UNDER THIS SECTION 8.2 ARE AGGREGATED TO CALCULATE SATISFACTION OF THIS LIMIT. THE EXISTENCE OF MULTIPLE CLAIMS DOES NOT ENLARGE THE LIMIT.

Warranties Limitation of Liability. THE COMPANY WARRANTS THAT AT THE TIME OF DELIVERY (I) PRODUCT IS FREE AND CLEAR OF ALL LIENS1. Availability of the Flat File Directory. OHA makes no representations, ENCUMBERANCES AND SECURITY INTERESTS; AND (II) PRODUCT COMPLIES WITH THE COMPANY’S PUBLISHED SPECIFICATIONS (OR AS OTHERWISE REFERENCED IN THE CONTRACT)warranties, or guarantees as to the availability or accessibility of the Flat File Directory, or the completeness or accuracy of any Participating Entity information. 2. THE COMPANY No Warranties. OHA MAKES NO REPRESENTATIONS OR WARRANTIES TO ANY PERSON OR PARTICIPANT WITH RESPECT TO THE DOCUMENTATION, OR ANY SERVICES PROVIDED BY OHA OR ITS AGENTS WITH RESPECT THERETO, AND HEREBY DISCLAIMS ALL IMPLIED WARRANTIES WITH RESPECT TO THE DOCUMENTATION, AND SUCH SERVICES, INCLUDING WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. FURTHER, OHA MAKES NO WARRANTY, GUARANTEE, OR REPRESENTATION REGARDING THE USE, OR ANY INTENDED, EXPECTED OR ACTUAL RESULTS OF THE USE OF THE DOCUMENTATION OR ANY INFORMATION CONTAINED THEREIN OR OTHERWISE PROVIDED PURSUANT TO THIS AGREEMENT IN TERMS OF CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. OHA MAKES NO WARRANTIES THAT THE DOCUMENTATION WILL BE ERROR-FREE OR THAT THE EXCHANGE OF DIRECT SECURE MESSAGING BETWEEN PARTICIPATING ENTITIES WILL BE UNINTERRUPTED. WITHOUT LIMITING THE FOREGOING, OHA SPECIFICALLY DISCLAIMS ALL EXPRESS WARRANTIES NOT STATED HEREIN AND ALL IMPLIED WARRANTIES, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. NO OHA AGENT OR EMPLOYEE IS AUTHORIZED TO MAKE ANY 3. No Consequential or Special Damages. NEITHER PARTY WILL BE LIABLE TO THE OTHER WARRANTY PARTY FOR ANY CONSEQUENTIAL, INDIRECT, SPECIAL, EXEMPLARY OR GUARANTEE PUNITIVE DAMAGES ARISING UNDER OR IN CONNECTION WITH THIS AGREEMENT, INCLUDING ANY LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF EQUIPMENT USE, OR LOSS OF DATA OR INFORMATION OF ANY KIND, EXPRESS EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 4. Limitation on OHA Liability. EXCEPT AS OTHERWISE PROVIDED IN ARTICLE VIII, SECTION 11, BELOW, OHA WILL NOT BE LIABLE UNDER THIS AGREEMENT RELATING TO THE DOCUMENTATION OR IMPLIEDTHE LICENSE GRANTED HEREUNDER, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OR UNDER ANY BREACH OF FITNESS FOR A PARTICULAR PURPOSE OR MERCHANTABILITY. THE COMPANY’S TOTAL LIABILITY AND BUYER’S EXCLUSIVE REMEDY FOR ANY CLAIM OR LIABILITY ASSOCIATED WITH THE CONTRACT OR ANY PRODUCT, WHETHER BASED IN TORTWARRANTY, CONTRACT, NEGLIGENCE, STRICT LIABILITY LIABILITY, OR ANY OTHER LEGAL THEORY IS EXPRESSLY LIMITED TO, AT THE COMPANY’S OPTION, REPLACEMENT, REPAIR OR REWORK, AS APPLICABLE, OF NONCONFORMING PRODUCT OR PAYMENT IN AN AMOUNT NOT TO EXCEED, IN THE AGGREGATE, THE PURCHASE PRICE OF THE SPECIFIC PRODUCT FOR WHICH DAMAGES ARE CLAIMED. IN NO EVENT SHALL THE COMPANY BE LIABLE FOR ANY OTHER DAMAGES, LOSSES OR EXPENSES, INCLUDING, WITHOUT LIMITATION, INDIRECT, INCIDENTAL, PUNITIVE, CONSEQUENTIAL, AGGRAVATED, EXEMPLARY OR SPECIAL DAMAGES OR DAMAGES, LOSSES OR EXPENSES ASSOCIATED WITH LOSS OF PROFITS, BUSINESS, CONTRACTS OR SAVINGS, LOSS OF GOODWILL, LOSS OF PRODUCTION, LOSS OF USE, BUSINESS INTERRUPTION AND ANY OTHER DAMAGES, LOSSES OR EXPENSES OF ANY KIND OR CHARACTER TO BUYER, ITS CUSTOMERS, OR OTHER PERSONS OR ENTITIESEQUITABLE THEORY.

Warranties Limitation of Liability. THE COMPANY WARRANTS THAT AT THE TIME OF DELIVERY (I) PRODUCT IS FREE AND CLEAR OF ALL LIENS, ENCUMBERANCES AND SECURITY INTERESTS; AND (II) PRODUCT COMPLIES WITH THE COMPANY’S PUBLISHED SPECIFICATIONS (OR AS OTHERWISE REFERENCED IN THE CONTRACT). THE COMPANY 9.1 PACKETFABRIC MAKES NO OTHER WARRANTY OR GUARANTEE OF ANY KIND, EXPRESS OR IMPLIEDIMPLIED WARRANTIES AS TO ANY SERVICE PROVISIONED OR PRODUCT DELIVERED HEREUNDER. PACKETFABRIC SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING WITHOUT LIMITATION LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE PURPOSE, TITLE, NON-INFRINGEMENT OF THIRD-PARTY RIGHTS, PERFORMANCE OR MERCHANTABILITY. INTEROPERABILITY OF THE COMPANY’S TOTAL LIABILITY SERVICE WITH ANY CUSTOMER-PROVIDED EQUIPMENT, AND BUYER’S EXCLUSIVE REMEDY ANY WARRANTIES ARISING OUT OF ANY COURSE OF DEALING OR USAGE OF TRADE. 9.2 IN NO EVENT WILL EITHER PARTY OR ITS AFFILIATES BE LIABLE FOR ANY CLAIM INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL, PUNITIVE, OR LIABILITY ASSOCIATED WITH THE CONTRACT EXEMPLARY DAMAGES, ANY LOSS OF REVENUE, PROFITS (EXCLUDING FEES UNDER THIS AGREEMENT), SALES, DATA, DATA USE, GOODWILL, OR ANY PRODUCTREPUTATION, WHETHER BASED IN TORT, CONTRACT, STRICT LIABILITY OR ANY OTHER LEGAL THEORY IS EXPRESSLY LIMITED TO, AT THE COMPANY’S OPTION, REPLACEMENT, REPAIR COST OF PROCUREMENT OF SUBSTITUTE GOODS OR REWORK, AS APPLICABLE, OF NONCONFORMING PRODUCT OR PAYMENT IN AN AMOUNT NOT TO EXCEED, IN THE AGGREGATE, THE PURCHASE PRICE OF THE SPECIFIC PRODUCT FOR WHICH DAMAGES ARE CLAIMED. SERVICES. 9.3 IN NO EVENT SHALL THE COMPANY AGGREGATE LIABILITY OF EITHER PARTY, NOR ITS AFFILIATES, ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER IN CONTRACT, TORT, OR OTHERWISE, EXCEED THE TOTAL AMOUNTS ACTUALLY PAID BY CUSTOMER FOR THE SERVICES GIVING RISE TO THE LIABILITY DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH LIABILITY. THIS LIMITATION PROVIDED IN THIS SECTION DOES NOT APPLY TO EITHER PARTY’S INDEMNITY OBLIGATIONS, BREACH OF CONFIDENTIALITY, NOR BE LIABLE FOR ANY OTHER DAMAGES, LOSSES OR EXPENSES, INCLUDING, WITHOUT LIMITATION, INDIRECT, INCIDENTAL, PUNITIVE, CONSEQUENTIAL, AGGRAVATED, EXEMPLARY OR SPECIAL DAMAGES OR DAMAGES, LOSSES OR EXPENSES ASSOCIATED WITH LOSS INTERPRETED TO REDUCE CUSTOMER’S OBLIGATION TO PAY THE FEES UNDER AN ORDER. 9.4 THE LIMITATIONS IN THIS SECTION APPLY ONLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW AND SHALL SURVIVE FAILURE OF PROFITS, BUSINESS, CONTRACTS OR SAVINGS, LOSS OF GOODWILL, LOSS OF PRODUCTION, LOSS OF USE, BUSINESS INTERRUPTION AND ANY OTHER DAMAGES, LOSSES OR EXPENSES THE ESSENTIAL PURPOSE OF ANY KIND OR CHARACTER TO BUYER, ITS CUSTOMERS, OR OTHER PERSONS OR ENTITIESREMEDIES PROVIDED IN THE AGREEMENT. Each Party shall use commercially reasonable efforts to mitigate any damages for which the other Party may be liable under the Agreement.

Warranties Limitation of Liability. THE COMPANY WARRANTS THAT AT THE TIME OF DELIVERY (I) PRODUCT IS FREE AND CLEAR OF ALL LIENS, ENCUMBERANCES AND SECURITY INTERESTS; AND (II) PRODUCT COMPLIES WITH THE COMPANY’S PUBLISHED SPECIFICATIONS (OR AS OTHERWISE REFERENCED IN THE CONTRACT). THE COMPANY DCG MAKES NO OTHER WARRANTY OR GUARANTEE WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, WITH RESPECT TO ANY CLIENT SERVICES PURSUANT HERETO, COMPUTER HARDWARE OR SOFTWARE OF ANY KIND, DCG PROMOTIONAL MATERIALS OR ITS WEBSITE, INCLUDING WITHOUT LIMITATION IMPLIED BUT NOT LIMITED TO WARRANTIES OF QUALITY, PERFORMANCE, MERCHANTABILITY, FITNESS FOR A ANY PARTICULAR PURPOSE PURPOSE, CONFORMITY TO ANY REPRESENTATION OR MERCHANTABILITYDESCRIPTION, OR NON-INFRINGEMENT. THE COMPANY’S TOTAL LIABILITY AND BUYER’S EXCLUSIVE REMEDY DCG SHALL NOT BE RESPONSIBLE FOR ANY CLAIM OR LIABILITY ASSOCIATED WITH THE CONTRACT OR ANY PRODUCT, WHETHER BASED IN TORT, CONTRACT, STRICT LIABILITY OR ANY OTHER LEGAL THEORY IS EXPRESSLY LIMITED TO, AT THE COMPANY’S OPTION, REPLACEMENT, REPAIR OR REWORK, AS APPLICABLE, OF NONCONFORMING PRODUCT OR PAYMENT IN AN AMOUNT NOT TO EXCEED, IN THE AGGREGATE, THE PURCHASE PRICE OF THE SPECIFIC PRODUCT FOR WHICH DAMAGES ARE CLAIMED. IN NO EVENT SHALL THE COMPANY BE LIABLE FOR ANY OTHER DAMAGES, LOSSES OR EXPENSES, INCLUDING, WITHOUT LIMITATION(A) SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, CONSEQUENTIAL, AGGRAVATED, EXEMPLARY PUNITIVE OR SPECIAL DAMAGES OR CONSEQUENTIAL DAMAGES, LOSSES OR EXPENSES ASSOCIATED WITH LOSS INCLUDING L0SS OF PROFITS, BUSINESSARISING FROM OR RELATED TO A BREACH OR THIS MSA AND OTHER, CONTRACTS ASSOCIATED AGREEMENTS INCLUDING SUCH DAMAGES, WITHOUT LIMITATION, AS ARISING FROM A LOSS OF DATA OR SAVINGSPROGRAMMING, LOSS OF GOODWILLREVENUE OR PROFITS, LOSS DAMAGE TO EQUIPMENT, AND CLAIMS AGAINST CLIENT BY ANY THIRD PARTY EVEN IF DCG HAS BEEN ADVISED OF PRODUCTION, LOSS THE POSSIBILITY OF USE, BUSINESS INTERRUPTION AND SUCH DAMAGES; (B) DAMAGES (REGARDLESS OF THEIR NATURE) FOR ANY DELAY OR FAILURE TO PERFORM ITS OBLIGATIONS UNDER THIS MSA DUE TO ANY CAUSE BEYOND DCG’S REASONABLE CONTROL; OR (C) CLAIMS MADE A SUBJECT OF A LEGAL PROCEEDING AGAINST DCG MORE THAN ONE YEAR AFTER ANY SUCH CAUSE OF ACTION FIRST AROSE. NOTWITHSTANDING ANY OTHER DAMAGESPROVISION OF THIS MSA DCG’S LIABILITIES UNDER THIS MSA, LOSSES WHETHER UNDER CONTRACT LAW, TORT LAW, WARRANTY OR EXPENSES OTHERWISE SHALL BE LIMITED TO DIRECT DAMAGES NOT TO EXCEED THE FEES ACTUALLY RECEIVED BY DCG PURSUANT TO THIS MSA FOR THE THREE MONTH PERIOD PRIOR TO THE FILING OF ANY KIND CLAIM. DCG PROVIDES NO FURTHER OR CHARACTER ADDITIONAL WARRANTY TO BUYERANY THIRD-PARTY LICENSED SOFTWARE OR EQUIPMENT SUPPLIED TO THE CLIENT AS PART OF CLIENT SERVICES. DCG WILL NOT BE LIABLE FOR ANY ERRORS OR DEFECTS IN ANY THIRD-PARTY SOFTWARE OR HARDWARE OR THIRD-PARTY PRODUCT OR FOR ANY NON-PERFORMANCE THEREOF. ANY CLAIM BASED ON, ITS CUSTOMERSRELATED TO, OR ARISING OUT OF THE USE OF ANY THIRD-PARTY SOFTWARE OR THIRD-PARTY EQUIPMENT OR PRODUCT WILL BE GOVERNED EXCLUSIVELY BY THE TERMS OF CLIENT’S AGREEMENT WITH THAT THIRD-PARTY. WARRANTIES WILL BE VOID IF CLIENT OR ANY THIRD-PARTY AUTHORIZED BY CLIENT USES AND/OR MODIFIES THE CLIENT SERVICES, INCLUDING SOFTWARE, HARDWARE, MODIFICATIONS OR DELIVERABLES, IN ANY MANNER OTHER PERSONS OR ENTITIESTHAT AS AUTHORIZED BY DCG.

Warranties Limitation of Liability. 8.1 DIFCO SHALL NOT BE LIABLE FOR ANY INJURY OR DAMAGE TO ACCUMED, OR TO ANY OF ACCUMED'S CUSTOMERS OR TO ANY OTHER PERSON CAUSED DIRECTLY OR INDIRECTLY BY THE COMPANY WARRANTS THAT AT MANUFACTURE OF PRODUCTS BY DIFCO FOR ACCUMED HEREUNDER OR BY THE TIME OF DELIVERY (I) PRODUCT IS FREE AND CLEAR OF ALL LIENSUSE, ENCUMBERANCES AND SECURITY INTERESTS; AND (II) PRODUCT COMPLIES WITH THE COMPANY’S PUBLISHED SPECIFICATIONS (SALE, LEASE OR AS OTHERWISE REFERENCED IN THE CONTRACT). THE COMPANY MAKES NO OTHER WARRANTY OR GUARANTEE DISPOSITION OF ANY KINDOF PRODUCTS BY ACCUMED OR ITS CUSTOMERS OCCURRING EITHER BEFORE, EXPRESS DURING OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES AFTER THE TERM OF FITNESS FOR A PARTICULAR PURPOSE OR MERCHANTABILITY. THE COMPANY’S TOTAL LIABILITY AND BUYER’S EXCLUSIVE REMEDY FOR ANY CLAIM OR LIABILITY ASSOCIATED WITH THE CONTRACT OR ANY PRODUCT, WHETHER BASED IN TORT, CONTRACT, STRICT LIABILITY OR ANY OTHER LEGAL THEORY IS EXPRESSLY LIMITED TO, AT THE COMPANY’S OPTION, REPLACEMENT, REPAIR OR REWORK, AS APPLICABLE, OF NONCONFORMING PRODUCT OR PAYMENT IN AN AMOUNT NOT TO EXCEED, IN THE AGGREGATE, THE PURCHASE PRICE OF THE SPECIFIC PRODUCT FOR WHICH DAMAGES ARE CLAIMED. THIS AGREEMENT; PROVIDED FURTHER THAT IN NO EVENT SHALL THE COMPANY DIFCO BE LIABLE TO ACCUMED OR ANY OTHER PERSON FOR ANY OTHER DAMAGESLOSS OR INJURY TO EARNINGS, LOSSES PROFITS, OR EXPENSESGOODWILL, INCLUDINGOR FOR ANY DIRECT, WITHOUT LIMITATIONSPECIAL, INDIRECT, INCIDENTALOR CONSEQUENTIAL DAMAGES ARISING OUT OF DIFCO'S MANUFACTURE OF PRODUCTS FOR ACCUMED HEREUNDER, PUNITIVEAND ACCUMED AGREES TO INDEMNIFY DIFCO AND HOLD IT HARMLESS WITH RESPECT TO THE SAME. 8.2 DIFCO WARRANTS EXCLUSIVELY TO ACCUMED THAT ALL BOTTLE DISPOSABLE PRODUCTS, CONSEQUENTIALDCM AND BASE MEDIA COMPONENTS MANUFACTURED BY IT HEREUNDER WILL BE FREE OF ALL DEFECTS IN WORKMANSHIP AND WILL MEET THEIR APPLICABLE FUNCTIONAL SPECIFICATIONS. (i) DIFCO MAKES ONLY THOSE WARRANTIES WHICH ARE EXPRESSLY SET FORTH IN SECTION 8.2. DIFCO MAKES NO OTHER WARRANTIES EXPRESS OR IMPLIED AS TO ANY PRODUCTS, AGGRAVATEDLABOR OR MATERIALS AND IN PARTICULAR NO WARRANTIES ARE MADE AS TO MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE ALL OF WHICH ARE EXPRESSLY DISCLAIMED. (ii) Difco's liability under this Agreement is specifically limited to the stated selling price of the Products. Difco may, EXEMPLARY OR SPECIAL DAMAGES OR DAMAGESat its option, LOSSES OR EXPENSES ASSOCIATED WITH LOSS OF PROFITSreplace or allow credit for any Products found defective but expressly disclaims and is absolved from liability for direct, BUSINESSincidental or consequential damages, CONTRACTS OR SAVINGSloss or expenses resulting from use or nonuse of such Products. AccuMed's remedies provided in this Section 8 are exclusive of all others. (iii) By the provisions of the warranty set forth in Section 8.2, LOSS OF GOODWILL, LOSS OF PRODUCTION, LOSS OF USE, BUSINESS INTERRUPTION AND ANY OTHER DAMAGES, LOSSES OR EXPENSES OF ANY KIND OR CHARACTER TO BUYER, ITS CUSTOMERS, OR OTHER PERSONS OR ENTITIES.Difco's sole and exclusive obligation to repair or replace Products found to be defective in workmanship pursuant

Warranties Limitation of Liability. YOU EXPRESSLY ACKNOWLEDGE THAT THE PORTAL ALLOWS YOU TO REMIT PAYMENTS TO THIRD PARTIES AND THAT THE SERVICES WE PROVIDE REQUIRES THAT WE PROVIDE THE INFORMATION YOU SUBMIT TO US VIA THE PORTAL TO CREDIT CARD COMPANIES AND OTHER THIRD PARTIES. THOSE THIRD PARTIES ARE REPONSIBLE FOR THE COLLECTION AND PROTECTION OF YOUR PERSONAL DATA, NOT US. YOU SHOULD REFER TO YOUR HEALTH CARE PROVIDER'S AND CREDIT CARD COMPANY WARRANTS AND/OR FINANCIAL INSTITUTION’S PRIVACY NOTICES IF YOU HAVE QUESTIONS ABOUT HOW YOUR DATA IS HANDLED. YOU EXPRESSLY ACKNOWLEDGE THAT USE OF THE PATIENT PORTAL IS AT YOUR SOLE RISK AND THAT THE TIME OF DELIVERY ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT IS WITH YOU. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE PATIENT PORTAL AND ANY SERVICES PERFORMED OR PROVIDED BY THE PORTAL (I"SERVICES") PRODUCT IS FREE ARE PROVIDED "AS IS" AND CLEAR OF “AS AVAILABLE”, WITH ALL LIENS, ENCUMBERANCES FAULTS AND SECURITY INTERESTS; AND (II) PRODUCT COMPLIES WITH THE COMPANY’S PUBLISHED SPECIFICATIONS (OR AS OTHERWISE REFERENCED IN THE CONTRACT). THE COMPANY MAKES NO OTHER WITHOUT WARRANTY OR GUARANTEE OF ANY KIND, EXPRESS AND WE HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE PORTAL AND ANY SERVICES, EITHER EXPRESS, IMPLIED OR IMPLIEDSTATUTORY, INCLUDING WITHOUT LIMITATION INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, OF SATISFACTORY QUALITY, OF FITNESS FOR A PARTICULAR PURPOSE OR MERCHANTABILITY. THE COMPANY’S TOTAL LIABILITY AND BUYER’S EXCLUSIVE REMEDY FOR ANY CLAIM OR LIABILITY ASSOCIATED WITH THE CONTRACT OR ANY PRODUCT, WHETHER BASED IN TORT, CONTRACT, STRICT LIABILITY OR ANY OTHER LEGAL THEORY IS EXPRESSLY LIMITED TO, AT THE COMPANY’S OPTION, REPLACEMENT, REPAIR OR REWORK, AS APPLICABLEPURPOSE, OF NONCONFORMING PRODUCT ACCURACY, OF QUIET ENJOYMENT, AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS. WE DO NOT WARRANT AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF THE PATIENT PORTAL THAT THE FUNCTIONS CONTAINED IN, OR PAYMENT IN AN AMOUNT NOT TO EXCEEDSERVICES WILL MEET YOUR REQUIREMENTS, THAT THE OPERATION OF THE PATIENT PORTAL OR SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT DEFECTS IN THE AGGREGATEPORTAL OR SERVICES WILL BE CORRECTED. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY US OR OUR AUTHORIZED REPRESENTATIVES SHALL CREATE A WARRANTY. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS ON APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO THE PURCHASE PRICE OF ABOVE EXCLUSION AND LIMITATIONS MAY NOT APPLY TO YOU. TO THE SPECIFIC PRODUCT FOR WHICH DAMAGES ARE CLAIMED. EXTENT NOT PROHIBITED BY LAW, IN NO EVENT SHALL THE COMPANY WE BE LIABLE FOR PERSONAL INJURY, OR ANY OTHER DAMAGESINCIDENTAL, LOSSES SPECIAL, INDIRECT OR EXPENSESCONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, INDIRECT, INCIDENTAL, PUNITIVE, CONSEQUENTIAL, AGGRAVATED, EXEMPLARY OR SPECIAL DAMAGES OR DAMAGES, LOSSES OR EXPENSES ASSOCIATED WITH FOR LOSS OF PROFITS, BUSINESS, CONTRACTS OR SAVINGS, LOSS OF GOODWILL, LOSS OR DISCLOSURE OF PRODUCTION, LOSS OF USEDATA (INCLUDING PERSONAL DATA OR INFORMATION), BUSINESS INTERRUPTION AND OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE THE PATIENT PORTAL, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT OR OTHERWISE) AND EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY FOR PERSONAL INJURY, OR OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, LOSSES OR EXPENSES OF ANY KIND OR CHARACTER SO THIS LIMITATION MAY NOT APPLY TO BUYER, ITS CUSTOMERS, OR OTHER PERSONS OR ENTITIESYOU. In no event shall our total liability to you for all damages (other than as may be required by applicable law) exceed twenty-five dollars ($25.00). The foregoing limitations will apply even if the above stated remedy fails of its essential purpose.