Common use of Warranty; Limitation of Liability Clause in Contracts

Warranty; Limitation of Liability. 10.1 InterWorld warrants that, for a period of ninety (90) days after receipt by Client of the Software (the "Warranty Period"), the media on which the Software is delivered will be free of defects in material and workmanship under normal use and the unmodified Software, when properly installed and used, will conform in all material respects to the Functional Specifications. Clients sole remedy in the event of non conformity of the Software, at InterWorld's, option will be replacement of the defective Software or a refund of the license fees paid for the affected Software. 10.2 THE EXPRESS WARRANTY SET FORTH IN SECTION 10.1 CONSTITUTES THE ONLY WARRANTY WITH RESPECT TO THE SOFTWARE. INTERWORLD MAKES NO OTHER REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED (EITHER IN FACT OR BY OPERATION OF LAW). INTERWORLD EXPRESSLY DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY OR FITNESS FOR USE OR A PARTICULAR PURPOSE, AGAINST INFRINGEMENT, OR ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING, OR USAGE OF TRADE. INTERWORLD DOES NOT WARRANT THAT THE SOFTWARE IS ERROR-FREE, THAT IT WILL SUIT THE CLIENT'S APPLICATIONS OR REQUIREMENTS OR OPERATE IN THE COMBINATIONS WHICH MAY BE SELECTED FOR USE BY THE CLIENT, OR THAT THE OPERATION OF THE SOFTWARE WILL BE SECURE OR UNINTERRUPTED. 10.3 THE TOTAL LIABILITY OF INTERWORLD AND ITS SUPPLIERS, INCLUDING BUT NOT LIMITED TO LIABILITY ARISING OUT OF CONTRACT, TORT, BREACH OF WARRANTY, OR CONDITIONS, CLAIMS BY THIRD PARTIES OR OTHERWISE, SHALL NOT IN ANY EVENT EXCEED THE UNAMORTIZED LICENSE FEES PAID BY CLIENT FOR THE SOFTWARE WHICH GAVE RISE TO THE CLAIM. INTERWORLD'S SUPPLIERS SHALL NOT BE LIABLE FOR DIRECT DAMAGES HEREUNDER AND IN NO EVENT SHALL INTERWORLD OR ITS SUPPLIERS BE LIABLE FOR LOSS OF PROFITS, LOSS OR INACCURACY OF DATA OR ANY INDIRECT, SPECIAL. INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION THE COST OF ANY SUBSTITUTE PROCUREMENT (EVEN IF SUCH PARTY HAD BEEN ADVISED OF THE POSSIBILITY THEREOF.

Warranty; Limitation of Liability. 10.1 InterWorld warrants that, for a period of ninety (90) days after receipt by Client of the Software (the "Warranty Period"), the media on which the Software is delivered will be free of defects in material and workmanship under normal use and the unmodified Software, when properly installed and used, will conform in all material respects to the Functional Specifications. Clients sole remedy in the event of non conformity of the Software, at InterWorld's's option, option will be replacement of the defective Software or a refund of the license fees paid for the affected Software. 10.2 THE EXPRESS WARRANTY SET FORTH IN SECTION 10.1 CONSTITUTES THE ONLY WARRANTY WITH RESPECT TO THE SOFTWARE. INTERWORLD MAKES NO OTHER REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED (EITHER IN FACT OR BY OPERATION OF LAW). INTERWORLD EXPRESSLY DISCLAIMS ALL WARRANTIES OF OR MERCHANTABILITY OR FITNESS FOR USE OR A PARTICULAR PURPOSE, AGAINST INFRINGEMENT, OR ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING, OR USAGE OF TRADE. INTERWORLD DOES NOT WARRANT THAT THE SOFTWARE IS ERROR-FREE, THAT IT WILL SUIT THE CLIENT'S APPLICATIONS OR REQUIREMENTS OR OPERATE IN THE COMBINATIONS WHICH MAY BE SELECTED FOR USE BY THE CLIENT, OR THAT THE OPERATION OF THE SOFTWARE WILL BE SECURE OR UNINTERRUPTED. 10.3 THE TOTAL LIABILITY OF INTERWORLD AND ITS SUPPLIERS, INCLUDING BUT NOT LIMITED TO LIABILITY ARISING OUT OF CONTRACT, TORT, BREACH OF WARRANTY, OR CONDITIONS, CLAIMS BY THIRD PARTIES OR OTHERWISE, SHALL NOT IN ANY EVENT EXCEED THE UNAMORTIZED LICENSE FEES PAID BY CLIENT FOR THE SOFTWARE WHICH GAVE RISE TO THE CLAIM. INTERWORLD'S SUPPLIERS SHALL NOT BE LIABLE FOR DIRECT DAMAGES HEREUNDER AND IN NO EVENT SHALL INTERWORLD OR ITS SUPPLIERS BE LIABLE FOR LOSS OF PROFITS, LOSS OR INACCURACY OF DATA OR ANY INDIRECT, SPECIAL. , INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION THE COST OF ANY SUBSTITUTE PROCUREMENT (PROCUREMENT) EVEN IF SUCH PARTY HAD BEEN ADVISED OF THE POSSIBILITY THEREOF.

Warranty; Limitation of Liability. 10.1 InterWorld warrants thatPARTS SOLD AND EXCHANGED BY AMS TO BUYER ARE SOLD AND EXCHANGED WITHOUT ANY GUARANTEE OR WARRANTY WHATSOEVER BY AMS EXCEPT THAT AMS WARRANTS THAT IT HAS GOOD TITLE. ALL PARTS ARE SOLD AND EXCHANGED “AS IS” BY AMS, for a period of ninety (90) days after receipt by Client of the Software (the "Warranty Period"), the media on which the Software is delivered will be free of defects in material and workmanship under normal use and the unmodified Software, when properly installed and used, will conform in all material respects to the Functional Specifications. Clients sole remedy in the event of non conformity of the Software, at InterWorld's, option will be replacement of the defective Software or a refund of the license fees paid for the affected Software. 10.2 THE EXPRESS WARRANTY SET FORTH IN SECTION 10.1 CONSTITUTES THE ONLY WARRANTY WITH RESPECT TO THE SOFTWARE. INTERWORLD MAKES NO OTHER REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED (EITHER IN FACT OR BY OPERATION OF LAW). INTERWORLD AND AMS EXPRESSLY DISCLAIMS ALL OTHER REPRESENTATIONS AND WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY OR AND FITNESS FOR USE OR A PARTICULAR PURPOSE, AGAINST INFRINGEMENT, OR ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING, OR USAGE OF TRADE. INTERWORLD NOR DOES NOT WARRANT AMS REPRESENT THAT THE SOFTWARE IS ERROR-FREE, THAT IT WILL SUIT THE CLIENT'S APPLICATIONS OR REQUIREMENTS OR OPERATE IN THE COMBINATIONS WHICH MAY BE SELECTED PARTS ARE SUITABLE FOR USE BY IN ANY CAPACITY. THE CLIENTLIMIT OF AMS’ LIABILITY FOR ANY CLAIMED DEFECT IN ANY PARTS, OR THAT THE OPERATION OF THE SOFTWARE WILL BE SECURE OR UNINTERRUPTED. 10.3 THE TOTAL LIABILITY OF INTERWORLD AND ITS SUPPLIERS, INCLUDING BUT NOT LIMITED TO LIABILITY ARISING OUT OF WHETHER IN CONTRACT, TORT, BREACH STRICT LIABILITY OR OTHER FORM OF WARRANTY, OR CONDITIONS, CLAIMS BY THIRD PARTIES OR OTHERWISE, ACTION THAT ARISES SHALL NOT IN ANY EVENT EXCEED BE THE UNAMORTIZED LICENSE FEES PURCHASE PRICE PAID BY CLIENT BUYER TO AMS FOR THE SOFTWARE WHICH GAVE RISE TO THE CLAIM. INTERWORLD'S SUPPLIERS SHALL NOT BE LIABLE FOR DIRECT DAMAGES HEREUNDER PART(S) AND IN NO EVENT SHALL INTERWORLD OR ITS SUPPLIERS AMS BE LIABLE FOR LOSS OF PROFITSANY SPECIAL, LOSS OR INACCURACY OF DATA OR ANY INDIRECT, SPECIAL. INCIDENTAL INDIRECT OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES. WITHOUT LIMITATION LIMITING THE COST FOREGOING, AMS AGREES TO USE ALL REASONABLE EFFORTS TO CONFER UPON CUSTOMER ALL PASS THROUGH WARRANTIES, IF ANY, FROM THE MANUFACTURER, SUPPLIER, OR MAINTENANCE FACILITY OF ANY SUBSTITUTE PROCUREMENT (EVEN IF SUCH PARTY HAD BEEN ADVISED OF THE POSSIBILITY THEREOFPARTS.

Warranty; Limitation of Liability. 10.1 InterWorld warrants that2.1. THE SOFTWARE IS LICENSED ON AN “AS IS”, for a period of ninety (90) days after receipt by Client of the Software (the "Warranty Period"), the media on which the Software is delivered will be free of defects in material and workmanship under normal use and the unmodified Software, when properly installed and used, will conform in all material respects to the Functional Specifications“AS AVAILABLE” BASIS WITHOUT ANY WARRANTY. Clients sole remedy in the event of non conformity of the Software, at InterWorld's, option will be replacement of the defective Software or a refund of the license fees paid for the affected Software. 10.2 THE EXPRESS WARRANTY SET FORTH IN SECTION 10.1 CONSTITUTES THE ONLY WARRANTY WITH RESPECT TO THE SOFTWARE. INTERWORLD MAKES NO OTHER REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED (EITHER IN FACT OR BY OPERATION OF LAW). INTERWORLD EXPRESSLY DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY OR FITNESS FOR USE OR A PARTICULAR PURPOSE, AGAINST INFRINGEMENT, OR ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING, OR USAGE OF TRADE. INTERWORLD CARADVISE DOES NOT WARRANT THAT LICENSEE’S USE OF THE SOFTWARE IS ERROR-FREE, THAT IT WILL SUIT THE CLIENT'S APPLICATIONS OR REQUIREMENTS OR OPERATE IN THE COMBINATIONS WHICH MAY BE SELECTED FOR USE BY THE CLIENT, UNINTERRUPTED OR THAT THE OPERATION OF OR ACCESS TO THE SOFTWARE WILL BE SECURE ERROR OR UNINTERRUPTED. 10.3 THE TOTAL LIABILITY OF INTERWORLD AND ITS SUPPLIERSBUG FREE OR FREE FROM VIRUSES OR OTHER MALICIOUS CODE, INCLUDING OR THAT ALL ERRORS CAN OR WILL BE CORRECTED. ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO LIABILITY ARISING OUT TO, ANY IMPLIED WARRANTIES OF CONTRACTMERCHANTABILITY, TORT, BREACH OF WARRANTY, INFRINGEMENT OR CONDITIONS, CLAIMS BY THIRD PARTIES OR OTHERWISE, SHALL NOT IN ANY EVENT EXCEED THE UNAMORTIZED LICENSE FEES PAID BY CLIENT FITNESS FOR THE SOFTWARE WHICH GAVE RISE TO THE CLAIMA PARTICULAR PURPOSE ARE HEREBY DISCLAIMED. 2.2. INTERWORLD'S SUPPLIERS SHALL NOT BE LIABLE FOR DIRECT DAMAGES HEREUNDER AND IN NO EVENT SHALL INTERWORLD OR ITS SUPPLIERS CARADVISE BE LIABLE FOR LOSS OF PROFITS, LOSS OR INACCURACY OF DATA OR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL. INCIDENTAL OR , CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION DAMAGES RELATING TO LOST PROFITS, LOST DATA OR LOSS OF GOODWILL) OR ANY DAMAGES WHATSOEVER THAT RESULT ARISING OUT OF OR RELATING TO LICENSEE’S USE OF THE COST OF ANY SUBSTITUTE PROCUREMENT (SOFTWARE, EVEN IF SUCH PARTY HAD CARADVISE HAS BEEN ADVISED OF THE POSSIBILITY THEREOFOF SUCH DAMAGES. IN NO EVENT SHALL CARADVISE’S AGGREGATE LIABILITY FOR ACTUAL DIRECT DAMAGES ARISING OUT OF OR BASED UPON THIS AGREEMENT REGARDLESS OF THE FORM IN WHICH ANY LEGAL OR EQUITABLE ACTION MAY BE BROUGHT, INCLUDING WITHOUT LIMITATION, ANY ACTION IN TORT OR CONTRACT, EXCEED THE FEES PAID BY CARADVISE TO LICENSEE PURSUANT TO THIS AGREEMENT DURING THE QUARTER IMMEDIATELY BEFORE THE CLAIM AROSE.NOTWITHSTANDING THE FOREGOING, THIS LIMITATION ON LIABILITY SHALL NOT APPLY TO INTELLECTUAL PROPERTY INFRINGEMENT CLAIMS BROUGHT BY THIRD PARTIES. 2.3. Licensee represents and warrants that it will use the Software in compliance with all applicable federal, state and local statutes, laws and regulations.

Warranty; Limitation of Liability. 10.1 InterWorld warrants thatPARTS SOLD AND EXCHANGED BY AMS TO BUYER ARE SOLD AND EXCHANGED WITHOUT ANY GUARANTEE OR WARRANTY WHATSOEVER BY AMS EXCEPT THAT AMS WARRANTS THAT IT HAS GOOD TITLE. ALL PARTS ARE SOLD AND EXCHANGED “AS IS”, for a period of ninety (90) days after receipt by Client of the Software (the "Warranty Period"), the media on which the Software is delivered will be free of defects in material and workmanship under normal use and the unmodified Software, when properly installed and used, will conform in all material respects to the Functional Specifications. Clients sole remedy in the event of non conformity of the Software, at InterWorld's, option will be replacement of the defective Software or a refund of the license fees paid for the affected Software. 10.2 THE EXPRESS WARRANTY SET FORTH IN SECTION 10.1 CONSTITUTES THE ONLY WARRANTY WITH RESPECT TO THE SOFTWARE. INTERWORLD MAKES NO OTHER REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED (EITHER IN FACT OR BY OPERATION OF LAW). INTERWORLD AMS AND AMS EXPRESSLY DISCLAIMS ALL OTHER REPRESENTATIONS AND WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY OR AND FITNESS FOR USE OR A PARTICULAR PURPOSE, AGAINST INFRINGEMENT, OR ARISING FROM COURSE OF PERFORMANCE, COURSE OF DEALING, OR USAGE OF TRADE. INTERWORLD NOR DOES NOT WARRANT AMS REPRESENT THAT THE SOFTWARE IS ERROR-FREE, THAT IT WILL SUIT THE CLIENT'S APPLICATIONS OR REQUIREMENTS OR OPERATE IN THE COMBINATIONS WHICH MAY BE SELECTED PARTS ARE SUITABLE FOR USE BY IN ANY CAPACITY. THE CLIENTLIMIT OF AMS’ LIABILITY FOR ANY CLAIMED DEFECT IN ANY PARTS, OR THAT THE OPERATION OF THE SOFTWARE WILL BE SECURE OR UNINTERRUPTED. 10.3 THE TOTAL LIABILITY OF INTERWORLD AND ITS SUPPLIERS, INCLUDING BUT NOT LIMITED TO LIABILITY ARISING OUT OF WHETHER IN CONTRACT, TORT, BREACH STRICT LIABILITY OR OTHER FORM OF WARRANTY, OR CONDITIONS, CLAIMS BY THIRD PARTIES OR OTHERWISE, ACTION THAT ARISES SHALL NOT IN ANY EVENT EXCEED BE THE UNAMORTIZED LICENSE FEES PURCHASE PRICE PAID BY CLIENT BUYER TO AMS FOR THE SOFTWARE WHICH GAVE RISE TO THE CLAIM. INTERWORLD'S SUPPLIERS SHALL NOT BE LIABLE FOR DIRECT DAMAGES HEREUNDER PART(S) AND IN NO EVENT SHALL INTERWORLD OR ITS SUPPLIERS AMS BE LIABLE FOR LOSS OF PROFITSANY SPECIAL, LOSS OR INACCURACY OF DATA OR ANY INDIRECT, SPECIAL. INCIDENTAL INDIRECT OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES. WITHOUT LIMITATION LIMITING THE COST FOREGOING, AMS AGREES TO USE ALL REASONABLE EFFORTS TO CONFER UPON CUSTOMER ALL PASS THROUGH WARRANTIES, IF ANY, FROM THE MANUFACTURER, SUPPLIER, OR MAINTENANCE FACILITY OF ANY SUBSTITUTE PROCUREMENT (EVEN IF SUCH PARTY HAD BEEN ADVISED OF THE POSSIBILITY THEREOFPARTS.

Warranty; Limitation of Liability. 10.1 InterWorld Vendor warrants thatthat the Services will not infringe upon any copyright, for a period trademark, patent, or other intellectual-property right, of ninety (90) days after receipt by Client of the Software (the "Warranty Period"), the media on which the Software is delivered will be free of defects in material and workmanship under normal use and the unmodified Software, when properly installed and used, will conform in all material respects to the Functional Specificationsany third party. Clients sole remedy in the event of non conformity of the Software, at InterWorld's, option will be replacement of the defective Software or a refund of the license fees paid for the affected Software. 10.2 THE EXPRESS WARRANTY EXAMPLE SCPA WORKS ACKNOWLEDGES THAT EXCEPT AS EXPRESSLY SET FORTH IN SECTION 10.1 CONSTITUTES THE ONLY WARRANTY THIS AGREEMENT, VENDOR IS NOT PROVIDING ANY WARRANTIES, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO THE SOFTWARESERVICES OR WORK PRODUCT THEREOF. INTERWORLD MAKES NO OTHER REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED (EITHER IN FACT OR BY OPERATION OF LAW). INTERWORLD EXPRESSLY VENDOR DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY OR AND FITNESS FOR USE OR A PARTICULAR PURPOSE. EXCEPT FOR THE CONFIDENTIALITY AND INDEMNIFICATION OBLIGATIONS UNDER SECTIONS 11 AND 18 ABOVE, AGAINST INFRINGEMENTIN NO EVENT WILL EITHER PARTY BE LIABLE UNDER THIS AGREEMENT TO THE OTHER PARTY FOR ANY INCIDENTAL, CONSEQUENTIAL, INDIRECT, STATUTORY, SPECIAL, EXEMPLARY, OR ARISING FROM COURSE PUNITIVE DAMAGES, INCLUDING, WITHOUT LIMITATION, LOST PROFITS, LOSS OF PERFORMANCEUSE, COURSE LOSS OF DEALINGTIME, INCONVENIENCE, LOST BUSINESS OPPORTUNITIES, DAMAGE TO GOODWILL OR REPUTATION, OR USAGE COSTS OF TRADE. INTERWORLD DOES NOT WARRANT THAT THE SOFTWARE COVER; REGARDLESS OF WHETHER SUCH LIABILITY IS ERROR-FREE, THAT IT WILL SUIT THE CLIENT'S APPLICATIONS OR REQUIREMENTS OR OPERATE IN THE COMBINATIONS WHICH MAY BE SELECTED FOR USE BY THE CLIENT, OR THAT THE OPERATION OF THE SOFTWARE WILL BE SECURE OR UNINTERRUPTED. 10.3 THE TOTAL LIABILITY OF INTERWORLD AND ITS SUPPLIERS, INCLUDING BUT NOT LIMITED TO LIABILITY ARISING OUT BASED ON BREACH OF CONTRACT, TORT, BREACH OF WARRANTYSTRICT LIABILITY, OR CONDITIONS, CLAIMS BY THIRD PARTIES OR OTHERWISE, SHALL NOT IN ANY EVENT EXCEED THE UNAMORTIZED LICENSE FEES PAID BY CLIENT FOR THE SOFTWARE WHICH GAVE RISE TO THE CLAIM. INTERWORLD'S SUPPLIERS SHALL NOT BE LIABLE FOR DIRECT DAMAGES HEREUNDER AND IN NO EVENT SHALL INTERWORLD OR ITS SUPPLIERS BE LIABLE FOR LOSS OF PROFITS, LOSS OR INACCURACY OF DATA OR ANY INDIRECT, SPECIAL. INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION THE COST OF ANY SUBSTITUTE PROCUREMENT (EVEN IF SUCH PARTY HAD BEEN ADVISED OF THE POSSIBILITY THEREOF.

Warranty; Limitation of Liability. 10.1 InterWorld warrants that1. THE PROGRAM PRODUCT IS PROVIDED “AS IS” AND LICENSOR MAKES NO, for a period of ninety (90) days after receipt by Client of the Software (the "Warranty Period"), the media on which the Software is delivered will be free of defects in material and workmanship under normal use and the unmodified Software, when properly installed and used, will conform in all material respects to the Functional Specifications. Clients sole remedy in the event of non conformity of the Software, at InterWorld's, option will be replacement of the defective Software or a refund of the license fees paid for the affected Software. 10.2 THE EXPRESS WARRANTY SET FORTH IN SECTION 10.1 CONSTITUTES THE ONLY WARRANTY WITH RESPECT AND TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW HEREBY DISCLAIMS ALL, REPRESENTATIONS AND WARRANTIES FOR THE PROGRAM PRODUCTS AND THE SOFTWARE. INTERWORLD MAKES NO OTHER REPRESENTATIONS , WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION ANY WARRANTIES OF ANY KINDMERCHANTABILITY, WHETHER EXPRESS OR IMPLIED (EITHER IN FACT OR BY OPERATION OF LAW). INTERWORLD EXPRESSLY DISCLAIMS ALL WARRANTIES OF MERCHANTABILITY OR FITNESS FOR USE OR A PARTICULAR PURPOSE, AGAINST SATISFACTORY QUALITY, ACCURACY, TITLE AND NON- INFRINGEMENT, OR ARISING AND ANY WARRANTIES THAT MAY ARISE FROM COURSE OF PERFORMANCE, COURSE OF DEALING, DEALING OR USAGE OF TRADE. 2. INTERWORLD DOES NOT WARRANT THAT IN NO EVENT SHALL LICENSOR BE LIABLE FOR ANY DAMAGES ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR ANY CLAIM BY LICENSEE OR ANY THIRD PARTY ON ACCOUNT OF, OR ARISING FROM THE USE OF THE PROGRAM PRODUCT AND THE SOFTWARE IS ERROR-FREE, THAT IT WILL SUIT THE CLIENT'S APPLICATIONS OR REQUIREMENTS OR OPERATE IN THE COMBINATIONS WHICH MAY BE SELECTED FOR USE BY THE CLIENT, OR THAT THE OPERATION OF THE SOFTWARE WILL BE SECURE OR UNINTERRUPTEDLICENSEE. 10.3 THE TOTAL LIABILITY OF INTERWORLD 3. LICENSEE SHALL DISMISS, DEFEND AND HOLD HARMLESS LICENSOR AND ITS SUPPLIERSOFFICERS, BOARD DIRECTORS, SHAREHOLDERS EMPLOYEES, REPRESENTATIVES, LICENSOR, AGENTS AND SUPPLIERS FROM AND AGAINST ANY CLAIMS, DAMAGES, LOSSES, LIABILITIES, COSTS, AND EXPENSES (INCLUDING BUT NOT LIMITED TO LIABILITY REASONABLE ATTORNEYS’ FEES AND EXPENSE OF A LAWSUIT) ARISING OUT OF CONTRACT, TORT, OR RELATING TO LICENSEE’S USE OR ABUSE OF THE PROGRAM PRODUCT OR BREACH OF WARRANTY, OR CONDITIONS, CLAIMS THIS AGREEMENT BY THIRD PARTIES OR OTHERWISE, SHALL NOT IN ANY EVENT EXCEED THE UNAMORTIZED LICENSE FEES PAID BY CLIENT FOR THE SOFTWARE WHICH GAVE RISE TO THE CLAIM. INTERWORLD'S SUPPLIERS SHALL NOT BE LIABLE FOR DIRECT DAMAGES HEREUNDER AND IN NO EVENT SHALL INTERWORLD OR ITS SUPPLIERS BE LIABLE FOR LOSS OF PROFITS, LOSS OR INACCURACY OF DATA OR ANY INDIRECT, SPECIAL. INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING WITHOUT LIMITATION THE COST OF ANY SUBSTITUTE PROCUREMENT (EVEN IF SUCH PARTY HAD BEEN ADVISED OF THE POSSIBILITY THEREOFLICENSEE.