Common use of Limitation of Liability and Damages Clause in Contracts

Limitation of Liability and Damages. NEITHER CCH NOR ITS VENDORS AND LICENSORS SHALL HAVE ANY LIABILITY TO CUSTOMER OR ANY THIRD PARTY FOR ANY LOSS OF PROFITS, SALES, BUSINESS, DATA, OR OTHER INCIDENTAL, CONSEQUENTIAL, OR SPECIAL LOSS OR DAMAGE, INCLUDING EXEMPLARY AND PUNITIVE DAMAGES, OF ANY KIND OR NATURE RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, THE PRODUCT, AND ANY SERVICES RENDERED HEREUNDER. EXCLUDING CCH’S OBLIGATIONS TO INDEMNIFY CUSTOMER FOR INTELLECTUAL PROPERTY INFRINGEMENT AS PROVIDED IN SECTION 16 OR CCH’S WILFULL MISCONDUCT, THE TOTAL LIABILITY OF CCH AND ITS VENDORS AND LICENSORS TO CUSTOMER OR ANY THIRD PARTY ARISING OUT OF THIS AGREEMENT, THE PRODUCT, AND ANY SERVICES RENDERED HEREUNDER FOR ANY AND ALL CLAIMS OR TYPES OF DAMAGES SHALL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE HEREUNDER BY CUSTOMER DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE FIRST EVENT GIVING RISE TO LIABILITY. The allocations of liability in this Section 17 represent the agreed, bargained-for understanding of the parties and CCH’s compensation hereunder reflects such allocations. The limitation of liability and types of damages stated in the Agreement are intended by the parties to apply regardless of the form of lawsuit or claim a party may bring, whether in tort, contract or otherwise, and regardless of whether any limited remedy provided for in the Agreement fails of its essential purpose.

Limitation of Liability and Damages. NEITHER CCH NOR PARTY (AND, IN THE CASE OF CCH, ITS VENDORS AFFILIATES, CONSULTANTS, DISTRIBUTORS, AGENTS, SUBCONTRACTORS AND LICENSORS SHALL LICENSORS) WILL HAVE ANY LIABILITY TO CUSTOMER THE OTHER OR ANY THIRD PARTY (INCLUDING ANY CONTRACTOR, AGENT, AFFILIATE OR CLIENT OF CUSTOMER) FOR ANY LOSS OF PROFITS, SALES, BUSINESS, DATA, OR OTHER INCIDENTAL, CONSEQUENTIAL, OR SPECIAL LOSS OR DAMAGE, INCLUDING EXEMPLARY AND PUNITIVE DAMAGES, OF ANY KIND OR NATURE RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, THE PRODUCTSOFTWARE, AND SUPPORT, ELECTRONIC FILING AND/OR ANY SERVICES RENDERED PROVIDED HEREUNDER. EXCLUDING CCHTHE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY WITH RESPECT TO ANY VIOLATION OF EITHER PARTY’S OBLIGATIONS TO INDEMNIFY CUSTOMER FOR INTELLECTUAL PROPERTY INFRINGEMENT RIGHTS AS PROVIDED IN SECTION 16 OR CCH’S WILFULL MISCONDUCT, SET FORTH HEREIN. THE TOTAL LIABILITY OF CCH AND ITS VENDORS AFFILIATES, CONSULTANTS, DISTRIBUTORS, AGENTS, SUBCONTRACTORS AND LICENSORS TO CUSTOMER OR ANY THIRD PARTY RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, THE PRODUCTSOFTWARE, AND SUPPORT, ELECTRONIC FILING AND/OR ANY SERVICES RENDERED HEREUNDER PROVIDED HEREUNDER, FOR ANY AND ALL CLAIMS OR TYPES OF DAMAGES DAMAGES, SHALL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE HEREUNDER BY CUSTOMER DURING FOR THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE FIRST EVENT SOFTWARE OR SERVICES GIVING RISE TO LIABILITYSUCH CLAIM IN THE TWELVE-MONTH PERIOD PRECEDING THE DATE SUCH CLAIM OR CAUSE OF ACTION FIRST AROSE. CCH is not an insurer with regard to performance of the Software or otherwise. Customer agrees to assume the risk for: (a) all liabilities disclaimed by CCH herein, and (b) all alleged damages in excess of the amount of the limited remedy provided hereunder. The allocations of liability in this Section 17 subsection 8.4 represent the agreed, bargained-for understanding of the parties and CCH’s compensation hereunder reflects such allocations. The limitation of liability and types of damages stated in the Agreement are intended by the parties to apply regardless of the form of lawsuit or claim a party may bringTHE LIMITATION OF LIABILITY AND TYPES OF DAMAGES STATED IN THIS AGREEMENT ARE INTENDED BY THE PARTIES TO APPLY REGARDLESS OF THE FORM OF LAWSUIT OR CLAIM A PARTY MAY BRING, whether in tortWHETHER IN TORT, contract or otherwiseCONTRACT OR OTHERWISE, and regardless of whether any limited remedy provided for in the Agreement fails of its essential purposeAND REGARDLESS OF WHETHER ANY LIMITED REMEDY PROVIDED FOR IN THIS AGREEMENT FAILS OF ITS ESSENTIAL PURPOSE.

Limitation of Liability and Damages. NEITHER CCH ALTRUIST NOR ITS VENDORS SUBSIDIARIES AND LICENSORS AFFILIATES, AND THEIR VENDORS/LICENSORS, AND INFORMATION PROVIDERS SHALL HAVE ANY LIABILITY TO CUSTOMER ADVISOR OR ANY THIRD PARTY OTHER INDIVIDUAL OR ENTITY FOR ANY LOSS OF PROFITS, SALES, BUSINESS, DATA, OR OTHER INCIDENTAL, CONSEQUENTIAL, OR SPECIAL LOSS OR DAMAGE, INCLUDING EXEMPLARY AND PUNITIVE DAMAGESPUNITIVE, OF ANY KIND OR NATURE RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, INCLUDING USE OF THE PRODUCTPLATFORM, AND ANY THE SERVICES RENDERED HEREUNDEROR THE SOFTWARE. EXCLUDING CCH’S OBLIGATIONS TO INDEMNIFY CUSTOMER FOR INTELLECTUAL PROPERTY INFRINGEMENT AS PROVIDED IN SECTION 16 OR CCH’S WILFULL MISCONDUCT, THE TOTAL LIABILITY OF CCH AND ITS VENDORS AND LICENSORS THE FOREGOING ENTITIES TO CUSTOMER ADVISOR OR ANY THIRD PARTY ARISING OUT OF THIS AGREEMENTAGREEMENT OR USE OF THE PLATFORM, THE PRODUCT, AND SERVICES OR THE SOFTWARE IN CONNECTION WITH ANY SERVICES RENDERED HEREUNDER FOR ANY AND ALL CLAIMS CLAIM OR TYPES TYPE (WHETHER ARISING IN CONTRACT OR TORT) OF DAMAGES DAMAGE SHALL NOT EXCEED THE GREATER OF $10,000 OR THE TOTAL FEES PAID OR PAYABLE HEREUNDER BY CUSTOMER ADVISOR’S CLIENTS DURING THE TWELVE THREE (123) MONTHS IMMEDIATELY PRECEDING THE FIRST EVENT GIVING RISE TO THE LIABILITY. The allocations of liability in this Section 17 represent the agreedTHIS LIMITATION OF LIABILITY SHALL APPLY EVEN IF THE EXPRESS WARRANTIES SET FORTH ABOVE FAIL OF THEIR ESSENTIAL PURPOSE. NOTWITHSTANDING THE FOREGOING, bargained-for understanding of the parties and CCH’s compensation hereunder reflects such allocations. The limitation of liability and types of damages stated in the Agreement are intended by the parties to apply regardless of the form of lawsuit or claim a party may bring, whether in tort, contract or otherwise, and regardless of whether any limited remedy provided for in the Agreement fails of its essential purposeNOTHING CONTAINED IN THIS SECTION OR ELSEWHERE IN THIS AGREEMENT SHALL CONSTITUTE A WAIVER BY ADVISOR OR ANY CLIENT OF ANY OF ITS OR THEIR LEGAL RIGHTS UNDER APPLICABLE U.S. FEDERAL SECURITIES LAWS OR ANY OTHER LAWS WHOSE APPLICABILITY IS NOT PERMITTED TO BE CONTRACTUALLY WAIVED.

Limitation of Liability and Damages. NEITHER CCH NOR PARTY (AND, IN THE CASE OF CCH, ITS VENDORS AFFILIATES, CONSULTANTS, DISTRIBUTORS, AGENTS, SUBCONTRACTORS AND LICENSORS SHALL LICENSORS) WILL HAVE ANY LIABILITY TO CUSTOMER THE OTHER OR ANY THIRD PARTY (INCLUDING ANY CONTRACTOR, AGENT, AFFILIATE OR CLIENT OF CUSTOMER) FOR ANY LOSS OF PROFITS, SALES, BUSINESS, DATA, OR OTHER INCIDENTAL, CONSEQUENTIAL, OR SPECIAL LOSS OR DAMAGE, INCLUDING EXEMPLARY AND PUNITIVE DAMAGES, OF ANY KIND OR NATURE RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, THE PRODUCTAPPLICATION, AND SUPPORT AND/OR SERVICES. THE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY WITH RESPECT TO ANY SERVICES RENDERED HEREUNDER. EXCLUDING CCHVIOLATION OF EITHER PARTY’S OBLIGATIONS TO INDEMNIFY CUSTOMER FOR INTELLECTUAL PROPERTY INFRINGEMENT RIGHTS AS PROVIDED IN SECTION 16 OR CCH’S WILFULL MISCONDUCT, SET FORTH HEREIN. THE TOTAL LIABILITY OF CCH AND ITS VENDORS AFFILIATES, CONSULTANTS, DISTRIBUTORS, AGENTS, SUBCONTRACTORS AND LICENSORS TO CUSTOMER OR ANY THIRD PARTY RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, THE PRODUCTAPPLICATION, AND ANY SUPPORT AND/OR SERVICES RENDERED HEREUNDER FOR ANY AND ALL CLAIMS OR TYPES OF DAMAGES SHALL NOT EXCEED THE TOTAL FEES FOR THE APPLICATION OR SERVICES PAID OR PAYABLE HEREUNDER BY CUSTOMER DURING IN THE TWELVE (12) MONTHS IMMEDIATELY TWELVE-MONTH PERIOD PRECEDING THE DATE SUCH CLAIM OR CAUSE OF ACTION FIRST EVENT GIVING RISE TO LIABILITYAROSE. CCH is not an insurer with regard to performance of the Application. Customer agrees to assume the risk for: (a) all liabilities disclaimed by CCH herein, and (b) all alleged damages in excess of the amount of the limited remedy provided hereunder. The allocations of liability in this Section 17 subsection 8.4 represent the agreed, bargained-for understanding of the parties and CCH’s compensation hereunder reflects such allocations. The limitation of liability and types of damages stated in the Agreement are intended by the parties to apply regardless of the form of lawsuit or claim a party may bringTHE LIMITATION OF LIABILITY AND TYPES OF DAMAGES STATED IN THIS AGREEMENT ARE INTENDED BY THE PARTIES TO APPLY REGARDLESS OF THE FORM OF LAWSUIT OR CLAIM A PARTY MAY BRING, whether in tortWHETHER IN TORT, contract or otherwiseCONTRACT OR OTHERWISE, and regardless of whether any limited remedy provided for in the Agreement fails of its essential purposeAND REGARDLESS OF WHETHER ANY LIMITED REMEDY PROVIDED FOR IN THIS AGREEMENT FAILS OF ITS ESSENTIAL PURPOSE.

Limitation of Liability and Damages. NEITHER CCH NOR (a) TO THE MAXIMUM EXTENT PERMITTED BY LAW: DPT’S, ITS VENDORS AND LICENSORS SHALL HAVE ANY LIABILITY TO CUSTOMER OR ANY THIRD PARTY FOR ANY LOSS OF PROFITS, SALES, BUSINESS, DATA, SUPPLIERS’ AND THEIR RESPECTIVE RESPRESENTATIVES’ TOTAL COLLECTIVE LIABILITY ARISING UNDER OR OTHER INCIDENTAL, CONSEQUENTIAL, OR SPECIAL LOSS OR DAMAGE, INCLUDING EXEMPLARY AND PUNITIVE DAMAGES, OF ANY KIND OR NATURE RESULTING FROM OR ARISING OUT OF IN CONNECTION WITH THIS AGREEMENT, THE PRODUCT, AND ANY SERVICES RENDERED HEREUNDER. EXCLUDING CCH’S OBLIGATIONS TO INDEMNIFY CUSTOMER FOR INTELLECTUAL PROPERTY INFRINGEMENT AS PROVIDED IN SECTION 16 OR CCH’S WILFULL MISCONDUCT, THE TOTAL LIABILITY OF CCH AND ITS VENDORS AND LICENSORS TO CUSTOMER AND/OR ANY THIRD PARTY ARISING OUT OF PRODUCTS OR SERVICES DELIVERED OR FAILED TO BE DELIVERED UNDER THIS AGREEMENT, SHALL BE LIMITED TO THE PRODUCTACTUAL DIRECT DAMAGES SUFFERED BY CUSTOMER, AND ANY SERVICES RENDERED HEREUNDER NOT TO EXCEED THE AMOUNT ACTUALLY PAID BY CUSTOMER FOR ANY AND THE PRODUCT OR SERVICE GIVING RISE TO THE CLAIM. TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS OR TYPES OF DAMAGES SHALL NOT EXCEED BE LIMITED TO AN AMOUNT EQUAL TO THE TOTAL FEES ACTUALLY PAID OR PAYABLE HEREUNDER BY CUSTOMER TO DPT FOR THE SERVICES DURING THE TWELVE (12) SIX MONTHS IMMEDIATELY PRECEDING THE FIRST MOST RECENT CLAIM. IN NO EVENT GIVING RISE WILL DPT OR ITS THIRD PARTY SUPPLIERS BE LIABLE IN ANY WAY FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR AGGRAVATED DAMAGES OF ANY KIND WHATSOEVER, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF USE, DATA, INCOME, BUSINESS, PROFIT, GOODWILL, ANTICIPATED REVENUE, FAILURE TO LIABILITY. The allocations of liability in this Section 17 represent the agreedREALIZE EXPECTED SAVINGS, bargained-for understanding of the parties and CCH’s compensation hereunder reflects such allocations. The limitation of liability and types of damages stated in the Agreement are intended by the parties to apply regardless of the form of lawsuit or claim a party may bring, whether in tort, contract or otherwise, and regardless of whether any limited remedy provided for in the Agreement fails of its essential purposeOR OTHERWISE.

Limitation of Liability and Damages. NEITHER CCH NOR PARTY (AND IN THE CASE OF BABEL STREET, ITS VENDORS AFFILIATES, SUPPLIERS, AND LICENSORS SHALL LICENSORS) WILL HAVE ANY LIABILITY TO CUSTOMER THE OTHER OR ANY THIRD PARTY (INCLUDING, WITHOUT LIMITATION, ANY CONTRACTOR, AGENT, AFFILIATE OR CLIENT OF CUSTOMER) FOR ANY LOSS OF PROFITS, SALES, BUSINESS, DATA, OR OTHER INCIDENTAL, CONSEQUENTIAL, OR SPECIAL LOSS OR DAMAGE, INCLUDING EXEMPLARY AND PUNITIVE DAMAGES, OF ANY KIND OR NATURE RESULTING FROM OR ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT; PROVIDED, HOWEVER, THAT THE PRODUCTFOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY TO A PARTY’S INDEMNIFICATION OBLIGATIONS HEREUNDER, AND ANY SERVICES RENDERED HEREUNDER. EXCLUDING CCHOR A BREACH OF A PARTY’S OBLIGATIONS TO INDEMNIFY CUSTOMER FOR INTELLECTUAL PROPERTY INFRINGEMENT RIGHTS AS PROVIDED IN SECTION 16 OR CCH’S WILFULL MISCONDUCTSET FORTH HEREIN. THE CUMULATIVE, THE TOTAL AGGREGATE LIABILITY OF CCH BABEL STREET AND ITS VENDORS AFFILIATES, SUPPLIERS AND LICENSORS TO CUSTOMER OR ANY THIRD PARTY ARISING OUT OF THIS AGREEMENT, OR IN CONNECTION WITH THE PRODUCT, AND ANY SERVICES RENDERED HEREUNDER FOR ANY AND ALL CLAIMS OR TYPES OF DAMAGES AGREEMENT SHALL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE HEREUNDER BY CUSTOMER DURING UNDER THE ORDER FORM IN CONNECTION WITH WHICH SUCH CLAIM AROSE IN THE TWELVE (12) MONTHS MONTH PERIOD IMMEDIATELY PRECEDING THE FIRST EVENT GIVING RISE TO LIABILITYLIABILITY HEREUNDER. Babel Street is not an insurer with regard to performance of the Application. Customer agrees to assume the risk for: (a) all liabilities disclaimed by Babel Street contained herein, and (b) all alleged damages in excess of the amount of the limited remedy provided hereunder. The allocations of liability in this Section 17 subsection 7.4 represent the agreed, bargained-for understanding of the parties and CCHBabel Street’s compensation hereunder reflects such allocations. The limitation of liability and types of damages stated in the Agreement are intended by the parties to apply regardless of the form of lawsuit or claim a party may bringTHE LIMITATION OF LIABILITY AND TYPES OF DAMAGES STATED IN THE AGREEMENT ARE INTENDED BY THE PARTIES TO APPLY REGARDLESS OF THE FORM OF LAWSUIT OR CLAIM A PARTY MAY BRING, whether in tortWHETHER IN TORT, contract or otherwiseCONTRACT OR OTHERWISE, and regardless of whether any limited remedy provided for in the Agreement fails of its essential purposeAND REGARDLESS OF WHETHER ANY LIMITED REMEDY PROVIDED FOR IN THE AGREEMENT FAILS OF ITS ESSENTIAL PURPOSE.

Limitation of Liability and Damages. NEITHER CCH NOR PARTY (AND, IN THE CASE OF CCH, ITS VENDORS AFFILIATES, CONSULTANTS, DISTRIBUTORS, AGENTS, SUBCONTRACTORS AND LICENSORS SHALL LICENSORS) WILL HAVE ANY LIABILITY TO CUSTOMER THE OTHER OR ANY THIRD THIRD-PARTY (INCLUDING ANY CONTRACTOR, AGENT, AFFILIATE OR CLIENT OF CUSTOMER) FOR ANY LOSS OF PROFITS, SALES, BUSINESS, DATA, OR OTHER INCIDENTAL, CONSEQUENTIAL, OR SPECIAL LOSS OR DAMAGE, INCLUDING EXEMPLARY AND PUNITIVE DAMAGES, OF ANY KIND OR NATURE RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, THE PRODUCTSOFTWARE, AND SUPPORT, ELECTRONIC FILING AND/OR ANY SERVICES RENDERED PROVIDED HEREUNDER. EXCLUDING CCHTHE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY WITH RESPECT TO ANY VIOLATION OF EITHER PARTY’S OBLIGATIONS TO INDEMNIFY CUSTOMER FOR INTELLECTUAL PROPERTY INFRINGEMENT RIGHTS AS PROVIDED IN SECTION 16 OR CCH’S WILFULL MISCONDUCT, SET FORTH HEREIN. THE TOTAL LIABILITY OF CCH AND ITS VENDORS AFFILIATES, CONSULTANTS, DISTRIBUTORS, AGENTS, SUBCONTRACTORS AND LICENSORS TO CUSTOMER OR ANY THIRD THIRD-PARTY RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, THE PRODUCTSOFTWARE, AND SUPPORT, ELECTRONIC FILING AND/OR ANY SERVICES RENDERED HEREUNDER PROVIDED HEREUNDER, FOR ANY AND ALL CLAIMS OR TYPES OF DAMAGES DAMAGES, SHALL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE HEREUNDER BY CUSTOMER DURING FOR THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE FIRST EVENT SOFTWARE OR SERVICES GIVING RISE TO LIABILITYSUCH CLAIM IN THE TWELVE-MONTH PERIOD PRECEDING THE DATE SUCH CLAIM OR CAUSE OF ACTION FIRST AROSE. CCH is not an insurer with regard to performance of the Software or otherwise. Customer agrees to assume the risk for: (a) all liabilities disclaimed by CCH herein, and (b) all alleged damages in excess of the amount of the limited remedy provided hereunder. The allocations of liability in this Section 17 subsection 8.4 represent the agreed, bargained-for understanding of the parties and CCH’s compensation hereunder reflects such allocations. The limitation of liability and types of damages stated in the Agreement are intended by the parties to apply regardless of the form of lawsuit or claim a party may bringTHE LIMITATION OF LIABILITY AND TYPES OF DAMAGES STATED IN THIS AGREEMENT ARE INTENDED BY THE PARTIES TO APPLY REGARDLESS OF THE FORM OF LAWSUIT OR CLAIM A PARTY MAY BRING, whether in tortWHETHER IN TORT, contract or otherwiseCONTRACT OR OTHERWISE, and regardless of whether any limited remedy provided for in the Agreement fails of its essential purposeAND REGARDLESS OF WHETHER ANY LIMITED REMEDY PROVIDED FOR IN THIS AGREEMENT FAILS OF ITS ESSENTIAL PURPOSE.

Limitation of Liability and Damages. NEITHER CCH NOR SFS (AND ITS VENDORS AFFILIATES, CONSULTANTS, DISTRIBUTORS, AGENTS, SUBCONTRACTORS, AND LICENSORS SHALL LICENSORS) WILL HAVE ANY NO LIABILITY TO CUSTOMER THE END USER OR ANY THIRD PARTY (INCLUDING, WITHOUT LIMITATION, ANY CONTRACTOR, AGENT, AFFILIATE OR CLIENT OF END USER) FOR ANY LOSS OF PROFITS, SALES, BUSINESS, DATA, OR OTHER INCIDENTAL, CONSEQUENTIAL, OR SPECIAL LOSS OR DAMAGE, INCLUDING EXEMPLARY AND PUNITIVE DAMAGES, OF ANY KIND OR NATURE RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, AGREEMENT AND/OR THE PRODUCT, AND SOFTWARE. THE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY TO ANY SERVICES RENDERED HEREUNDER. EXCLUDING CCH’S OBLIGATIONS TO INDEMNIFY CUSTOMER FOR VIOLATION OF CCH SFS’ INTELLECTUAL PROPERTY INFRINGEMENT RIGHTS AS PROVIDED IN SECTION 16 OR CCH’S WILFULL MISCONDUCT, SET FORTH HEREIN. THE TOTAL LIABILITY OF CCH SFS (AND ITS VENDORS AFFILIATES, CONSULTANTS, DISTRIBUTORS, AGENTS, SUBCONTRACTORS, AND LICENSORS LICENSORS) TO CUSTOMER END USER OR ANY THIRD PARTY RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, AGREEMENT AND/OR THE PRODUCT, AND ANY SERVICES RENDERED HEREUNDER SOFTWARE FOR ANY AND ALL CLAIMS OR TYPES OF DAMAGES SHALL NOT EXCEED THE TOTAL FEES FOR THE SOFTWARE PAID OR PAYABLE HEREUNDER BY CUSTOMER DURING THE TWELVE END USER OR $5, WHICHEVER IS GREATER. CCH SFS is not an insurer with regard to performance of the Software. End User agrees to assume the risk for: (12a) MONTHS IMMEDIATELY PRECEDING THE FIRST EVENT GIVING RISE TO LIABILITYall liabilities disclaimed by CCH SFS contained herein, and (b) all alleged damages in excess of the amount of the limited remedy provided hereunder. The allocations of liability in this Section 17 subsection 4.2 represent the agreed, bargained-for understanding of the parties and CCHCCH SFS’s compensation hereunder reflects such allocations. The limitation of liability and types of damages stated in the Agreement are intended by the parties to apply regardless of the form of lawsuit or claim a party may bringTHE LIMITATION OF LIABILITY AND TYPES OF DAMAGES STATED IN THIS AGREEMENT ARE INTENDED BY THE PARTIES TO APPLY REGARDLESS OF THE FORM OF LAWSUIT OR CLAIM A PARTY MAY BRING, whether in tortWHETHER IN TORT, contract or otherwiseCONTRACT OR OTHERWISE, and regardless of whether any limited remedy provided for in the Agreement fails of its essential purposeAND REGARDLESS OF WHETHER ANY LIMITED REMEDY PROVIDED FOR IN THIS AGREEMENT FAILS OF ITS ESSENTIAL PURPOSE.

Limitation of Liability and Damages. NEITHER CCH 10.1 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL ON CENTER, ITS OFFICERS, EMPLOYEES, AGENTS OR AFFILIATES NOR ITS VENDORS AND LICENSORS SHALL HAVE ANYONE ELSE INVOLVED IN THE DEVELOPMENT, MANUFACTURE OR DISTRIBUTION OF THE SOFTWARE BE LIABLE FOR ANY LIABILITY TO CUSTOMER DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DIRECT OR INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES FOR PERSONAL INJURY, PERSONAL PROPERTY, LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, LOSS OF TEXT OR DATA STORED IN OR USED WITH THE SOFTWARE AND/OR ANY THIRD PARTY FOR ANY LOSS OF PROFITS, SALES, BUSINESS, DATA, RELATED SERVICES OR OTHER INCIDENTAL, CONSEQUENTIAL, CONTENT ACCESSIBLE THROUGH OR SPECIAL LOSS OR DAMAGEIN CONNECTION WITH THE SOFTWARE, INCLUDING EXEMPLARY THE COST OF RECOVERING OR REPRODUCING THE TEXT OR DATA OR ANY OTHER PECUNIARY LOSS ARISING FROM OR OUT OF THE USE OR INABILITY TO USE THE SOFTWARE, ANY RELATED SERVICES OR CONTENT ACCESSIBLE THROUGH OR IN CONNECTION WITH THE SOFTWARE AND/OR OTHERWISE. THIS LIABILITY LIMITATION APPLIES EVEN IF YOU OR ANYONE ELSE HAS ADVISED ON CENTER OR ANY OF ITS AUTHORIZED REPRESENTATIVES OF THE POSSIBILITY OF SUCH DAMAGES AND PUNITIVE EVEN IF ANY SUCH DAMAGE IS CAUSED BY, ARISES OUT OF OR RESULTS FROM THE ORDINARY, STRICT, SOLE OR CONTRIBUTORY NEGLIGENCE OF ON CENTER, ITS EMPLOYEES, AGENTS, CONTRACTORS OR AFFILIATES. SOME STATES DO NOT ALLOW THE EXCLUSION AND/OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, OF ANY KIND SO THE ABOVE LIMITATIONS OR NATURE RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, THE PRODUCT, AND ANY SERVICES RENDERED HEREUNDER. EXCLUDING CCH’S OBLIGATIONS EXCLUSIONS MAY NOT APPLY TO INDEMNIFY CUSTOMER FOR INTELLECTUAL PROPERTY INFRINGEMENT AS PROVIDED IN SECTION 16 OR CCH’S WILFULL MISCONDUCT, THE TOTAL LIABILITY OF CCH AND ITS VENDORS AND LICENSORS TO CUSTOMER OR ANY THIRD PARTY ARISING OUT OF THIS AGREEMENT, THE PRODUCT, AND ANY SERVICES RENDERED HEREUNDER FOR ANY AND ALL CLAIMS OR TYPES OF DAMAGES SHALL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE HEREUNDER BY CUSTOMER DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE FIRST EVENT GIVING RISE TO LIABILITY. The allocations of liability in this Section 17 represent the agreed, bargained-for understanding of the parties and CCH’s compensation hereunder reflects such allocations. The limitation of liability and types of damages stated in the Agreement are intended by the parties to apply regardless of the form of lawsuit or claim a party may bring, whether in tort, contract or otherwise, and regardless of whether any limited remedy provided for in the Agreement fails of its essential purposeYOU.

Limitation of Liability and Damages. NEITHER PARTY (AND, IN THE CASE OF CCH NOR SFS, ITS VENDORS AFFILIATES, CONSULTANTS, DISTRIBUTORS, AGENTS, SUBCONTRACTORS AND LICENSORS SHALL LICENSORS) WILL HAVE ANY LIABILITY TO CUSTOMER THE OTHER OR ANY THIRD PARTY (INCLUDING ANY CONTRACTOR, AGENT, AFFILIATE OR CLIENT OF CUSTOMER) FOR ANY LOSS OF PROFITS, SALES, BUSINESS, DATA, OR OTHER INCIDENTAL, CONSEQUENTIAL, OR SPECIAL LOSS OR DAMAGE, INCLUDING EXEMPLARY AND PUNITIVE DAMAGES, OF ANY KIND OR NATURE RESULTING FROM OR ARISING OUT OF THIS AGREEMENTAGREEMENT (OR ITS SUBJECT MATTER UNDER ANY LEGAL OR EQUITABLE THEORY), THE PRODUCTPRODUCT(S), AND SUPPORT, ELECTRONIC FILING AND/OR ANY SERVICES RENDERED PROVIDED HEREUNDER. EXCLUDING CCHTHE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY WITH RESPECT TO ANY VIOLATION OF EITHER PARTY’S OBLIGATIONS TO INDEMNIFY CUSTOMER FOR INTELLECTUAL PROPERTY INFRINGEMENT RIGHTS AS PROVIDED IN SECTION 16 OR CCH’S WILFULL MISCONDUCT, SET FORTH HEREIN. THE TOTAL LIABILITY OF CCH SFS AND ITS VENDORS AFFILIATES, CONSULTANTS, DISTRIBUTORS, AGENTS, SUBCONTRACTORS AND LICENSORS TO CUSTOMER OR ANY THIRD PARTY RESULTING FROM OR ARISING OUT OF THIS AGREEMENTAGREEMENT (OR ITS SUBJECT MATTER UNDER ANY LEGAL OR EQUITABLE THEORY), THE PRODUCTPRODUCT(S), AND SUPPORT, ELECTRONIC FILING AND/OR ANY SERVICES RENDERED HEREUNDER PROVIDED HEREUNDER, FOR ANY AND ALL CLAIMS OR TYPES OF DAMAGES DAMAGES, SHALL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE HEREUNDER BY CUSTOMER DURING FOR THE TWELVE (12PRODUCT(S) MONTHS IMMEDIATELY PRECEDING THE FIRST EVENT OR SERVICES GIVING RISE TO LIABILITYSUCH CLAIM IN THE TWELVE- MONTH PERIOD PRECEDING THE DATE SUCH CLAIM OR CAUSE OF ACTION FIRST AROSE. CCH SFS is not an insurer with regard to performance of the Product(s) or otherwise. Customer agrees to assume the risk for: (a) all liabilities disclaimed by CCH SFS herein, and (b) all alleged damages in excess of the amount of the limited remedy provided hereunder. The allocations of liability in this Section 17 subsection 8.4 represent the agreed, bargained-for understanding of the parties and CCH’s CCH SFS’ compensation hereunder reflects such allocations. The limitation of liability and types of damages stated in the Agreement are intended by the parties to apply regardless of the form of lawsuit or claim a party may bringTHE LIMITATION OF LIABILITY AND TYPES OF DAMAGES STATED IN THIS AGREEMENT ARE INTENDED BY THE PARTIES TO APPLY REGARDLESS OF THE FORM OF LAWSUIT OR CLAIM A PARTY MAY BRING, whether in tortWHETHER IN TORT, contract or otherwiseCONTRACT OR OTHERWISE, and regardless of whether any limited remedy provided for in the Agreement fails of its essential purposeAND REGARDLESS OF WHETHER ANY LIMITED REMEDY PROVIDED FOR IN THIS AGREEMENT FAILS OF ITS ESSENTIAL PURPOSE.

Limitation of Liability and Damages. NEITHER CCH NOR PARTY (AND, IN THE CASE OF CCH, ITS VENDORS AFFILIATES, CONSULTANTS, DISTRIBUTORS, AGENTS, SUBCONTRACTORS AND LICENSORS SHALL LICENSORS) WILL HAVE ANY LIABILITY TO CUSTOMER THE OTHER OR ANY THIRD THIRD-PARTY (INCLUDING ANY CONTRACTOR, AGENT, AFFILIATE OR CLIENT OF CUSTOMER) FOR ANY LOSS OF PROFITS, SALES, BUSINESS, DATA, OR OTHER INCIDENTAL, CONSEQUENTIAL, OR SPECIAL LOSS OR DAMAGE, INCLUDING EXEMPLARY AND PUNITIVE DAMAGES, OF ANY KIND OR NATURE RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, THE PRODUCTAPPLICATION, AND SUPPORT AND/OR SERVICES. THE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY WITH RESPECT TO ANY SERVICES RENDERED HEREUNDER. EXCLUDING CCHVIOLATION OF EITHER PARTY’S OBLIGATIONS TO INDEMNIFY CUSTOMER FOR INTELLECTUAL PROPERTY INFRINGEMENT RIGHTS AS PROVIDED IN SECTION 16 OR CCH’S WILFULL MISCONDUCT, SET FORTH HEREIN. THE TOTAL LIABILITY OF CCH AND ITS VENDORS AFFILIATES, CONSULTANTS, DISTRIBUTORS, AGENTS, SUBCONTRACTORS AND LICENSORS TO CUSTOMER OR ANY THIRD THIRD-PARTY RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, THE PRODUCTAPPLICATION, AND ANY SUPPORT AND/OR SERVICES RENDERED HEREUNDER FOR ANY AND ALL CLAIMS OR TYPES OF DAMAGES SHALL NOT EXCEED THE TOTAL FEES FOR THE APPLICATION OR SERVICES PAID OR PAYABLE HEREUNDER BY CUSTOMER DURING IN THE TWELVE (12) MONTHS IMMEDIATELY TWELVE-MONTH PERIOD PRECEDING THE DATE SUCH CLAIM OR CAUSE OF ACTION FIRST EVENT GIVING RISE TO LIABILITYAROSE. CCH is not an insurer with regard to performance of the Application. Customer agrees to assume the risk for: (a) all liabilities disclaimed by CCH herein, and (b) all alleged damages in excess of the amount of the limited remedy provided hereunder. The allocations of liability in this Section 17 subsection 8.4 represent the agreed, bargained-for understanding of the parties and CCH’s compensation hereunder reflects such allocations. The limitation of liability and types of damages stated in the Agreement are intended by the parties to apply regardless of the form of lawsuit or claim a party may bringTHE LIMITATION OF LIABILITY AND TYPES OF DAMAGES STATED IN THIS AGREEMENT ARE INTENDED BY THE PARTIES TO APPLY REGARDLESS OF THE FORM OF LAWSUIT OR CLAIM A PARTY MAY BRING, whether in tortWHETHER IN TORT, contract or otherwiseCONTRACT OR OTHERWISE, and regardless of whether any limited remedy provided for in the Agreement fails of its essential purposeAND REGARDLESS OF WHETHER ANY LIMITED REMEDY PROVIDED FOR IN THIS AGREEMENT FAILS OF ITS ESSENTIAL PURPOSE.

Limitation of Liability and Damages. NEITHER CCH NOR YOU AGREE NOT TO HOLD INTUIT AND ITS VENDORS AFFILIATES LIABLE FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF YOUR USE OF THE SERVICE. ADDITIONALLY, EXCEPT FOR THE REIMBURSEMENT FOR ADVICE ERRORS DESCRIBED ABOVE, YOUR EXCLUSIVE REMEDY AND LICENSORS THE ENTIRE LIABILITY OF INTUIT AND ITS REPRESENTATIVES FOR ANY REASON SHALL BE LIMITED TO THE AMOUNT PAID BY YOU FOR THE SERVICE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, INTUIT AND ITS AFFILIATES ARE NOT LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS, LOSS, CORRUPTION OR THEFT OF DATA, LOSS OF PROFITS OR INVESTMENT, OR THE LIKE), WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, PRODUCT LIABILITY OR OTHERWISE, EVEN IF INTUIT OR ITS AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. IN NO EVENT DOES INTUIT ASSUME ANY LIABILITY TO CUSTOMER OR ANY THIRD PARTY FOR ANY LOSS OF PROFITS, SALES, BUSINESS, DATA, OR OTHER INCIDENTAL, CONSEQUENTIAL, OR SPECIAL LOSS OR DAMAGE, INCLUDING EXEMPLARY AND PUNITIVE DAMAGES, OF ANY KIND OR NATURE RESULTING FROM OR THAN YOU ARISING OUT OF THIS AGREEMENTYOUR USE OF THE SERVICE. Some Provinces do not allow the limitation and/or exclusion of liability for incidental or consequential damages, THE PRODUCT, AND ANY SERVICES RENDERED HEREUNDER. EXCLUDING CCH’S OBLIGATIONS TO INDEMNIFY CUSTOMER FOR INTELLECTUAL PROPERTY INFRINGEMENT AS PROVIDED IN SECTION 16 OR CCH’S WILFULL MISCONDUCT, THE TOTAL LIABILITY OF CCH AND ITS VENDORS AND LICENSORS TO CUSTOMER OR ANY THIRD PARTY ARISING OUT OF THIS AGREEMENT, THE PRODUCT, AND ANY SERVICES RENDERED HEREUNDER FOR ANY AND ALL CLAIMS OR TYPES OF DAMAGES SHALL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE HEREUNDER BY CUSTOMER DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE FIRST EVENT GIVING RISE TO LIABILITYso the above limitation or exclusion may not apply to you. The allocations limitations of damages or liability and the disclaimers of warranties set forth in this Section 17 represent the agreed, bargained-for understanding Agreement are fundamental elements of the parties basis of the bargain between Intuit and CCH’s compensation hereunder reflects you. You acknowledge and agree that Intuit would not be able to provide the Service on an economic basis without such allocationslimitations and that Intuit has set its prices for the Service in reliance upon such limitations of damages and liability and disclaimers of warranties. The limitation details of liability and types of damages stated in the Agreement Intuit's online privacy promise are intended by the parties to apply regardless of the form of lawsuit or claim a party may bring, whether in tort, contract or otherwise, and regardless of whether any limited remedy provided for in the Agreement fails of its essential purposeavailable here.

Limitation of Liability and Damages. NEITHER CCH NOR PARTY (AND, IN THE CASE OF WKFS, ITS VENDORS AFFILIATES, CONSULTANTS, DISTRIBUTORS, AGENTS, SUBCONTRACTORS AND LICENSORS SHALL LICENSORS) WILL HAVE ANY LIABILITY TO CUSTOMER THE OTHER OR ANY THIRD PARTY (INCLUDING ANY CONTRACTOR, AGENT, AFFILIATE OR CLIENT OF CUSTOMER) FOR ANY LOSS OF PROFITS, SALES, BUSINESS, DATA, OR OTHER INCIDENTAL, CONSEQUENTIAL, OR SPECIAL LOSS OR DAMAGE, INCLUDING EXEMPLARY AND PUNITIVE DAMAGES, OF ANY KIND OR NATURE RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, THE PRODUCTAPPLICATION, AND SUPPORT AND/OR SERVICES. THE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY WITH RESPECT TO ANY SERVICES RENDERED HEREUNDER. EXCLUDING CCHVIOLATION OF EITHER PARTY’S OBLIGATIONS TO INDEMNIFY CUSTOMER FOR INTELLECTUAL PROPERTY INFRINGEMENT RIGHTS AS PROVIDED IN SECTION 16 OR CCH’S WILFULL MISCONDUCT, SET FORTH HEREIN. THE TOTAL LIABILITY OF CCH WKFS AND ITS VENDORS AFFILIATES, CONSULTANTS, DISTRIBUTORS, AGENTS, SUBCONTRACTORS AND LICENSORS TO CUSTOMER OR ANY THIRD PARTY RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, THE PRODUCTAPPLICATION, AND ANY SUPPORT AND/OR SERVICES RENDERED HEREUNDER FOR ANY AND ALL CLAIMS OR TYPES OF DAMAGES SHALL NOT EXCEED THE TOTAL FEES FOR THE APPLICATION OR SERVICES PAID OR PAYABLE HEREUNDER BY CUSTOMER DURING IN THE TWELVE (12) MONTHS IMMEDIATELY TWELVE-MONTH PERIOD PRECEDING THE DATE SUCH CLAIM OR CAUSE OF ACTION FIRST EVENT GIVING RISE TO LIABILITYAROSE. WKFS is not an insurer with regard to performance of the Application. Customer agrees to assume the risk for: (a) all liabilities disclaimed by WKFS herein, and (b) all alleged damages in excess of the amount of the limited remedy provided hereunder. The allocations of liability in this Section 17 subsection 8.4 represent the agreed, bargained-for understanding of the parties and CCHWKFS’s compensation hereunder reflects such allocations. The limitation of liability and types of damages stated in the Agreement are intended by the parties to apply regardless of the form of lawsuit or claim a party may bringTHE LIMITATION OF LIABILITY AND TYPES OF DAMAGES STATED IN THIS AGREEMENT ARE INTENDED BY THE PARTIES TO APPLY REGARDLESS OF THE FORM OF LAWSUIT OR CLAIM A PARTY MAY BRING, whether in tortWHETHER IN TORT, contract or otherwiseCONTRACT OR OTHERWISE, and regardless of whether any limited remedy provided for in the Agreement fails of its essential purposeAND REGARDLESS OF WHETHER ANY LIMITED REMEDY PROVIDED FOR IN THIS AGREEMENT FAILS OF ITS ESSENTIAL PURPOSE.

Limitation of Liability and Damages. NEITHER PARTY (AND, IN THE CASE OF CCH NOR SFS, ITS VENDORS AFFILIATES, CONSULTANTS, DISTRIBUTORS, AGENTS, SUBCONTRACTORS AND LICENSORS SHALL LICENSORS) WILL HAVE ANY LIABILITY TO CUSTOMER THE OTHER OR ANY THIRD PARTY (INCLUDING ANY CONTRACTOR, AGENT, AFFILIATE OR CLIENT OF CUSTOMER) FOR ANY LOSS OF PROFITS, SALES, BUSINESS, DATA, OR OTHER INCIDENTAL, CONSEQUENTIAL, OR SPECIAL LOSS OR DAMAGE, INCLUDING EXEMPLARY AND PUNITIVE DAMAGES, OF ANY KIND OR NATURE RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, THE PRODUCTHOSTED APPLICATION, AND SUPPORT AND/OR SERVICES. THE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY WITH RESPECT TO ANY SERVICES RENDERED HEREUNDER. EXCLUDING CCHVIOLATION OF EITHER PARTY’S OBLIGATIONS TO INDEMNIFY CUSTOMER FOR INTELLECTUAL PROPERTY INFRINGEMENT RIGHTS AS PROVIDED IN SECTION 16 OR CCH’S WILFULL MISCONDUCT, SET FORTH HEREIN. THE TOTAL LIABILITY OF CCH SFS AND ITS VENDORS AFFILIATES, CONSULTANTS, DISTRIBUTORS, AGENTS, SUBCONTRACTORS AND LICENSORS TO CUSTOMER OR ANY THIRD PARTY RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, THE PRODUCTHOSTED APPLICATION, AND ANY SUPPORT AND/OR SERVICES RENDERED HEREUNDER FOR ANY AND ALL CLAIMS OR TYPES OF DAMAGES SHALL NOT EXCEED THE TOTAL FEES FOR THE HOSTED APPLICATION OR SERVICES PAID OR PAYABLE HEREUNDER BY CUSTOMER DURING IN THE TWELVE (12) MONTHS IMMEDIATELY TWELVE-MONTH PERIOD PRECEDING THE DATE SUCH CLAIM OR CAUSE OF ACTION FIRST EVENT GIVING RISE TO LIABILITYAROSE. CCH SFS is not an insurer with regard to performance of the Hosted Application. Customer agrees to assume the risk for: (a) all liabilities disclaimed by CCH SFS herein, and (b) all alleged damages in excess of the amount of the limited remedy provided hereunder. The allocations of liability in this Section 17 subsection 8.4 represent the agreed, bargained-for understanding of the parties and CCH’s CCH SFS’ compensation hereunder reflects such allocations. The limitation of liability and types of damages stated in the Agreement are intended by the parties to apply regardless of the form of lawsuit or claim a party may bringTHE LIMITATION OF LIABILITY AND TYPES OF DAMAGES STATED IN THIS AGREEMENT ARE INTENDED BY THE PARTIES TO APPLY REGARDLESS OF THE FORM OF LAWSUIT OR CLAIM A PARTY MAY BRING, whether in tortWHETHER IN TORT, contract or otherwiseCONTRACT OR OTHERWISE, and regardless of whether any limited remedy provided for in the Agreement fails of its essential purposeAND REGARDLESS OF WHETHER ANY LIMITED REMEDY PROVIDED FOR IN THIS AGREEMENT FAILS OF ITS ESSENTIAL PURPOSE.

Limitation of Liability and Damages. NEITHER CCH NOR ITS VENDORS AND LICENSORS SHALL HAVE ANY LIABILITY TO CUSTOMER OR ANY THIRD PARTY You acknowledge that the operation and availability of the communications systems used for accessing and interacting with the Services or to transmit information to the taxing authorities (e.g., the public telephone, computer networks and the Internet) can be unpredictable and may, from time to time, interfere with or prevent access to Services or their operation. TaxSlayer is not in any way responsible for any such interference with or prevention of your use of or access to Services. YOU AGREE THAT YOU WILL NOT HOLD TAXSLAYER LIABLE FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF PROFITSYOUR PARTICIPATION IN THIRD PARTY SERVICES. ADDITIONALLY, SALESEXCEPT FOR THE ABOVE REIMBURSEMENT FOR CALCULATION ERRORS, YOUR EXCLUSIVE REMEDY AND THE ENTIRE LIABILITY OF TAXSLAYER AND THE PARTICIPATING PARTIES FOR ANY REASON SHALL BE LIMITED TO THE AMOUNT PAID BY YOU FOR THE SERVICES OR THE THIRD PARTY SERVICES, AS APPLICABLE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, TAXSLAYER AND THE PARTICIPATING PARTIES ARE NOT LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS, LOSS OF DATA, LOSS OF PROFITS OR OTHER INCIDENTALINVESTMENT OR THE LIKE), CONSEQUENTIALWHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR SPECIAL LOSS OTHERWISE, EVEN IF TaxSlayer OR DAMAGETHE PARTICIPATING PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. Some states do not allow the limitation and/or exclusion of liability for incidental or consequential damages, INCLUDING EXEMPLARY so the above limitation or exclusion may not apply to you. The limitations of damages or liability set forth in this Agreement are fundamental elements of the basis of the bargain between TaxSlayer and you. You acknowledge and agree that TaxSlayer would not be able to provide this product on an economic basis without such limitations. DISPUTE RESOLUTION WE HOPE TO MAKE YOU A HAPPY CUSTOMER, BUT IF THERE'S AN ISSUE THAT NEEDS TO BE RESOLVED, THIS SECTION OUTLINES WHAT'S EXPECTED OF BOTH OF US. YOU AND PUNITIVE DAMAGESTAXSLAYER BOTH AGREE TO RESOLVE DISPUTES ONLY BY ARBITRATION. YOU UNDERSTAND AND AGREE THAT IN SUCH ARBITRATION YOU ARE LIMITED TO THE LIMITATIONS, REMEDIES AND DAMAGES OTHERWISE SET OUT IN THIS AGREEMENT. YOU UNDERSTAND THAT BY THIS AGREEMENT YOU ARE GIVING UP THE RIGHT TO BRING A CLAIM IN COURT OR IN FRONT OF ANY KIND OR NATURE RESULTING FROM OR ARISING OUT OF A JURY. WHILE THE PROCEDURES MAY BE DIFFERENT, AN ARBITRATOR CAN AWARD YOU THE SAME DAMAGES AND RELIEF, AND MUST HONOR THE SAME TERMS IN THIS AGREEMENT, AS A COURT WOULD. IF THE PRODUCTLAW ALLOWS FOR AN AWARD OF ATTORNEYS' FEES, AND ANY SERVICES RENDERED HEREUNDERAN ARBITRATOR CAN AWARD THEM TOO. EXCLUDING CCH’S OBLIGATIONS TO INDEMNIFY CUSTOMER FOR INTELLECTUAL PROPERTY INFRINGEMENT AS PROVIDED IN SECTION 16 OR CCH’S WILFULL MISCONDUCT, THE TOTAL LIABILITY OF CCH AND ITS VENDORS AND LICENSORS TO CUSTOMER OR ANY THIRD PARTY ARISING OUT OF THIS AGREEMENT, THE PRODUCT, AND ANY SERVICES RENDERED HEREUNDER FOR ANY AND ALL CLAIMS OR TYPES OF DAMAGES SHALL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE HEREUNDER BY CUSTOMER DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE FIRST EVENT GIVING RISE TO LIABILITY. The allocations of liability in this Section 17 represent the agreed, bargained-for understanding of the parties and CCH’s compensation hereunder reflects such allocations. The limitation of liability and types of damages stated in the Agreement are intended by the parties to apply regardless of the form of lawsuit or claim a party may bring, whether in tort, contract or otherwise, and regardless of whether any limited remedy provided for in the Agreement fails of its essential purpose.WE ALSO BOTH AGREE THAT:

Limitation of Liability and Damages. NEITHER CCH NOR PARTY (AND, IN THE CASE OF PUBLISHER, ITS VENDORS AFFILIATES, CONSULTANTS, DISTRIBUTORS, AGENTS, SUBCONTRACTORS AND LICENSORS SHALL LICENSORS) WILL HAVE ANY LIABILITY TO CUSTOMER THE OTHER OR ANY THIRD PARTY (INCLUDING ANY CONTRACTOR, AGENT, AFFILIATE OR CLIENT OF CUSTOMER) FOR ANY LOSS OF PROFITS, SALES, BUSINESS, DATA, OR OTHER INCIDENTAL, CONSEQUENTIAL, OR SPECIAL LOSS OR DAMAGE, INCLUDING EXEMPLARY AND PUNITIVE DAMAGES, OF ANY KIND OR NATURE RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, THE PRODUCTSOFTWARE, AND SUPPORT, AND/OR ANY SERVICES RENDERED PROVIDED HEREUNDER. EXCLUDING CCHTHE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY WITH RESPECT TO ANY VIOLATION OF EITHER PARTY’S OBLIGATIONS TO INDEMNIFY CUSTOMER FOR INTELLECTUAL PROPERTY INFRINGEMENT RIGHTS AS PROVIDED IN SECTION 16 OR CCH’S WILFULL MISCONDUCT, SET FORTH HEREIN. THE TOTAL LIABILITY OF CCH PUBLISHER AND ITS VENDORS AFFILIATES, CONSULTANTS, DISTRIBUTORS, AGENTS, SUBCONTRACTORS AND LICENSORS TO CUSTOMER OR ANY THIRD PARTY RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, THE PRODUCTSOFTWARE, AND SUPPORT, AND/OR ANY SERVICES RENDERED HEREUNDER PROVIDED HEREUNDER, FOR ANY AND ALL CLAIMS OR TYPES OF DAMAGES DAMAGES, SHALL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE HEREUNDER BY CUSTOMER DURING FOR THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE FIRST EVENT SOFTWARE OR SERVICES GIVING RISE TO LIABILITYSUCH CLAIM IN THE TWELVE-MONTH PERIOD PRECEDING THE DATE SUCH CLAIM OR CAUSE OF ACTION FIRST AROSE. The allocations of liability in this Section 17 represent the agreed, bargained-for understanding Publisher is not an insurer with regard to performance of the parties and CCH’s compensation hereunder reflects such allocations. The limitation of liability and types of damages stated in the Agreement are intended by the parties to apply regardless of the form of lawsuit or claim a party may bring, whether in tort, contract Software or otherwise. Customer agrees to assume the risk for: (a) all liabilities disclaimed by Publisher herein, and regardless of whether any limited remedy provided for in the Agreement fails of its essential purpose.and

Limitation of Liability and Damages. NEITHER CCH NOR ITS VENDORS AND LICENSORS IN NO EVENT SHALL HAVE A DISCLAIMING ENTITY (AS DEFINED ABOVE) BE LIABLE FOR ANY LIABILITY TO CUSTOMER LOST PROFITS, LOSS OF DATA, OR ANY THIRD PARTY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES ARISING OUT OF, IN CONNECTION WITH, OR RELATING TO THIS AGREEMENT OR THE PAYMENTS SERVICES, INCLUDING, WITHOUT LIMITATION, THE USE OF, INABILITY TO USE, OR UNAVAILABILITY OF THE PAYMENTS SERVICES. UNDER NO CIRCUMSTANCES WILL ANY OF THE DISCLAIMING ENTITIES BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE PAYMENTS SERVICES OR YOUR PAYMENTS ACCOUNT, OR THE INFORMATION CONTAINED THEREIN. THE DISCLAIMING ENTITIES ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY: (I) PERSONAL INJURY OR PROPERTY DAMAGE OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF THE PAYMENTS SERVICES; (II) ANY UNAUTHORIZED ACCESS TO OR USE OF SERVERS USED IN CONNECTION WITH THE PAYMENTS SERVICES AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (III) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE PAYMENTS SERVICES; (IV) ANY SOFTWARE BUGS, VIRUSES, TROJAN HORSES, OR OTHER HARMFUL CODE THAT MAY BE TRANSMITTED TO OR THROUGH THE PAYMENTS SERVICES; (V) ANY ERRORS, INACCURACIES OR OMISSIONS IN ANY CONTENT OR INFORMATION, FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF PROFITSTHE USE OF ANY CONTENT OR INFORMATION, SALESIN EACH CASE POSTED, BUSINESSEMAILED, DATASTORED, TRANSMITTED, OR OTHER INCIDENTALOTHERWISE MADE AVAILABLE THROUGH THE PAYMENTS SERVICES; AND/OR (VI) USER CONTENT OR THE DEFAMATORY, CONSEQUENTIALOFFENSIVE, OR SPECIAL LOSS OR DAMAGEILLEGAL CONDUCT OF ANY THIRD PARTY. WITHOUT LIMITING THE FOREGOING PROVISIONS OF THIS SECTION, INCLUDING EXEMPLARY AND PUNITIVE THE DISCLAIMING ENTITIES’ CUMULATIVE LIABILITY TO YOU SHALL BE LIMITED TO DIRECT DAMAGES, OF ANY KIND OR NATURE RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, THE PRODUCT, AND ANY SERVICES RENDERED HEREUNDER. EXCLUDING CCH’S OBLIGATIONS TO INDEMNIFY CUSTOMER FOR INTELLECTUAL PROPERTY INFRINGEMENT AS PROVIDED IN SECTION 16 OR CCH’S WILFULL MISCONDUCT, THE TOTAL LIABILITY OF CCH AND ITS VENDORS AND LICENSORS TO CUSTOMER OR ANY THIRD PARTY ARISING OUT OF THIS AGREEMENT, THE PRODUCT, AND ANY SERVICES RENDERED HEREUNDER FOR ANY AND ALL CLAIMS OR TYPES OF DAMAGES EVENTS SHALL NOT EXCEED IN THE TOTAL AGGREGATE THE AMOUNT OF FEES PAID OR PAYABLE HEREUNDER BY CUSTOMER YOU TO SMARTPAYMENTS DURING THE TWELVE THREE (123) MONTHS MONTH PERIOD IMMEDIATELY PRECEDING THE FIRST EVENT GIVING RISE TO THE CLAIM FOR LIABILITY. The allocations of liability in this Section 17 represent the agreedTHIS LIMITATION OF LIABILITY SECTION APPLIES REGARDLESS OF THE LEGAL THEORY ON WHICH THE CLAIM IS BASED, bargained-for understanding of the parties and CCH’s compensation hereunder reflects such allocationsINCLUDING, WITHOUT LIMITATION, CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER BASIS. THE LIMITATIONS APPLY EVEN IF SMARTPAYMENTS OR THE PROCESSOR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THE PROVISIONS OF THIS SECTION SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION. The limitation Payments Services are controlled and operated from facilities in Estonia. We make no representations that the Payments Services are appropriate or available for use in other locations. Those who access or use the Payments Services from other jurisdictions do so at their own volition and are entirely responsible for compliance with all applicable foreign and local laws and regulations, including, but not limited to, export and import regulations. You may not use the Payments Services if you are a resident of liability and types of damages stated in the Agreement a sanctioned country or are intended by the parties to apply regardless of the form of lawsuit a foreign person or claim a party may bring, whether in tort, contract entity blocked or otherwise, and regardless of whether any limited remedy provided for in the Agreement fails of its essential purposedenied.

Limitation of Liability and Damages. NEITHER CCH NOR PARTY (AND, IN THE CASE OF CCH, ITS VENDORS AFFILIATES, CONSULTANTS, DISTRIBUTORS, AGENTS, SUBCONTRACTORS AND LICENSORS SHALL LICENSORS) WILL HAVE ANY LIABILITY TO CUSTOMER THE OTHER OR ANY THIRD PARTY (INCLUDING ANY CONTRACTOR, AGENT, AFFILIATE OF CUSTOMER) FOR ANY LOSS OF PROFITS, SALES, BUSINESS, DATA, OR OTHER INCIDENTAL, CONSEQUENTIAL, OR SPECIAL LOSS OR DAMAGE, INCLUDING EXEMPLARY AND PUNITIVE DAMAGES, OF ANY KIND OR NATURE RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, THE PRODUCTSOFTWARE, AND SUPPORT, ELECTRONIC FILING AND/OR ANY SERVICES RENDERED PROVIDED HEREUNDER. EXCLUDING CCHTHE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY WITH RESPECT TO ANY VIOLATION OF EITHER PARTY’S OBLIGATIONS TO INDEMNIFY CUSTOMER FOR INTELLECTUAL PROPERTY INFRINGEMENT RIGHTS AS PROVIDED IN SECTION 16 OR CCH’S WILFULL MISCONDUCT, SET FORTH HEREIN. THE TOTAL LIABILITY OF CCH AND ITS VENDORS AFFILIATES, CONSULTANTS, DISTRIBUTORS, AGENTS, SUBCONTRACTORS AND LICENSORS TO CUSTOMER OR ANY THIRD PARTY RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, THE PRODUCTSOFTWARE, AND SUPPORT, ELECTRONIC FILING AND/OR ANY SERVICES RENDERED HEREUNDER PROVIDED HEREUNDER, FOR ANY AND ALL CLAIMS OR TYPES OF DAMAGES DAMAGES, SHALL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE HEREUNDER BY CUSTOMER DURING FOR THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE FIRST EVENT SOFTWARE OR SERVICES GIVING RISE TO LIABILITYSUCH CLAIM IN THE TWELVE-MONTH PERIOD PRECEDING THE DATE SUCH CLAIM OR CAUSE OF ACTION FIRST AROSE. CCH is not an insurer with regard to performance of the Software or otherwise. Customer agrees to assume the risk for: (a) all liabilities disclaimed by CCH herein, and (b) all alleged damages in excess of the amount of the limited remedy provided hereunder. The allocations of liability in this Section 17 subsection 8.4 represent the agreed, bargained-for understanding of the parties and CCH’s compensation hereunder reflects such allocations. The limitation of liability and types of damages stated in the Agreement are intended by the parties to apply regardless of the form of lawsuit or claim a party may bringTHE LIMITATION OF LIABILITY AND TYPES OF DAMAGES STATED IN THIS AGREEMENT ARE INTENDED BY THE PARTIES TO APPLY REGARDLESS OF THE FORM OF LAWSUIT OR CLAIM A PARTY MAY BRING, whether in tortWHETHER IN TORT, contract or otherwiseCONTRACT OR OTHERWISE, and regardless of whether any limited remedy provided for in the Agreement fails of its essential purposeAND REGARDLESS OF WHETHER ANY LIMITED REMEDY PROVIDED FOR IN THIS AGREEMENT FAILS OF ITS ESSENTIAL PURPOSE.

Limitation of Liability and Damages. NEITHER CCH NOR YOU AGREE NOT TO HOLD INTUIT AND ITS VENDORS AFFILIATES LIABLE FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF YOUR USE OF THE SERVICE. ADDITIONALLY, EXCEPT FOR THE REIMBURSEMENT FOR ADVICE ERRORS DESCRIBED ABOVE WHICH IS YOUR EXCLUSIVE REMEDY, INTUIT AND LICENSORS SHALL ITS REPRESENTATIVES ASSUME NO LIABILITY FOR ANY REASON RELATED TO THE SERVICE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, INTUIT AND ITS AFFILIATES ARE NOT LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS, LOSS, CORRUPTION OR THEFT OF DATA, LOSS OF PROFITS OR INVESTMENT, OR THE LIKE), WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, PRODUCT LIABILITY OR OTHERWISE, EVEN IF INTUIT OR ITS AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. IN NO EVENT DOES INTUIT ASSUME ANY LIABILITY TO CUSTOMER OR ANY THIRD PARTY FOR ANY LOSS OF PROFITS, SALES, BUSINESS, DATA, OR OTHER INCIDENTAL, CONSEQUENTIAL, OR SPECIAL LOSS OR DAMAGE, INCLUDING EXEMPLARY AND PUNITIVE DAMAGES, OF ANY KIND OR NATURE RESULTING FROM OR THAN YOU ARISING OUT OF THIS AGREEMENTYOUR USE OF THE SERVICE. Some provinces do not allow the limitation and/or exclusion of liability for incidental or consequential damages, THE PRODUCT, AND ANY SERVICES RENDERED HEREUNDER. EXCLUDING CCH’S OBLIGATIONS TO INDEMNIFY CUSTOMER FOR INTELLECTUAL PROPERTY INFRINGEMENT AS PROVIDED IN SECTION 16 OR CCH’S WILFULL MISCONDUCT, THE TOTAL LIABILITY OF CCH AND ITS VENDORS AND LICENSORS TO CUSTOMER OR ANY THIRD PARTY ARISING OUT OF THIS AGREEMENT, THE PRODUCT, AND ANY SERVICES RENDERED HEREUNDER FOR ANY AND ALL CLAIMS OR TYPES OF DAMAGES SHALL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE HEREUNDER BY CUSTOMER DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE FIRST EVENT GIVING RISE TO LIABILITYso the above limitation or exclusion may not apply to you. The allocations limitations of damages or liability and the disclaimers of warranties set forth in this Section 17 represent the agreed, bargained-for understanding Agreement are fundamental elements of the parties basis of the bargain between Intuit and CCH’s compensation hereunder reflects you. You acknowledge and agree that Intuit would not be able to provide the Service on an economic basis without such allocationslimitations and that Intuit provides the Service in reliance upon such limitations of damages and liability and disclaimers of warranties. The limitation details of liability and types of damages stated in the Agreement Intuit's privacy statement are intended by the parties to apply regardless of the form of lawsuit or claim a party may bring, whether in tort, contract or otherwise, and regardless of whether any limited remedy provided for in the Agreement fails of its essential purpose.available at: xxxx://xxx.xxxxxx.xx/about-intuit- canada/info/privacy-policy.jsp

Limitation of Liability and Damages. NEITHER CCH NOR ITS VENDORS AND LICENSORS TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. IN NO EVENT SHALL HAVE A DISCLAIMING ENTITY (AS DEFINED IN XXXXXXX 0 XXXXX) XX LIABLE FOR ANY LIABILITY TO CUSTOMER ACT OR OMISSION (INCLUDING NEGLIGENCE) THAT RESULTS IN ANY DIRECT OR INDIRECT LOST PROFITS, LOSS OF DATA, OR ANY THIRD PARTY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES ARISING OUT OF, IN CONNECTION WITH OR RELATING TO THIS AGREEMENT OR THE SERVICES, INCLUDING WITHOUT LIMITATION THE USE OF, INABILITY TO USE, OR UNAVAILABILITY OF THE PAYMENT SERVICE. UNDER NO CIRCUMSTANCES WILL ANY OF THE DISCLAIMING ENTITIES (AS DEFINED IN XXXXXXX 0 XXXXX) XX RESPONSIBLE FOR ANY DAMAGE, LOSS, OR INJURY RESULTING FROM HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE PAYMENT SERVICE OR YOUR PayPlus ACCOUNT OR THE INFORMATION CONTAINED THEREIN. UNDER NO CIRCUMSTANCES WILL PAYPLUS OF DESIGNATED BANK BE LIABLE TO YOU FOR ANY LOST SALES, REVENUE OR PROFIT OR LOSS OF CUSTOM DUE TO ANY SERVICE FAILURE WHICH RESULTS IN YOU BEING UNABLE TO PROMPTLY ACCEPT PAYMENTS FROM YOUR CUSTOMERS. THE DISCLAIMING ENTITIES ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY (A) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO OR USE OF THE SERVICE; (B) ANY UNAUTHORIZED ACCESS TO OR USE OF SERVERS USED IN CONNECTION WITH THE SERVICES AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (C) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE PAYMENT SERVICE; (D) ANY SOFTWARE BUGS, VIRUSES, TROJAN HORSES, OR OTHER HARMFUL CODE THAT MAY BE TRANSMITTED TO OR THROUGH THE PAYMENT SERVICE; (E) ANY ERRORS, INACCURACIES OR OMISSIONS IN ANY CONTENT OR INFORMATION, FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF PROFITSTHE USE OF ANY CONTENT OR INFORMATION, SALESIN EACH CASE POSTED, BUSINESSEMAILED, DATASTORED, TRANSMITTED, OR OTHER INCIDENTALOTHERWISE MADE AVAILABLE THROUGH THE PAYMENT SERVICE; AND/OR (F) USER CONTENT OR THE DEFAMATORY, CONSEQUENTIALOFFENSIVE, OR SPECIAL LOSS OR DAMAGE, INCLUDING EXEMPLARY AND PUNITIVE DAMAGES, ILLEGAL CONDUCT OF ANY KIND OR NATURE RESULTING FROM OR ARISING OUT THIRD PARTY. WITHOUT LIMITING THE FOREGOING PROVISIONS OF THIS AGREEMENTSECTION 9, THE PRODUCT, DISCLAIMING ENTITIES’ CUMULATIVE LIABILITY TO YOU SHALL BE LIMITED TO DIRECT DAMAGES AND ANY SERVICES RENDERED HEREUNDER. EXCLUDING CCH’S OBLIGATIONS TO INDEMNIFY CUSTOMER FOR INTELLECTUAL PROPERTY INFRINGEMENT AS PROVIDED IN SECTION 16 OR CCH’S WILFULL MISCONDUCT, THE TOTAL LIABILITY OF CCH AND ITS VENDORS AND LICENSORS TO CUSTOMER OR ANY THIRD PARTY ARISING OUT OF THIS AGREEMENT, THE PRODUCT, AND ANY SERVICES RENDERED HEREUNDER FOR ANY AND ALL CLAIMS OR TYPES OF DAMAGES EVENTS SHALL NOT EXCEED IN THE TOTAL AGGREGATE THE AMOUNT OF FEES PAID OR PAYABLE HEREUNDER BY CUSTOMER YOU TO PAYPLUS DURING THE TWELVE THREE (123) MONTHS MONTH PERIOD IMMEDIATELY PRECEDING THE FIRST EVENT GIVING RISE TO THE CLAIM FOR LIABILITY. The allocations of liability in this Section 17 represent the agreedTHIS LIMITATION OF LIABILITY SECTION APPLIES REGARDLESS OF THE LEGAL BASIS ON WHICH THE CLAIM IS BASED, bargained-for understanding of the parties and CCH’s compensation hereunder reflects such allocationsINCLUDING WITHOUT LIMITATION CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER BASIS. The limitation of liability and types of damages stated in the Agreement are intended by the parties to apply regardless of the form of lawsuit or claim a party may bring, whether in tort, contract or otherwise, and regardless of whether any limited remedy provided for in the Agreement fails of its essential purposeTHE LIMITATIONS APPLY EVEN IF PAYPLUS OR DESIGNATED BANK HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THE PROVISIONS OF THIS SECTION 9 SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.

Limitation of Liability and Damages. NEITHER CCH NOR Nighthawk and you have considered the risks and rewards associated with this Agreement. Nighthawk and you agree to allocate certain of the risks so that, to the fullest extent permitted by law, Nighthawk’s total aggregate liability to you, if any, shall be limited to the lesser of $1,000.00 or the value of the Service provided by Nighthawk for the three (3) month period immediately preceding the filing or submission of a claim, suit, demand, action, cause of action, proceeding, demand, complaint, loss, grievance, injury, relief or liability (individually and collectively, “Claim”), regardless of the legal, equitable, statutory, or other theory under which such liability may be imposed. Nighthawk shall not be liable for any monetary or equitable relief associated with a Claim brought by another person or entity against you arising from, concerning, or relating to this Agreement or the business relationship between Nighthawk and you, regardless of the legal, equitable, statutory, or other theory under which such liability may be imposed. NOTWITHSTANDING PARAGRAPH 5(A) ABOVE, IN NO EVENT SHALL NIGHTHAWK, OR ITS VENDORS AND LICENSORS SHALL HAVE ANY LIABILITY TO CUSTOMER DIRECTORS, OFFICERS, SHAREHOLDERS, MEMBERS, PARTNERS, AFFILIATES, EMPLOYEES, AGENTS, REPRESENTATIVES OR ANY THIRD PARTY FOR ANY LOSS OF PROFITSOTHER PERSON AND/OR ENTITY ACTING FOR, SALES, BUSINESS, DATAIN CONCERT WITH, OR OTHER ON BEHALF OF NIGHTHAWK (INDIVIDUALLY AND COLLECTIVELY, “NIGHTHAWK AFFILIATES”), BE LIABLE TO YOU FOR PERSONAL INJURY OR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, OR SPECIAL EXEMPLARY DAMAGES, REGARDLESS OF THE LEGAL, EQUITABLE, STATUTORY, OR OTHER THEORY UNDER WHICH SUCH LIABILITY MAY BE IMPOSED (INCLUDING, BUT NOT LIMITED TO THIRD PARTY CLAIMS; DAMAGES CONCERNING OR RELATING TO DELAYS, MALFUNCTIONS, LOSS OF OR DAMAGE TO DATA, LOSS OF USE, INTERRUPTION OF SERVICE, LOSS OF ACTUAL OR PROSPECTIVE CONTRACTS, BUSINESS RELATIONS, REVENUE OR PROFITS, OR LOSS OR DAMAGE, INCLUDING EXEMPLARY AND PUNITIVE DAMAGES, DAMAGE TO REPUTATION OR GOODWILL; DAMAGES CONCERNING OR RELATING TO INJURY TO ANY PERSON OR DAMAGE TO ANY REAL OR PERSONAL PROPERTY; LOSS OF OR DAMAGE SUSTAINED AS A RESULT OF WORK STOPPAGE; DAMAGES CONCERNING OR RELATING TO ANY KIND OTHER COMMERCIAL OR NATURE RESULTING ECONOMIC LOSS; DAMAGES FOR ANY LOSSES WHATSOEVER ARISING FROM OR ARISING OUT RELATING TO THE USE OR RELIANCE UPON THE SERVICE), EVEN IF NIGHTHAWK OR THE NIGHTHAWK AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OR LIKELIHOOD OF SUCH DAMAGES AND EVEN IF A LIMITED REMEDY IS DEEMED TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE LIMITATION OF LIABILITY CONTAINED IN THIS PARAGRAPH 5(B) SHALL APPLY EVEN IN THE EVENT OF A FUNDAMENTAL OR MATERIAL BREACH OF THIS AGREEMENT, THE PRODUCT, AND ANY SERVICES RENDERED HEREUNDER. EXCLUDING CCH’S OBLIGATIONS TO INDEMNIFY CUSTOMER FOR INTELLECTUAL PROPERTY INFRINGEMENT AS PROVIDED IN SECTION 16 OR CCH’S WILFULL MISCONDUCT, THE TOTAL LIABILITY OF CCH AND ITS VENDORS AND LICENSORS TO CUSTOMER OR ANY THIRD PARTY ARISING OUT OF THIS AGREEMENT, THE PRODUCT, AND ANY SERVICES RENDERED HEREUNDER FOR ANY AND ALL CLAIMS OR TYPES OF DAMAGES SHALL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE HEREUNDER AGREEMENT BY CUSTOMER DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE FIRST EVENT GIVING RISE TO LIABILITY. The allocations of liability in this Section 17 represent the agreed, bargained-for understanding of the parties and CCH’s compensation hereunder reflects such allocations. The limitation of liability and types of damages stated in the Agreement are intended by the parties to apply regardless of the form of lawsuit or claim a party may bring, whether in tort, contract or otherwise, and regardless of whether any limited remedy provided for in the Agreement fails of its essential purposeNIGHTHAWK.

Limitation of Liability and Damages. NEITHER CCH NOR ITS VENDORS AND LICENSORS SHALL HAVE ANY LIABILITY TO CUSTOMER OR ANY THIRD PARTY You acknowledge that the operation and availability of the communications systems used for accessing and interacting with the Services or to transmit information to the taxing authorities (e.g., the public telephone, computer networks and the Internet) can be unpredictable and may, from time to time, interfere with or prevent access to Services or their operation. TaxSlayer is not in any way responsible for any such interference with or prevention of your use of or access to Services. YOU AGREE THAT YOU WILL NOT HOLD TaxSlayer LIABLE FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF PROFITSYOUR PARTICIPATION IN THIRD PARTY SERVICES. ADDITIONALLY, SALESEXCEPT FOR THE ABOVE REIMBURSEMENT FOR CALCULATION ERRORS, YOUR EXCLUSIVE REMEDY AND THE ENTIRE LIABILITY OF TaxSlayer AND THE PARTICIPATING PARTIES FOR ANY REASON SHALL BE LIMITED TO THE AMOUNT PAID BY YOU FOR THE SERVICES OR THE THIRD PARTY SERVICES, AS APPLICABLE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, TaxSlayer AND THE PARTICIPATING PARTIES ARE NOT LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS, LOSS OF DATA, LOSS OF PROFITS OR OTHER INCIDENTALINVESTMENT OR THE LIKE), CONSEQUENTIALWHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR SPECIAL LOSS OTHERWISE, EVEN IF TaxSlayer OR DAMAGETHE PARTICIPATING PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. Some states do not allow the limitation and/or exclusion of liability for incidental or consequential damages, INCLUDING EXEMPLARY so the above limitation or exclusion may not apply to you. The limitations of damages or liability set forth in this Agreement are fundamental elements of the basis of the bargain between TaxSlayer and you. You acknowledge and agree that TaxSlayer would not be able to provide this product on an economic basis without such limitations. DISPUTE RESOLUTION WE HOPE TO MAKE YOU A HAPPY CUSTOMER, BUT IF THERE'S AN ISSUE THAT NEEDS TO BE RESOLVED, THIS SECTION OUTLINES WHAT'S EXPECTED OF BOTH OF US. YOU AND PUNITIVE DAMAGESTaxSlayer BOTH AGREE TO RESOLVE DISPUTES ONLY BY ARBITRATION. YOU UNDERSTAND AND AGREE THAT IN SUCH ARBITRATION YOU ARE LIMITED TO THE LIMITATIONS, REMEDIES AND DAMAGES OTHERWISE SET OUT IN THIS AGREEMENT. YOU UNDERSTAND THAT BY THIS AGREEMENT YOU ARE GIVING UP THE RIGHT TO BRING A CLAIM IN COURT OR IN FRONT OF ANY KIND OR NATURE RESULTING FROM OR ARISING OUT OF A JURY. WHILE THE PROCEDURES MAY BE DIFFERENT, AN ARBITRATOR CAN AWARD YOU THE SAME DAMAGES AND RELIEF, AND MUST HONOR THE SAME TERMS IN THIS AGREEMENT, AS A COURT WOULD. IF THE PRODUCTLAW ALLOWS FOR AN AWARD OF ATTORNEYS' FEES, AND ANY SERVICES RENDERED HEREUNDERAN ARBITRATOR CAN AWARD THEM TOO. EXCLUDING CCH’S OBLIGATIONS TO INDEMNIFY CUSTOMER FOR INTELLECTUAL PROPERTY INFRINGEMENT AS PROVIDED IN SECTION 16 OR CCH’S WILFULL MISCONDUCT, THE TOTAL LIABILITY OF CCH AND ITS VENDORS AND LICENSORS TO CUSTOMER OR ANY THIRD PARTY ARISING OUT OF THIS AGREEMENT, THE PRODUCT, AND ANY SERVICES RENDERED HEREUNDER FOR ANY AND ALL CLAIMS OR TYPES OF DAMAGES SHALL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE HEREUNDER BY CUSTOMER DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE FIRST EVENT GIVING RISE TO LIABILITY. The allocations of liability in this Section 17 represent the agreed, bargained-for understanding of the parties and CCH’s compensation hereunder reflects such allocations. The limitation of liability and types of damages stated in the Agreement are intended by the parties to apply regardless of the form of lawsuit or claim a party may bring, whether in tort, contract or otherwise, and regardless of whether any limited remedy provided for in the Agreement fails of its essential purpose.WE ALSO BOTH AGREE THAT:

Limitation of Liability and Damages. Except for (a) each Party’s indemnification obligations relating to intellectual property infringement pursuant to Section 10.1(iii); (b) DR’s payment obligation in respect to the amounts outlined in the Monthly Settlement Activity Report (as may be modified in accordance with Section 4.3 because of any Company objection or audit conducted) and (c) liability resulting from a Party’s own gross negligence or willful misconduct, the total aggregate liability of a Party under this Agreement shall be limited as follows: In respect to DR the total aggregate liability shall not exceed the [*] realized by DR under this Agreement during any [*] period during which this Agreement was or is in effect. In respect to Company the total aggregate liability shall not exceed [*] of the largest net amount realized by Company under this Agreement during any single contiguous twelve (12) month period during which this Agreement was or is in effect. For the avoidance of doubts the Parties agree that the net amount of payments realized by DR under this Agreement shall refer to the DR Margin and the net amount of payments realized by Company under this Agreement shall refer to the Net Purchase Price. NEITHER CCH DR NOR ITS VENDORS AND LICENSORS COMPANY SHALL HAVE ANY LIABILITY TO CUSTOMER EACH OTHER OR TO ANY THIRD PARTY OTHER PERSON OR ORGANIZATION FOR ANY LOSS OF PROFITSINDIRECT, SALES, BUSINESS, DATA, OR OTHER INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE OR SPECIAL DAMAGES OF ANY DESCRIPTION (INCLUDING WITHOUT LIMITATION LOST PROFITS OR LOSS OR DAMAGEINTERRUPTION OF BUSINESS), INCLUDING EXEMPLARY HOWEVER CAUSED AND PUNITIVE DAMAGESWHETHER BASED ON CONTRACT, NEGLIGENCE, TORT, OR ANY OTHER LEGAL THEORY, REGARDLESS OF ANY KIND WHETHER ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND IRRESPECTIVE OF THE NUMBER OR NATURE RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, THE PRODUCT, AND ANY SERVICES RENDERED HEREUNDER. EXCLUDING CCH’S OBLIGATIONS TO INDEMNIFY CUSTOMER FOR INTELLECTUAL PROPERTY INFRINGEMENT AS PROVIDED IN SECTION 16 OR CCH’S WILFULL MISCONDUCT, THE TOTAL LIABILITY OF CCH AND ITS VENDORS AND LICENSORS TO CUSTOMER OR ANY THIRD PARTY ARISING OUT OF THIS AGREEMENT, THE PRODUCT, AND ANY SERVICES RENDERED HEREUNDER FOR ANY AND ALL CLAIMS OR TYPES OF DAMAGES SHALL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE HEREUNDER BY CUSTOMER DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE FIRST EVENT GIVING RISE TO LIABILITY. The allocations of liability in this Section 17 represent the agreed, bargained-for understanding of the parties and CCH’s compensation hereunder reflects such allocations. The limitation of liability and types of damages stated in the Agreement are intended by the parties to apply regardless of the form of lawsuit or claim a party may bring, whether in tort, contract or otherwise, and regardless of whether any limited remedy provided for in the Agreement fails of its essential purposeCLAIMS.

Limitation of Liability and Damages. NEITHER CCH NOR PARTY (AND, IN THE CASE OF CCH, ITS VENDORS AFFILIATES, CONSULTANTS, DISTRIBUTORS, AGENTS, SUBCONTRACTORS AND LICENSORS SHALL LICENSORS) WILL HAVE ANY LIABILITY TO CUSTOMER THE OTHER OR ANY THIRD PARTY (INCLUDING, WITHOUT LIMITATION, ANY CONTRACTOR, AGENT, AFFILIATE OR CLIENT OF CUSTOMER) FOR ANY LOSS OF PROFITS, SALES, BUSINESS, DATA, OR OTHER INCIDENTAL, CONSEQUENTIAL, OR SPECIAL LOSS OR DAMAGE, INCLUDING EXEMPLARY AND PUNITIVE DAMAGES, OF ANY KIND OR NATURE RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, THE PRODUCTSOFTWARE, AND AND/OR DELIVERABLES. THE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY WITH RESPECT TO ANY SERVICES RENDERED HEREUNDER. EXCLUDING CCHVIOLATION OF EITHER PARTY’S OBLIGATIONS TO INDEMNIFY CUSTOMER FOR INTELLECTUAL PROPERTY INFRINGEMENT RIGHTS AS PROVIDED IN SECTION 16 OR CCH’S WILFULL MISCONDUCT, SET FORTH HEREIN. THE TOTAL LIABILITY OF CCH AND ITS VENDORS AFFILIATES, CONSULTANTS, DISTRIBUTORS, AGENTS, SUBCONTRACTORS AND LICENSORS LICENSORS) TO CUSTOMER OR ANY THIRD PARTY RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, THE PRODUCTSOFTWARE, AND ANY SERVICES RENDERED HEREUNDER AND/OR DELIVERABLES FOR ANY AND ALL CLAIMS OR TYPES OF DAMAGES SHALL NOT EXCEED THE TOTAL FEES FOR THE SOFTWARE PAID OR PAYABLE HEREUNDER BY CUSTOMER DURING IN THE TWELVE (12) MONTHS IMMEDIATELY TWELVE-MONTH PERIOD PRECEDING THE DATE SUCH CLAIM OR CAUSE OF ACTION FIRST EVENT GIVING RISE TO LIABILITYAROSE. CCH is not an insurer with regard to performance of the Software or Deliverables. Customer agrees to assume the risk for: (a) all liabilities disclaimed by CCH contained herein, and (b) all alleged damages in excess of the amount of the limited remedy provided hereunder. The allocations of liability in this Section 17 subsection 8.4 represent the agreed, bargained-for understanding of the parties and CCH’s compensation hereunder reflects such allocations. The limitation of liability and types of damages stated in the Agreement are intended by the parties to apply regardless of the form of lawsuit or claim a party may bringTHE LIMITATION OF LIABILITY AND TYPES OF DAMAGES STATED IN THIS AGREEMENT ARE INTENDED BY THE PARTIES TO APPLY REGARDLESS OF THE FORM OF LAWSUIT OR CLAIM A PARTY MAY BRING, whether in tortWHETHER IN TORT, contract or otherwiseCONTRACT OR OTHERWISE, and regardless of whether any limited remedy provided for in the Agreement fails of its essential purposeAND REGARDLESS OF WHETHER ANY LIMITED REMEDY PROVIDED FOR IN THIS AGREEMENT FAILS OF ITS ESSENTIAL PURPOSE.

Limitation of Liability and Damages. NEITHER CCH NOR ITS VENDORS AND LICENSORS SHALL HAVE ANY LIABILITY TO CUSTOMER OR ANY THIRD PARTY The Provider’s liability for defects in the Service shall be limited to the obligation to remedy a defect for which the Provider is responsible, or alternatively to redeliver the defected Service. THE PROVIDER IS NOT LIABLE FOR ANY INDIRECT OR CONSEQUENTIAL DAMAGES, INCLUDING THE LOSS OF PRODUCTION, LOSS OF PROFITS, SALESLOSS OF OPPORTUNITY, BUSINESSLOSS OF CONTRACTS, COST OF REPLACEMENT SERVICE OR FINANCIAL GAIN, THE REDUCTION OF REVENUES OR PRODUCTION, THE DISAPPEARANCE OR DELAY OF INFORMATION OR DATA, THE FAILURE TO PERFORM OBLIGATIONS TO A THIRD PARTY OR OTHER INCIDENTAL, CONSEQUENTIAL, SIMILAR INDIRECT DAMAGES. THE MAXIMUM LIABILITY FOR DAMAGES OR SPECIAL LOSS OR DAMAGE, INCLUDING EXEMPLARY BREACH OF REPRESENTATIONS AND PUNITIVE DAMAGES, WARRANTIES OF ANY KIND OR NATURE RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, THE PRODUCT, AND ANY SERVICES RENDERED HEREUNDER. EXCLUDING CCH’S OBLIGATIONS PROVIDER SHALL UNDER ALL CIRCUMSTANCES BE LIMITED TO INDEMNIFY CUSTOMER FOR INTELLECTUAL PROPERTY INFRINGEMENT AS PROVIDED THREE (3) TIMES THE MONTHLY SERVICE FEE PAID BY THE SUBSCRIBER TO THE PROVIDER IN SECTION 16 OR CCH’S WILFULL MISCONDUCT, RELATION TO THE TOTAL LIABILITY OF CCH AND ITS VENDORS AND LICENSORS TO CUSTOMER OR ANY THIRD PARTY ARISING OUT OF THIS AGREEMENT, SERVICE ON THE PRODUCT, AND ANY SERVICES RENDERED HEREUNDER FOR ANY AND ALL CLAIMS OR TYPES OF DAMAGES SHALL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE HEREUNDER BY CUSTOMER DURING THE TWELVE (12) MONTHS IMMEDIATELY MONTH PRECEDING THE FIRST EVENT GIVING RISE TO LIABILITYDAMAGING EVENT. The allocations above limitations shall not apply in the event of liability (i) willful misconduct or fraudulence, (ii) gross negligence, (iii) in this Section 17 represent case of death or personal injury that may be the agreed, bargained-for understanding result of the parties negligence of a Party or of someone for whom the Party is responsible, or (iv) any breach of Clause 14 and CCH’s 15 (intellectual property rights), excluding any third party components or software. For any third party software or components embedded in the Service, the Provider shall be liable only to the same extent that the third party would be liable to the Subscriber according to the license/service terms of the third party software or service provider. Damages shall only be claimed of the Provider within one month after the defect that constitutes the ground for compensation hereunder reflects such allocationswas detected or should have been detected. The limitation Provider shall have no direct liability to the Admin User or User. The Provider is under no circumstances responsible for, and shall have no liability to compensate costs, expenses, or damages caused by the following: (i) any conditions for the use of liability the Service that fall under the responsibility of the Subscriber, (ii) content and types data, which the Subscriber or user has stored in or through the use of damages stated the Service, and for ensuring that the content or data is correct and usable; (iii) unauthorized use of the Service or software or for any attempt of unauthorized use; and (iv) malfunctions, capacity problems or interruptions in the Agreement are intended by the parties to apply regardless telecommunication network, interruption or termination of the form of lawsuit or claim a party may bringService, which is not attributable to the Provider. The Provider provides the Service to the Subscriber on an “AS IS” basis, without any kind warranties, whether in tortexpressed or implied, contract regarding the service level of the Service. The Provider does not warrant that the Service related thereto will be delivered or otherwise, and regardless of whether any limited remedy provided for in the Agreement fails of its essential purposeperformed error-­‐free on without interruption.

Limitation of Liability and Damages. NEITHER CCH NOR PARTY (AND, IN THE CASE OF PUBLISHER, ITS VENDORS AFFILIATES, CONSULTANTS, DISTRIBUTORS, AGENTS, SUBCONTRACTORS AND LICENSORS SHALL LICENSORS) WILL HAVE ANY LIABILITY TO CUSTOMER THE OTHER OR ANY THIRD PARTY (INCLUDING ANY CONTRACTOR, AGENT, AFFILIATE OR CLIENT OF CUSTOMER) FOR ANY LOSS OF PROFITS, SALES, BUSINESS, DATA, OR OTHER INCIDENTAL, CONSEQUENTIAL, OR SPECIAL LOSS OR DAMAGE, INCLUDING EXEMPLARY AND PUNITIVE DAMAGES, OF ANY KIND OR NATURE RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, THE PRODUCTSOFTWARE, AND SUPPORT, AND/OR ANY SERVICES RENDERED PROVIDED HEREUNDER. EXCLUDING CCHTHE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY WITH RESPECT TO ANY VIOLATION OF EITHER PARTY’S OBLIGATIONS TO INDEMNIFY CUSTOMER FOR INTELLECTUAL PROPERTY INFRINGEMENT RIGHTS AS PROVIDED IN SECTION 16 OR CCH’S WILFULL MISCONDUCT, SET FORTH HEREIN. THE TOTAL LIABILITY OF CCH PUBLISHER AND ITS VENDORS AFFILIATES, CONSULTANTS, DISTRIBUTORS, AGENTS, SUBCONTRACTORS AND LICENSORS TO CUSTOMER OR ANY THIRD PARTY RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, THE PRODUCTSOFTWARE, AND SUPPORT, AND/OR ANY SERVICES RENDERED HEREUNDER PROVIDED HEREUNDER, FOR ANY AND ALL CLAIMS OR TYPES OF DAMAGES DAMAGES, SHALL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE HEREUNDER BY CUSTOMER DURING FOR THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE FIRST EVENT SOFTWARE OR SERVICES GIVING RISE TO LIABILITYSUCH CLAIM IN THE TWELVE-MONTH PERIOD PRECEDING THE DATE SUCH CLAIM OR CAUSE OF ACTION FIRST AROSE. Publisher is not an insurer with regard to performance of the Software or otherwise. Customer agrees to assume the risk for: (a) all liabilities disclaimed by Publisher herein, and (b) all alleged damages in excess of the amount of the limited remedy provided hereunder. The allocations of liability in this Section 17 subsection 8.4 represent the agreed, bargained-for understanding of the parties and CCHPublisher’s compensation hereunder reflects such allocations. The limitation of liability and types of damages stated in the Agreement are intended by the parties to apply regardless of the form of lawsuit or claim a party may bringTHE LIMITATION OF LIABILITY AND TYPES OF DAMAGES STATED IN THIS AGREEMENT ARE INTENDED BY THE PARTIES TO APPLY REGARDLESS OF THE FORM OF LAWSUIT OR CLAIM A PARTY MAY BRING, whether in tortWHETHER IN TORT, contract or otherwiseCONTRACT OR OTHERWISE, and regardless of whether any limited remedy provided for in the Agreement fails of its essential purposeAND REGARDLESS OF WHETHER ANY LIMITED REMEDY PROVIDED FOR IN THIS AGREEMENT FAILS OF ITS ESSENTIAL PURPOSE.

Limitation of Liability and Damages. NEITHER CCH NOR WOLTERS KLUWER NOT ITS VENDORS AND SUPPLIERS OR LICENSORS SHALL HAVE ANY LIABILITY LIABILUTY TO CUSTOMER OR ANY THIRD PARTY (INCLUDING WITHOUT LIMITATIONS, ANY CONTRACTOR, AGENT OR AFFILIATE OF CUSTOMER) FOR ANY LOSS OF PROFITS, SALES, BUSINESS, DATA, OR OTHER INCIDENTAL, CONSEQUENTIAL, OR SPECIAL LOSS OR DAMAGE, DAMAGE INCLUDING EXEMPLARY AND PUNITIVE DAMAGES, OF ANY KIND OR NATURE RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, THE PRODUCTCCH Portal SOFTWARE, AND ANY SERVICES RENDERED HEREUNDERAND/OR DELIVERABLES. EXCLUDING CCH’S OBLIGATIONS TO INDEMNIFY CUSTOMER FOR INTELLECTUAL PROPERTY INFRINGEMENT AS PROVIDED IN SECTION 16 OR CCH’S WILFULL MISCONDUCT, THE TOTAL LIABILITY OF CCH WOLTERS KLUWER AND ITS VENDORS SUPPLIERS AND LICENSORS TO CUSTOMER OR ANY THIRD PARTY RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, THE PRODUCTCCH Portal SOFTWARE, AND ANY SERVICES RENDERED HEREUNDER AND/OR DELIVERABLES FOR ANY AND ALL CLAIMS OR TYPES OF DAMAGES SHALL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE HEREUNDER BY CUSTOMER DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE FIRST EVENT GIVING RISE TO LIABILITY. Wolters Kluwer is not an insurer with regard to performance of the CCH Portal Software or Deliverables. Customer agrees to assume the risk for: (a) all liabilities disclaimed by Wolters Kluwer contained herein, and (b) all alleged damages in excess of the amount of the limited remedy provided hereunder. The allocations of liability in this Section 17 subsection 8.4 represent the agreed, bargained-for bargained‐for understanding of the parties and CCH’s Wolters Kluwer compensation hereunder reflects such allocations. The limitation of liability and types of damages stated in the Agreement are intended by the parties to apply regardless of the form of lawsuit or claim a party may bringTHE LIMITATIONS OF LIABILITY AND TYPES OF DAMAGES STATED IN THIS AGREEMENT ARE INTENDED BY THE PARTIES TO APPLY REGARDLESS OF THE FORM OF LAWSUIT OR CLAIM A PARTY MAY BRING, whether in tortWHETHER IN TORT, contract or otherwiseCONTRACT OR OTHERWISE, and regardless of whether any limited remedy provided for in the Agreement fails of its essential purposeAND REGARDLESS OF WHETHER ANY LIMITED REMEDY PROVIDED FOR IN THIS AGREEMENT FAILS OF ITS ESSENTIAL PURPOSE.

Limitation of Liability and Damages. NEITHER CCH NOR PARTY (AND, IN THE CASE OF CCH, ITS VENDORS AFFILIATES, CONSULTANTS, DISTRIBUTORS, AGENTS, SUBCONTRACTORS AND LICENSORS SHALL LICENSORS) WILL HAVE ANY LIABILITY TO CUSTOMER THE OTHER OR ANY THIRD PARTY (INCLUDING, WITHOUT LIMITATION, ANY CONTRACTOR, AGENT, AFFILIATE OR CLIENT OF CUSTOMER) FOR ANY LOSS OF PROFITS, SALES, BUSINESS, DATA, OR OTHER INCIDENTAL, CONSEQUENTIAL, OR SPECIAL LOSS OR DAMAGE, INCLUDING EXEMPLARY AND PUNITIVE DAMAGES, OF ANY KIND OR NATURE RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, THE PRODUCTAPPLICATION, AND SUPPORT AND/OR SERVICES. THE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY WITH RESPECT TO ANY SERVICES RENDERED HEREUNDER. EXCLUDING CCHVIOLATION OF EITHER PARTY’S OBLIGATIONS TO INDEMNIFY CUSTOMER FOR INTELLECTUAL PROPERTY INFRINGEMENT RIGHTS AS PROVIDED IN SECTION 16 OR CCH’S WILFULL MISCONDUCT, SET FORTH HEREIN. THE TOTAL LIABILITY OF CCH AND ITS VENDORS AFFILIATES, CONSULTANTS, DISTRIBUTORS, AGENTS, SUBCONTRACTORS AND LICENSORS TO CUSTOMER OR ANY THIRD PARTY RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, THE PRODUCTAPPLICATION, AND ANY SUPPORT AND/OR SERVICES RENDERED HEREUNDER FOR ANY AND ALL CLAIMS OR TYPES OF DAMAGES SHALL NOT EXCEED THE TOTAL FEES FOR THE APPLICATION PAID OR PAYABLE HEREUNDER BY CUSTOMER DURING IN THE TWELVE (12) MONTHS IMMEDIATELY TWELVE- MONTH PERIOD PRECEDING THE DATE SUCH CLAIM OR CAUSE OF ACTION FIRST EVENT GIVING RISE TO LIABILITYAROSE. CCH is not an insurer with regard to performance of the Application. Customer agrees to assume the risk for: (a) all liabilities disclaimed by CCH contained herein, and (b) all alleged damages in excess of the amount of the limited remedy provided hereunder. The allocations of liability in this Section 17 subsection 8.4 represent the agreed, bargained-for understanding of the parties and CCH’s compensation hereunder reflects such allocations. The limitation of liability and types of damages stated in the Agreement are intended by the parties to apply regardless of the form of lawsuit or claim a party may bringTHE LIMITATION OF LIABILITY AND TYPES OF DAMAGES STATED IN THIS AGREEMENT ARE INTENDED BY THE PARTIES TO APPLY REGARDLESS OF THE FORM OF LAWSUIT OR CLAIM A PARTY MAY BRING, whether in tortWHETHER IN TORT, contract or otherwiseCONTRACT OR OTHERWISE, and regardless of whether any limited remedy provided for in the Agreement fails of its essential purposeAND REGARDLESS OF WHETHER ANY LIMITED REMEDY PROVIDED FOR IN THIS AGREEMENT FAILS OF ITS ESSENTIAL PURPOSE.

Limitation of Liability and Damages. NEITHER CCH NOR PARTY (AND, IN THE CASE OF CCH, ITS VENDORS AFFILIATES, CONSULTANTS, DISTRIBUTORS, AGENTS, SUBCONTRACTORS AND LICENSORS SHALL LICENSORS) WILL HAVE ANY LIABILITY TO CUSTOMER THE OTHER OR ANY THIRD PARTY (INCLUDING ANY CONTRACTOR, AGENT, AFFILIATE OR CLIENT OF CUSTOMER) FOR ANY LOSS OF PROFITS, SALES, BUSINESS, DATA, OR OTHER INCIDENTAL, CONSEQUENTIAL, OR SPECIAL LOSS OR DAMAGE, INCLUDING EXEMPLARY AND PUNITIVE DAMAGES, OF ANY KIND OR NATURE RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, THE PRODUCTSOFTWARE TOOLS, AND SUPPORT, ELECTRONIC FILING AND/OR ANY SERVICES RENDERED PROVIDED HEREUNDER. EXCLUDING CCHTHE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY WITH RESPECT TO ANY VIOLATION OF EITHER PARTY’S OBLIGATIONS TO INDEMNIFY CUSTOMER FOR INTELLECTUAL PROPERTY INFRINGEMENT RIGHTS AS PROVIDED IN SECTION 16 OR CCH’S WILFULL MISCONDUCT, SET FORTH HEREIN. THE TOTAL LIABILITY OF CCH AND ITS VENDORS AFFILIATES, CONSULTANTS, DISTRIBUTORS, AGENTS, SUBCONTRACTORS AND LICENSORS TO CUSTOMER OR ANY THIRD PARTY RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, THE PRODUCTSOFTWARE TOOLS, AND SUPPORT, ELECTRONIC FILING AND/OR ANY SERVICES RENDERED HEREUNDER PROVIDED HEREUNDER, FOR ANY AND ALL CLAIMS OR TYPES OF DAMAGES DAMAGES, SHALL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE HEREUNDER BY CUSTOMER DURING FOR THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE FIRST EVENT SOFTWARE TOOLS OR SERVICES GIVING RISE TO LIABILITYSUCH CLAIM IN THE TWELVE-MONTH PERIOD PRECEDING THE DATE SUCH CLAIM OR CAUSE OF ACTION FIRST AROSE. CCH is not an insurer with regard to performance of the Software Tools or otherwise. Customer agrees to assume the risk for: (a) all liabilities disclaimed by CCH herein, and (b) all alleged damages in excess of the amount of the limited remedy provided hereunder. The allocations of liability in this Section 17 subsection 8.4 represent the agreed, bargained-for understanding of the parties and CCH’s compensation hereunder reflects such allocations. The limitation of liability and types of damages stated in the Agreement are intended by the parties to apply regardless of the form of lawsuit or claim a party may bringTHE LIMITATION OF LIABILITY AND TYPES OF DAMAGES STATED IN THIS AGREEMENT ARE INTENDED BY THE PARTIES TO APPLY REGARDLESS OF THE FORM OF LAWSUIT OR CLAIM A PARTY MAY BRING, whether in tortWHETHER IN TORT, contract or otherwiseCONTRACT OR OTHERWISE, and regardless of whether any limited remedy provided for in the Agreement fails of its essential purposeAND REGARDLESS OF WHETHER ANY LIMITED REMEDY PROVIDED FOR IN THIS AGREEMENT FAILS OF ITS ESSENTIAL PURPOSE.

Limitation of Liability and Damages. NEITHER CCH NOR 19.1. YOU ACKNOWLEDGE AND AGREE THAT UNDER NO CIRCUMSTANCES, INCLUDING NEGLIGENCE, WILL THE COMPANY (OR ITS VENDORS AFFILIATES, SUBSIDIARIES, CONTRACTORS, EMPLOYEES AND LICENSORS SHALL HAVE ANY LIABILITY AGENTS) BE LIABLE TO CUSTOMER OR ANY THIRD PARTY YOU FOR ANY LOSS OF PROFITSSPECIAL, SALESINDIRECT, BUSINESSINCIDENTAL, DATAPUNITIVE, OR OTHER INCIDENTALRELIANCE, CONSEQUENTIAL, OR SPECIAL LOSS EXEMPLARY DAMAGES RELATED TO OR DAMAGERESULTING FROM: (A) THE USE, DISCLOSURE, DISPLAY, TRANSMISSION, STORAGE OR MAINTENANCE OF YOUR GOODS OR INFORMATION, INCLUDING EXEMPLARY AND PUNITIVE DAMAGESYOUR LOCATION OR PRIVATE INFORMATION; (B) YOUR USE OR INABILITY TO USE THE WEBSITE PLATFORM AND/OR SERVICES; (C) THE SERVICES GENERALLY (INCLUDING ITS SOFTWARE) OR SYSTEMS THAT MAKE THE SERVICE AVAILABLE; OR (D) ANY OTHER INTERACTIONS WITH THE WEBSITE PLATFORM, SERVICES OR ANY OTHER USER OF ANY KIND SERVICE, EVEN IF THE COMPANY OR NATURE RESULTING FROM A COMPANY AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU AGREE THAT THE LIMITATIONS OF LIABILITY SET FORTH IN THIS SECTION WILL SURVIVE ANY TERMINATION OR ARISING OUT EXPIRATION OF THIS AGREEMENT, THE PRODUCT, THESE TERMS AND WILL APPLY EVEN IF ANY SERVICES RENDERED HEREUNDER. EXCLUDING CCH’S OBLIGATIONS LIMITED REMEDY SPECIFIED HEREIN IS FOUND TO INDEMNIFY CUSTOMER FOR INTELLECTUAL PROPERTY INFRINGEMENT AS PROVIDED IN SECTION 16 OR CCH’S WILFULL MISCONDUCT, THE TOTAL LIABILITY HAVE FAILED OF CCH AND ITS VENDORS AND LICENSORS TO CUSTOMER OR ANY THIRD PARTY ARISING OUT OF THIS AGREEMENT, THE PRODUCT, AND ANY SERVICES RENDERED HEREUNDER FOR ANY AND ALL CLAIMS OR TYPES OF DAMAGES SHALL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE HEREUNDER BY CUSTOMER DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE FIRST EVENT GIVING RISE TO LIABILITY. The allocations of liability in this Section 17 represent the agreed, bargained-for understanding of the parties and CCH’s compensation hereunder reflects such allocations. The limitation of liability and types of damages stated in the Agreement are intended by the parties to apply regardless of the form of lawsuit or claim a party may bring, whether in tort, contract or otherwise, and regardless of whether any limited remedy provided for in the Agreement fails of its essential purposeESSENTIAL PURPOSE.

Limitation of Liability and Damages. NEITHER CCH NOR YOU AGREE NOT TO HOLD INTUIT AND ITS VENDORS AFFILIATES LIABLE FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF YOUR USE OF THE SERVICE. ADDITIONALLY, EXCEPT FOR THE REIMBURSEMENT FOR ADVICE ERRORS DESCRIBED ABOVE WHICH IS YOUR EXCLUSIVE REMEDY, INTUIT AND LICENSORS SHALL ITS REPRESENTATIVES ASSUME NO LIABILITY FOR ANY REASON RELATED TO THE SERVICE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, INTUIT AND ITS AFFILIATES ARE NOT LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS, LOSS, CORRUPTION OR THEFT OF DATA, LOSS OF PROFITS OR INVESTMENT, OR THE LIKE), WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, PRODUCT LIABILITY OR OTHERWISE, EVEN IF INTUIT OR ITS AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. IN NO EVENT DOES INTUIT ASSUME ANY LIABILITY TO CUSTOMER OR ANY THIRD PARTY FOR ANY LOSS OF PROFITS, SALES, BUSINESS, DATA, OR OTHER INCIDENTAL, CONSEQUENTIAL, OR SPECIAL LOSS OR DAMAGE, INCLUDING EXEMPLARY AND PUNITIVE DAMAGES, OF ANY KIND OR NATURE RESULTING FROM OR THAN YOU ARISING OUT OF THIS AGREEMENTYOUR USE OF THE SERVICE. Some provinces do not allow the limitation and/or exclusion of liability for incidental or consequential damages, THE PRODUCT, AND ANY SERVICES RENDERED HEREUNDER. EXCLUDING CCH’S OBLIGATIONS TO INDEMNIFY CUSTOMER FOR INTELLECTUAL PROPERTY INFRINGEMENT AS PROVIDED IN SECTION 16 OR CCH’S WILFULL MISCONDUCT, THE TOTAL LIABILITY OF CCH AND ITS VENDORS AND LICENSORS TO CUSTOMER OR ANY THIRD PARTY ARISING OUT OF THIS AGREEMENT, THE PRODUCT, AND ANY SERVICES RENDERED HEREUNDER FOR ANY AND ALL CLAIMS OR TYPES OF DAMAGES SHALL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE HEREUNDER BY CUSTOMER DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE FIRST EVENT GIVING RISE TO LIABILITYso the above limitation or exclusion may not apply to you. The allocations limitations of damages or liability and the disclaimers of warranties set forth in this Section 17 represent the agreed, bargained-for understanding Agreement are fundamental elements of the parties basis of the bargain between Intuit and CCH’s compensation hereunder reflects you. You acknowledge and agree that Intuit would not be able to provide the Service on an economic basis without such allocationslimitations and that Intuit provides the Service in reliance upon such limitations of damages and liability and disclaimers of warranties. The limitation details of liability and types of damages stated in the Agreement Intuit's privacy statement are intended by the parties to apply regardless of the form of lawsuit or claim a party may bring, whether in tort, contract or otherwise, and regardless of whether any limited remedy provided for in the Agreement fails of its essential purpose.available at: xxxx://xxx.xxxxxx.xx/about-­‐intuit-­‐ canada/info/privacy-­‐policy.jsp

Limitation of Liability and Damages. NEITHER CCH NOR PARTY (AND, IN THE CASE OF CCH, ITS VENDORS AFFILIATES, CONSULTANTS, DISTRIBUTORS, AGENTS, SUBCONTRACTORS AND LICENSORS SHALL LICENSORS) WILL HAVE ANY LIABILITY TO CUSTOMER THE OTHER OR ANY THIRD PARTY (INCLUDING ANY CONTRACTOR, AGENT, AFFILIATE OF CUSTOMER) FOR ANY LOSS OF PROFITS, SALES, BUSINESS, DATA, OR OTHER INCIDENTAL, CONSEQUENTIAL, OR SPECIAL LOSS OR DAMAGE, INCLUDING EXEMPLARY AND PUNITIVE DAMAGES, OF ANY KIND OR NATURE RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, THE PRODUCTAPPLICATION, AND SUPPORT AND/OR SERVICES. THE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY WITH RESPECT TO ANY SERVICES RENDERED HEREUNDER. EXCLUDING CCHVIOLATION OF EITHER PARTY’S OBLIGATIONS TO INDEMNIFY CUSTOMER FOR INTELLECTUAL PROPERTY INFRINGEMENT RIGHTS AS PROVIDED IN SECTION 16 OR CCH’S WILFULL MISCONDUCT, SET FORTH HEREIN. THE TOTAL LIABILITY OF CCH AND ITS VENDORS AFFILIATES, CONSULTANTS, DISTRIBUTORS, AGENTS, SUBCONTRACTORS AND LICENSORS TO CUSTOMER OR ANY THIRD PARTY RESULTING FROM OR ARISING OUT OF THIS AGREEMENT, THE PRODUCTAPPLICATION, AND ANY SUPPORT AND/OR SERVICES RENDERED HEREUNDER FOR ANY AND ALL CLAIMS OR TYPES OF DAMAGES SHALL NOT EXCEED THE TOTAL FEES FOR THE APPLICATION OR SERVICES PAID OR PAYABLE HEREUNDER BY CUSTOMER DURING IN THE TWELVE (12) MONTHS IMMEDIATELY TWELVE-MONTH PERIOD PRECEDING THE DATE SUCH CLAIM OR CAUSE OF ACTION FIRST EVENT GIVING RISE TO LIABILITYAROSE. CCH is not an insurer with regard to performance of the Application. Customer agrees to assume the risk for: (a) all liabilities disclaimed by CCH herein, and (b) all alleged damages in excess of the amount of the limited remedy provided hereunder. The allocations of liability in this Section 17 subsection 8.4 represent the agreed, bargained-for understanding of the parties and CCH’s compensation hereunder reflects such allocations. The limitation of liability and types of damages stated in the Agreement are intended by the parties to apply regardless of the form of lawsuit or claim a party may bringTHE LIMITATION OF LIABILITY AND TYPES OF DAMAGES STATED IN THIS AGREEMENT ARE INTENDED BY THE PARTIES TO APPLY REGARDLESS OF THE FORM OF LAWSUIT OR CLAIM A PARTY MAY BRING, whether in tortWHETHER IN TORT, contract or otherwiseCONTRACT OR OTHERWISE, and regardless of whether any limited remedy provided for in the Agreement fails of its essential purposeAND REGARDLESS OF WHETHER ANY LIMITED REMEDY PROVIDED FOR IN THIS AGREEMENT FAILS OF ITS ESSENTIAL PURPOSE.

Limitation of Liability and Damages. NEITHER CCH NOR ITS VENDORS AND LICENSORS SHALL HAVE ANY LIABILITY TO CUSTOMER THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL USC BE LIABLE TO LICENSEE OR ANY THIRD PARTY SUBLICENSEE FOR ANY LOSS OF PROFITS, SALES, BUSINESS, DATA, OR OTHER INCIDENTAL, CONSEQUENTIAL, EXEMPLARY OR SPECIAL LOSS OR DAMAGE, INCLUDING EXEMPLARY AND PUNITIVE DAMAGES, DAMAGES OF ANY KIND KIND, LOST GOODWILL, LOST PROFITS, LOST BUSINESS AND/OR NATURE RESULTING ANY INDIRECT ECONOMIC DAMAGES WHATSOEVER, REGARDLESS OF WHETHER SUCH DAMAGES ARISE FROM CLAIMS BASED UPON CONTRACT, NEGLIGENCE, TORT (INCLUDING STRICT LIABILITY OR OTHER LEGAL THEORY), A BREACH OF ANY WARRANTY OR TERM OF THIS AGREEMENT, AND REGARDLESS OF WHETHER USC WAS ADVISED OR HAD REASON TO KNOW OF THE POSSIBILITY OF INCURRING SUCH DAMAGES IN ADVANCE. IN NO CASE WILL USC’S TOTAL CUMULATIVE LIABILITY UNDER THE TERMS OF OR ARISING OUT OF THIS AGREEMENT, AGREEMENT EXCEED THE PRODUCT, AMOUNT PAID BY LICENSEE AND ANY SERVICES RENDERED HEREUNDER. EXCLUDING CCH’S OBLIGATIONS SUBLICENSEES TO INDEMNIFY CUSTOMER FOR INTELLECTUAL PROPERTY INFRINGEMENT AS PROVIDED IN SECTION 16 OR CCH’S WILFULL MISCONDUCT, USC UNDER THE TOTAL LIABILITY OF CCH AND ITS VENDORS AND LICENSORS TO CUSTOMER OR ANY THIRD PARTY ARISING OUT TERMS OF THIS AGREEMENT, THE PRODUCT, AND ANY SERVICES RENDERED HEREUNDER FOR ANY AND ALL CLAIMS OR TYPES OF DAMAGES SHALL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE HEREUNDER BY CUSTOMER AGREEMENT DURING THE PREVIOUS TWELVE (12) MONTHS IMMEDIATELY PRECEDING PRIOR TO THE FIRST EVENT GIVING RISE TO OCCURRENCE WHICH IS THE BASIS OF THE LIABILITY. The allocations of liability in this Section 17 represent the agreed, bargainedAmended & Restated # 2024-for understanding of the parties and CCH’s compensation hereunder reflects such allocations. The limitation of liability and types of damages stated in the 0301 to Agreement are intended by the parties to apply regardless of the form of lawsuit or claim a party may bring, whether in tort, contract or otherwise, and regardless of whether any limited remedy provided for in the Agreement fails of its essential purpose.#A09-216

Limitation of Liability and Damages. NEITHER CCH The XYZ shall indemnify, defend and hold you, and your affiliates, and Users harmless from and against any loss, damage, costs, liability and expenses (including reasonable attorney fees) arising out of any legal action taken against such entities claiming that the Materials used as contemplated by this Agreement infringe the U.S. copyright or any other U.S. proprietary or intellectual property rights of any person. The XYZ shall have no obligation under this Section for any such claims, actions or losses which are based upon: (i) you or your Users' use of the Materials in a combination with materials or products not supplied by the XYZ which violate the rights of third parties, (ii) the modification of the Materials or the use or distribution of such modified content, or (iii) use of the Materials in a manner other than that permitted herein. UNDER NO CIRCUMSTANCES SHALL THE XYZ OR ITS PROVIDERS BE LIABLE TO YOUR OR ANY AUTHORIZED USER OR OTHER PERSON FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL EXEMPLARY, PUNITIVE OR OTHER DAMAGES (INCLUDING WITHOUT LIMITATION LOSS OF PROFITS, PERSONAL INJURY/WRONGFUL DEATH OR DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION), ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE USE OR INABILITY TO USE THE MATERIALS OR WEBSITE, YOUR RELIANCE ON OR USE OF THE INFORMATION PROVIDED IN THE MATERIALS, OR THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES, ERRORS, DEFECTS, DELAYS IN OPERATION OR TRANSMISSION, OR ANY FAILURE OF PERFORMANCE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND REGARDLESS OF WHETHER THE XYZ OR ITS PROVIDERS OR AGENTS KNOWS OR HAS REASON TO KNOW OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL THE XYZ OR ITS PROVIDERS BE LIABLE TO ANY PARTY FOR ANY ADVERSE CONSEQUENCES ARISING FROM INDEPENDENT APPLICATION OF THE CONTENT OF THE MATERIALS TO PARTICULAR CIRCUMSTANCES NOR FOR YOUR OR YOUR USERS' RELIANCE ON THE WEBSITE OR MATERIALS FOR ANY PURPOSE. EXCEPT FOR CLAIMS BROUGHT PURSUANT TO SECTION 10(a), THE XYZ'S AND ITS VENDORS AND LICENSORS SHALL HAVE ANY PROVIDERS' LIABILITY (WHETHER IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY IN TORT OR BY STATUTE OR OTHERWISE) TO CUSTOMER YOU OR TO ANY THIRD PARTY FOR ANY LOSS OF PROFITS, SALES, BUSINESS, DATA, OR OTHER INCIDENTAL, CONSEQUENTIAL, OR SPECIAL LOSS OR DAMAGE, INCLUDING EXEMPLARY AND PUNITIVE DAMAGES, OF ANY KIND OR NATURE RESULTING FROM ALL CLAIMS RELATED TO OR ARISING OUT OF THIS AGREEMENTAGREEMENT OR THE MATERIALS, THE PRODUCT, AND ANY SERVICES RENDERED HEREUNDER. EXCLUDING CCH’S OBLIGATIONS TO INDEMNIFY CUSTOMER FOR INTELLECTUAL PROPERTY INFRINGEMENT AS PROVIDED IN SECTION 16 OR CCH’S WILFULL MISCONDUCT, THE TOTAL LIABILITY OF CCH AND ITS VENDORS AND LICENSORS TO CUSTOMER OR ANY THIRD PARTY ARISING OUT OF THIS AGREEMENT, THE PRODUCT, AND ANY SERVICES RENDERED HEREUNDER FOR ANY AND ALL CLAIMS OR TYPES OF DAMAGES SHALL NOT IN THE AGGREGATE EXCEED THE TOTAL FEES PAID OR PAYABLE BY YOU HEREUNDER BY CUSTOMER DURING IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE FIRST EVENT GIVING RISE TO LIABILITY. The allocations of liability in this Section 17 represent the agreed, bargained-for understanding of the parties and CCH’s compensation hereunder reflects such allocations. The limitation of liability and types of damages stated in the Agreement are intended by the parties to apply regardless of the form of lawsuit or claim a party may bring, whether in tort, contract or otherwise, and regardless of whether any limited remedy provided for in the Agreement fails of its essential purpose.TWELVE