Common use of Limitation of Liability Clause in Contracts

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETO.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, DATA OR LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSPROPERTY, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETO.

Limitation of Liability. (A) EXCEPT WITH RESPECT FOR CLAIMS ARISING FROM NASDAQ’S WILLFUL MISCONDUCT, AND/OR NASDAQ S INDEMNIFICATION AND/OR CONFIDENTIALITY OBLIGATIONS AS SET FORTH IN THIS AGREEMENT, NASDAQ AND ITS THIRD PARTY INFORMATION PROVIDERS SHALL NOT BE LIABLE TO A BREACH DISTRIBUTOR OR TO ANY OTHER PERSON FOR TRADING LOSSES, LOSS OF SECTION 2 ANTICIPATED PROFITS, LOSS BY REASON OF SHUTDOWN IN OPERATION OR 4FOR INCREASED EXPENSES OF OPERATION, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTALPUNITIVE, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTYCONSEQUENTIAL, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR INCIDENTAL LOSS OR DESTRUCTION DAMAGE OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSNATURE ARISING FROM ANY CAUSE WHATSOEVER, EVEN IF SUCH NASDAQ AND/OR ITS THIRD PARTY HAS INFORMATION PROVIDERS HAVE BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. EXCEPT FOR CLAIMS ARISING FROM DISTRIBUTOR’S WILLFUL MISCONDUCT, AND/OR DISTRIBUTOR'S INDEMNIFICATION AND/OR CONFIDENTIALITY OBLIGATIONS AS SET FORTH IN NO EVENT THIS AGREEMENT, DISTRIBUTOR SHALL AVEPOINT HAVE NOT BE LIABLE FOR INDIRECT, SPECIAL, PUNITIVE, CONSEQUENTIAL, OR INCIDENTAL LOSS OR DAMAGE OF ANY LIABILITY TO CUSTOMER IN EXCESS NATURE ARISING FROM ANY CAUSE WHATSOEVER, EVEN IF DISTRIBUTOR HAS BEEN ADVISED OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETOPOSSIBILITY OF SUCH DAMAGES.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETO. FOR THE AVOIDANCE OF DOUBT, THE PRECEDING LIMITATION OF LIABILITY SHALL NOT AFFECT LIABILITY FOR DEATH OR PERSONAL INJURY, WILFUL DEFAULT, FRAUD OR PRODUCT LIABILITY, FOR WHICH THE LIABILITIES ARE UNLIMITED.

Limitation of Liability. EXCEPT WITH RESPECT Except to the extent otherwise contemplated in Schedule 1, if an Assessment does not perform properly due to the fault of Questionmark Technology, Questionmark will allow the affected Participants to retake the Assessment at no additional charge to Customer. IN NO EVENT SHALL EITHER PARTY'S TOTAL AGGREGATE LIABILITY EXCEED THE GREATER OF AMOUNT OF FEES ACTUALLY PAID BY AND/OR DUE FROM CUSTOMER IN THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO A BREACH OF SECTION 2 CLAIM OR 4, OR AS PROVIDED FIFTY THOUSAND UNITED STATES DOLLARS ($50,000) AND IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES EVENT SHALL EITHER PARTY AND/OR ITS LICENSORS BE LIABLE TO ANYONE FOR ANY INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE INCIDENTAL OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, OF ANY PARTY CLAIMING ON BEHALF OF TYPE OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, KIND (INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS REVENUE, PROFITS, COSTS OF COVER, USE OF OR OTHER ECONOMIC ADVANTAGE) ARISING OUT OF, OR IN ANY WAY CONNECTED WITH, THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSSERVICES, EVEN IF THE PARTY FROM WHICH DAMAGES ARE BEING SOUGHT OR SUCH PARTY HAS PARTY'S LICENSORS HAVE BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT THE ABOVE LIMITATIONS OF LIABILITY SHALL AVEPOINT HAVE ANY LIABILITY NOT APPLY TO CUSTOMER IN EXCESS (A) INDEMNIFICATION FOR THIRD PARTY CLAIMS, (B) MISAPPROPRIATION OR VIOLATION OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETO.INTELLECTUAL PROPERTY RIGHTS,

Limitation of Liability. EXCEPT WITH RESPECT TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SOLAREDGE WILL BE LIABLE TO BUYER ONLY FOR DIRECT DAMAGES ACTUALLY INCURRED BY BUYER AND ONLY UP TO A BREACH OF SECTION 2 OR 4MAXIMUM AMOUNT EQUAL TO THE PURCHASE PRICE FOR THE PRODUCTS THAT CAUSED SUCH DAMAGES, OR AS PROVIDED IN SECTION 7 HEREOFAND BUYER HEREBY RELEASES SOLAREDGE AND ITS AFFILIATES FROM ALL OTHER CLAIMS AND LIABILITIES INCLUDING, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS (A) ANY SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, BUSINESS INTERRUPTIONLOST REVENUES, DAMAGE FAILURE TO REALIZE EXPECTED SAVINGS, OR LOSS OTHER COMMERCIAL OR DESTRUCTION ECONOMIC LOSSES OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSKIND, EVEN IF SUCH PARTY SOLAREDGE HAS BEEN PREVIOUSLY ADVISED ADVISED, OR HAD REASON TO KNOW, OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE DAMAGE, (B) ANY LIABILITY ARISING IN TORT OR OTHERWISE, WHETHER OR NOT ARISING OUT OF SOLAREDGE’S NEGLIGENCE, AND ALL LOSSES OR DAMAGES TO CUSTOMER IN EXCESS ANY PROPERTY OR FOR ANY PERSONAL INJURY OR ECONOMIC LOSS OR DAMAGE CAUSED BY THE CONNECTION OF A PRODUCT TO ANY OTHER DEVICE OR SYSTEM, AND (C) ANY DAMAGE OR INJURY ARISING FROM, OR AS A RESULT OF, MISUSE, ABUSE OR INCORRECT INSTALLATION, INTEGRATION OR OPERATION OF THE AMOUNTS PAID PRODUCTS BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETOPERSONS NOT AUTHORIZED BY SOLAREDGE.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER SERVICE PROVIDER, WILDBLUE NOR ANY OF SECTION 2 OR 4, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES THE PARTNERS SHALL EITHER PARTY BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARYSPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY SERVICE OR INABILITY TO USE THE SERVICE OR OUT OF ANY LOSS CAUSED BREACH OF ANY REPRESENTATION OR WARRANTY. WITHOUT IN ANY WAY LIMITING THE FOREGOING, IF FOR ANY REASON, BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNETLAW OR OTHERWISE, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED ANY PORTION OF THE POSSIBILITY FOREGOING LIMITATION OF LIABILITY SHALL BE VOIDED, THEN IN SUCH EVENT AFFILAITE’S MAXIMUM, SOLE, AND EXCLUSIVE LIABILITY AND THE LIABILITY OF WILDBLUE AND THE PARTNERS SHALL BE LIMITED TO GENERAL MONEY DAMAGES IN AN AMOUNT NOT TO EXCEED THE TOTAL AMOUNT ACTUALLY PAID TO SERVICE PROVIDER BY YOU FOR SERVICE DURING AND FOR A PERIOD OF TIME COMMENCING UPON THE OCCURRENCE OF SUCH DAMAGES. ERROR, DEFECT OR FAILURE AND CEASING UPON THE DISCOVERY OF SUCH, IN WHOLE OR IN PART; PROVIDED, HOWEVER, THAT IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER SUCH PERIOD OF TIME EXCEED THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE DATE WHICH SUCH ERROR, DEFECT OR FAILURE IS FIRST DISCOVERED IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT WHOLE OR ANY ADDENDUM HERETOIN PART.

Limitation of Liability. EXCEPT WITH RESPECT TO A IN CASE OF WILLFUL MISCONDUCT, BREACH OF THE LICENSE SCOPE GRANTED UNDER SECTION 2 7 HEREOF OR 4, OR AS PROVIDED THE INFRINGEMENT INDEMNIFICATION SET FORTH IN SECTION 7 6 HEREOF, UNDER IN NO CIRCUMSTANCES EVENT SHALL EITHER PARTY’S TOTAL MONETARY OBLIGATION AND LIABILITY TO THE OTHER PARTY OR ANY OTHER PARTY UNDER THIS AGREEMENT, EXCEED THE PAYMENTS MADE BY LICENSEE TO LICENSOR FOR THE SOFTWARE AND/OR SERVICES THAT GAVE RISE TO THE ACTION OR CLAIM DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT, AND IF NO SUCH SOFTWARE OR SERVICES ARE SO APPLICABLE THEN THE MAXIMUM LIABILITY FOR EITHER PARTY SHALL NOT EXCEED THE AMOUNT OF LICENSE FEES PAID BY LICENSEE TO LICENSOR HEREUNDER DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT. SUBJECT TO THE REQUIREMENTS AND LIMITATIONS, IF ANY, OF APPLICABLE LAW, NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY OR TO ANY THIRD PARTIES FOR ANY INDIRECT, SPECIAL, INCIDENTALCONSEQUENTIAL, EXEMPLARYCOLLATERRAL OR INCIDENTAL DAMAGES, PUNITIVE INCLUDING, WITHOUT LIMITATION, ANY DAMAGE OR CONSEQUENTIAL DAMAGES INJURY TO BUSINESS EARNINGS, LOST PROFITS, DATA OR GOODWILL SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING PERSON ARISING FROM OR ARISING OUT OF AND/OR RELATED TO THIS AGREEMENT, AGREEMENT OR RELATED AND/OR CONNECTED TO ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSSOFTWARE, EVEN IF SUCH THE PUTATIVELY LIABLE PARTY HAS BEEN PREVIOUSLY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETO.

Limitation of Liability. EXCEPT IN NO EVENT SHALL EITHER PARTY'S LIABILITY WITH RESPECT TO A BREACH OF SECTION 2 OR 4, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR SINGLE INCIDENT ARISING OUT OF OR RELATED TO THIS AGREEMENT WILL EXCEED THE AMOUNT PAID BY CUSTOMER HEREUNDER IN THE 12 MONTHS PRECEDING THE INCIDENT, PROVIDED THAT IN NO EVENT WILL EITHER PARTY’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT EXCEED TWENTY FIVE PERCENT (25%) OF THE TOTAL AGREEMENT AMOUNT PAID BY CUSTOMER. THE ABOVE LIMITATIONS WILL APPLY WHETHER AN ACTION IS IN CONTRACT OR TORT AND REGARDLESS OF THE THEORY OF LIABILITY. HOWEVER, THE ABOVE LIMITATIONS WILL NOT LIMIT CUSTOMER'S PAYMENT OBLIGATIONS UNDER THIS AGREEMENT, . IN NO EVENT WILL EITHER PARTY HAVE ANY ADDENDUM HERETO OR LIABILITY TO THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES OTHER PARTY FOR LOSS OF BUSINESS OR ANY LOST PROFITS, BUSINESS INTERRUPTIONREVENUES OR INDIRECT, DAMAGE SPECIAL, INCIDENTAL, CONSEQUENTIAL, COVER OR LOSS PUNITIVE DAMAGES, WHETHER AN ACTION IS IN CONTRACT OR DESTRUCTION OF DATA, LOSS OF USE TORT AND REGARDLESS OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION THEORY OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSLIABILITY, EVEN IF SUCH A PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY THE FOREGOING DISCLAIMER WILL NOT APPLY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID EXTENT PROHIBITED BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETOLAW.

Limitation of Liability. EXCEPT WITH RESPECT FOR SECTION 7, THE LIABILITY OF EACH PARTY AND ITS LICENSORS, SUPPLIERS AND SUBCONTRACTORS IS LIMITED IN ANY EVENT TO ACTUAL DIRECT DAMAGES TO THE EXTENT CAUSED SOLELY BY SUCH PARTY’S ACTS OR OMISSIONS, UP TO A BREACH MAXIMUM LIABILITY EQUAL TO THE AMOUNT OF SECTION 2 OR 4, OR AS PROVIDED THE CONTRACT PRICE. IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SHALL EVENT WILL EITHER PARTY OR ITS LICENSORS, SUPPLIERS OR SUBCONTRACTORS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARYCONSEQUENTIAL, PUNITIVE SPECIAL OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTYINDIRECT DAMAGES, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTYLOST BUSINESS PROFITS, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTIONLOSS, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE REGARDLESS OF THE LICENSED PROPERTY FORM OF ACTION, WHETHER IN CONTRACT, TORT, BREACH OF WARRANTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSOTHERWISE, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGESTHE SAME. OROCK EXPRESSLY DISCLAIMS ALL LIABILITY ASSOCIATED WITH ANY THIRD-PARTY OPEN SOURCE CODE INCLUDED IN THE WORK PRODUCT. NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY LIMITATION AS TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETODAMAGES FOR PERSONAL INJURY, DEATH, or FRAUD IS HEREBY INTENDED. Neither party shall bring any action, whether in contract or tort, including negligence, arising out of or in connection with this Agreement, more than six (6) years after the cause of action has accrued.

Limitation of Liability. EXCEPT WITH RESPECT WITHOUT PREJUDICE TO A BREACH ARTICLE 1229 OF SECTION 2 OR 4THE ITALIAN CIVIL CODE, OR AS PROVIDED IN SECTION 7 HEREOF, SELLER'S LIABILITY UNDER NO CIRCUMSTANCES THE AGREEMENT SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL LIMITED TO THE AMOUNT OF THE ACTUAL DIRECT DAMAGES SUFFERED INCURRED BY THE BUYER OR TO 40% OF THE PRICE PAID BY THE BUYER TO THE SELLER FOR THE EQUIPMENT OR TO THE REPLACEMENT OF THE EQUIPMENT, WHICHEVER IS THE LOWEST. THE BUYER SHALL BE ENTITLED TO NO OTHER PARTYREMEDY REGARDLESS OF THE FORM OF CLAIM OR CAUSE OF ACTION, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS WHETHER BASED IN AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOFNEGLIGENCE, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS STRICT LIABILITY OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGESOTHERWISE. IN NO EVENT SHALL AVEPOINT HAVE THE SELLER BE LIABLE FOR ANY LIABILITY TO CUSTOMER LOSS OF PROFITS AND/OR INDIRECT DAMAGES. NOTWITHSTANDING ANYTHING CONTAINED IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETO.OTHER AGREEMENT TO THE CONTRARY AND TO THE FULLEST EXTENT ALLOWED BY LAW, IN THE EVENT THAT THE WORK, PRODUCTS OR SERVICES PROVIDED BY THE SELLER AND/OR OTHERWISE IDENTIFIED HEREIN ARE PROVIDED, USED, OR OTHERWISE EMPLOYED IN, ON OR AROUND A FACILITY GENERATING AND/OR EMPLOYING IN ANY MANNER NUCLEAR OR RADIOACTIVE MATERIAL AND/OR OR GENERATING NUCLEAR, RADIOACTIVE OR IONIZING RADIATION WHETHER AS A FUEL, PRODUCT OR ANY OTHER SUBSTANCE (THE “NUCLEAR SUBSTANCES”), THE BUYER:

Limitation of Liability. EXCEPT WITH RESPECT TO A IN CASE OF WILLFUL MISCONDUCT, BREACH OF THE LICENSE SCOPE UNDER SECTION 2 2.2 HEREOF AND/OR 4THE INFRINGEMENT INDEMNIFICATIONS UNDER SECTION 9 HEREOF, IN NO EVENT SHALL EITHER PARTY’S TOTAL MONETARY OBLIGATION AND LIABILITY TO THE OTHER PARTY OR ANY OTHER PARTY UNDER THIS AGREEMENT EXCEED THE PAYMENTS MADE BY OEM TO LICENSOR FOR THE SOFTWARE AND/OR SERVICES THAT GAVE RISE TO THE ACTION OR CLAIM DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT, AND IF NO SUCH SOFTWARE OR SERVICES ARE SO APPLICABLE THEN THE MAXIMUM LIABILITY FOR EITHER PARTY SHALL NOT EXCEED THE AMOUNT OF LICENSE FEES PAID BY OEM TO LICENSOR HEREUNDER DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT.‌ SUBJECT TO THE REQUIREMENTS AND LIMITATIONS, IF ANY, OF APPLICABLE LAW, NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY, THE END CUSTOMERS, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE TO ANY THIRD PARTIES FOR ANY INDIRECT, SPECIAL, INCIDENTALCONSEQUENTIAL, EXEMPLARYCOLLATERAL OR INCIDENTAL DAMAGES, PUNITIVE INCLUDING, WITHOUT LIMITATION, ANY DAMAGE OR CONSEQUENTIAL DAMAGES INJURY TO BUSINESS EARNINGS, LOST PROFITS, DATA OR GOODWILL SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING PERSON ARISING FROM OR ARISING OUT OF AND/OR RELATED TO THIS AGREEMENT, AGREEMENT OR RELATED AND/OR CONNECTED TO ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSSOFTWARE, EVEN IF SUCH THE PUTATIVELY LIABLE PARTY HAS BEEN PREVIOUSLY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETO.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4IN NO EVENT SHALL CONTRIBUTOR, ANY MEMBERS, DIACC, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY THE BOARD BE LIABLE TO ANY OTHER CONTRIBUTOR, ANY MEMBERS, DIACC, OR THE BOARD FOR ANY INDIRECT, SPECIAL, INCIDENTALPUNITIVE, EXEMPLARY, PUNITIVE EXEMPLARY OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, OF ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR KIND ARISING OUT OF OR RELATED TO THIS CONTRIBUTOR AGREEMENT, ANY ADDENDUM HERETO DIACC RESOURCES, OR THE PERFORMANCE OR BREACH THEREOFCONTRIBUTOR’S PARTICIPATION IN DIACC PROGRAMS, INCLUDING INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR LOST PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH A PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE MAXIMUM AGGREGATE LIABILITY OF DIACC AND THE EXCLUSIVE REMEDY AVAILABLE TO CONTRIBUTOR IN NO EVENT CONNECTION WITH THE CONTRIBUTOR AGREEMENT FOR ANY AND ALL DAMAGES, INJURY, AND LOSSES ARISING FROM ANY AND ALL CLAIMS AND/OR CAUSES OF ACTION ARISING OUT OF OR IN CONNECTION WITH DIACC PROGRAMS OR RESOURCES OR THIS CONTRIBUTOR AGREEMENT, SHALL AVEPOINT HAVE ANY LIABILITY BE TO CUSTOMER IN EXCESS RECOVER THE ACTUAL DAMAGES CONTRIBUTOR INCURRED UP TO, BUT NOT EXCEEDING, THREE HUNDRED DOLLARS ($300). THE EXISTENCE OF MULTIPLE CLAIMS OR SUITS UNDER OR RELATED TO THIS CONTRIBUTOR AGREEMENT WILL NOT ENLARGE OR EXTEND THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETOFOREGOING LIMITATION OF MONEY DAMAGES.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED LICENCED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETO.

Limitation of Liability. EXCEPT WITH RESPECT TO A FOR THE PARTIES’ INDEMNIFICATION OBLIGATIONS IN SECTIONS 14 AND 15 ABOVE, OFFICE DEPOT’S BREACH OF SECTIONS 3.3 OR 3.4, OR EITHER PARTY’S WILLFUL, OR KNOWING BREACH OF SECTION 2 OR 4, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SHALL EVENT WILL EITHER PARTY BE LIABLE TO THE OTHER PARTY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTYDAMAGES, ANY PARTY CLAIMING WHETHER BASED ON BEHALF OF OR THROUGH THE OTHER PARTYCONTRACT, TORT, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENTLEGAL THEORY, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOFINCLUDING, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS DATA OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATAITS USE, LOSS OF USE PROFITS, LOSS OF THE LICENSED PROPERTY BUSINESS, OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSOTHER ECONOMIC DAMAGES, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGESLOSS OR DAMAGE. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS REGARDLESS OF THE FORM OF ACTION, OTHER THAN AN ACTION FOR PAYMENT OF AMOUNTS PAID BY CUSTOMER TO AVEPOINT DUE UNDER THE AGREEMENT, THE PARTIES’ INDEMNIFICATION OBLIGATIONS IN SECTIONS 14 AND 15 ABOVE, OFFICE DEPOT’S BREACH OF SECTIONS 3.3 OR 3.4, AND EITHER PARTY’S WILLFUL OR KNOWING BREACH OF SECTION 4, THE TOTAL LIABILITY OF EITHER PARTY UNDER THIS AGREEMENT OR ANY ADDENDUM HERETOSHALL NOT EXCEED THE TOTAL AMOUNT PAID TO SUPPORTSOFT FOR SERVICES SATISFACTORILY PERFORMED UNDER THIS AGREEMENT AS OF THE DATE OF SUCH CLAIM.”

Limitation of Liability. EXCEPT WITH RESPECT TO FOR CLAIMS ARISING OUT OF A BREACH BY ONE PARTY OF SECTION 2 THE OTHER PARTY’S INTELLECTUAL PROPERTY RIGHTS OR 4CLAIMS ARISING UNDER A PARTY’S INDEMNIFICATION OBLIGATIONS HEREUNDER, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY FOR ANY INDIRECT, SPECIALCONSEQUENTIAL, INCIDENTAL, EXEMPLARY, SPECIAL OR PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOFWHATSOEVER, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF BUSINESS INFORMATION AND THE LIKE, ARISING OUT OF THE USE OF OR INABILITY TO USE THE LICENSED PROPERTY TECHNOLOGIES OR ANY LOSS CAUSED BY THE INTERRUPTIONPRODUCTS OR SERVICES PROVIDED HEREUNDER, TERMINATION OR FAILED OPERATION REGARDLESS OF THE INTERNETFORM OF ACTION, THIRD PARTY TELECOMMUNICATION SERVICES WHETHER IN CONTRACT, TORT, STRICT LIABILITY OR THIRD PARTY SECURITY FEATURES OR SYSTEMSOTHERWISE, EVEN IF SUCH THE OTHER PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY. IN NO EVENT SHALL AVEPOINT HAVE ANY DSS’ LIABILITY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETOEXCEED THE TOTAL AMOUNT PAID BY LICENSEE TO DSS UNDER THIS AGREEMENT.

Limitation of Liability. EXCEPT WITH RESPECT TO A IN CASE OF WILLFUL MISCONDUCT, BREACH OF THE LICENSE SCOPE UNDER SECTION 2 2.2 HEREOF AND/OR 4THE INFRINGEMENT INDEMNIFICATIONS UNDER SECTION 9 HEREOF, IN NO EVENT SHALL EITHER PARTY’S TOTAL MONETARY OBLIGATION AND LIABILITY TO THE OTHER PARTY OR ANY OTHER PARTY UNDER THIS AGREEMENT EXCEED THE PAYMENTS MADE BY OEM TO LICENSOR FOR THE SOFTWARE AND/OR SERVICES THAT GAVE RISE TO THE ACTION OR CLAIM DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT, AND IF NO SUCH SOFTWARE OR SERVICES ARE SO APPLICABLE THEN THE MAXIMUM LIABILITY FOR EITHER PARTY SHALL NOT EXCEED THE AMOUNT OF LICENSE FEES PAID BY OEM TO LICENSOR HEREUNDER DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT. SUBJECT TO THE REQUIREMENTS AND LIMITATIONS, IF ANY, OF APPLICABLE LAW, NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY, THE END CUSTOMERS, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE TO ANY THIRD PARTIES FOR ANY INDIRECT, SPECIAL, INCIDENTALCONSEQUENTIAL, EXEMPLARYCOLLATERAL OR INCIDENTAL DAMAGES, PUNITIVE INCLUDING, WITHOUT LIMITATION, ANY DAMAGE OR CONSEQUENTIAL DAMAGES INJURY TO BUSINESS EARNINGS, LOST PROFITS, DATA OR GOODWILL SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING PERSON ARISING FROM OR ARISING OUT OF AND/OR RELATED TO THIS AGREEMENT, AGREEMENT OR RELATED AND/OR CONNECTED TO ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSSOFTWARE, EVEN IF SUCH THE PUTATIVELY LIABLE PARTY HAS BEEN PREVIOUSLY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETO.

Limitation of Liability. EXCEPT WITH RESPECT TO FOR A BREACH OF SECTION 2 OR 46 (CONFIDENTIALITY), OR AS PROVIDED IT IS EXPRESSLY AGREED THAT IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES EVENT SHALL EITHER PARTY BE LIABLE FOR ANY SPECIAL, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE CONTINGENT OR CONSEQUENTIAL DAMAGES LOSS OR DAMAGE (INCLUDING, WITHOUT LIMITATION, LOSS OF CONTRACT, LOSS OF BUSINESS, LOSS OF REVENUE, LOSS OF GOODWILL, LOSS OF MARKET, LOSS OF PROFIT OR LOSS OF ANTICIPATED PROFIT), EXPENSE OR COST WHATSOEVER OR HOWSOEVER SUFFERED BY OR INCURRED, WHETHER OR NOT THE OTHER PARTYSAME ARE FORESEEABLE AND WHETHER ARISING IN CONTRACT, ANY PARTY CLAIMING ON BEHALF OF TORT (INCLUDING NEGLIGENCE) OR THROUGH THE OTHER PARTYOTHERWISE, OR ANY OTHER THIRD PARTY RESULTING FROM RELATING TO OR ARISING OUT OF PERFORMANCE OF THIS AGREEMENT OR RELATED PURSUANT TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH EITHER PARTY HAS HAD BEEN PREVIOUSLY ADVISED ADVISED, KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGESTHEREOF. AS LONG AS THE PARTIES USE COMMERCIALLY REASONABLE EFFORTS IN NO EVENT CONNECTION WITH THE DEVELOPMENT EFFORTS CONTEMPLATED HEREIN, NEITHER PARTY SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS THE OTHER SOLELY AS A RESULT OF THE AMOUNTS PAID BY CUSTOMER FAILURE TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETOACHIEVE THE PRODUCT SUCCESS CRITERIA.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, OR AS PROVIDED (A) IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES EVENT SHALL EITHER PARTY PALO ALTO NETWORKS BE LIABLE FOR ANY SPECIAL, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARYPUNITIVE, PUNITIVE EXEMPLARY OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTYOF ANY KIND (INCLUDING BUT NOT LIMITED TO LOSS OF USE, ANY PARTY CLAIMING ON BEHALF OF DATA, BUSINESS OR THROUGH THE OTHER PARTYPROFITS, OR ANY FOR THE COST OF PROCURING SUBSTITUTE PRODUCTS, SERVICES OR OTHER THIRD PARTY RESULTING FROM OR GOODS), ARISING OUT OF OR RELATED RELATING TO THIS AGREEMENTPSA, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE REGARDLESS OF THE LICENSED PROPERTY THEORY OF LIABILITY AND WHETHER OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY NOT PALO ALTO NETWORKS WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. DAMAGE OR LOSS; AND (B) IN NO EVENT SHALL AVEPOINT HAVE PALO ALTO NETWORKS’ TOTAL LIABILITY ARISING OUT OF OR RELATING TO THIS PSA AND APPLICABLE SOW(S) or SD(S), FROM ALL CLAIMS OR CAUSES OF ACTION AND UNDER ALL THEORIES OF LIABILITY, EXCEED THE TOTAL PAYMENTS ACTUALLY MADE TO PALO ALTO NETWORKS FOR THE SERVICES DURING THE TWELVE (12) MONTH PERIOD PRIOR TO ANY SUCH CLAIM OR CAUSE OF ACTION. THE FOREGOING LIMITATIONS SHALL NOT APPLY TO LIABILITY TO CUSTOMER IN EXCESS ARISING FROM BREACH OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT CONFIDENTIALITY, INTELLECTUAL PROPERTY INDEMNIFICATION, DEATH OR ANY ADDENDUM HERETOBODILY INJURY. You agree that the foregoing limitations of liability constitute a material inducement for Palo Alto Networks to enter into this PSA and that the purchase price and fees charged would be substantially higher without such limitations.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES NEITHER PARTY SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY (OR TO ANY PERSON CLAIMING RIGHTS DERIVED FROM THE OTHER PARTY'S RIGHTS) FOR ANY INDIRECTINCIDENTAL, CONSEQUENTIAL, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTYPUNITIVE, OR EXEMPLARY DAMAGES OF ANY KIND, INCLUDING LOST PROFITS, LOSS OF BUSINESS, OR OTHER THIRD PARTY RESULTING FROM ECONOMIC DAMAGE, AND FURTHER INCLUDING INJURY TO PROPERTY, AS A RESULT OF BREACH OF ANY WARRANTY OR ARISING OUT ANY MATERIAL OBLIGATION OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO REGARDLESS OF WHETHER THE PARTY ALLEGEDLY LIABLE WAS ADVISED, HAD OTHER REASON TO KNOW, OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED IN FACT KNEW OF THE POSSIBILITY OF SUCH DAMAGESTHEREOF. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS EACH PARTY ACKNOWLEDGES THAT THE FOREGOING SENTENCE REFLECTS AN INFORMED, VOLUNTARY ALLOCATION BETWEEN THE PARTIES OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER RISKS (KNOWN AND UNKNOWN) THAT MAY EXIST IN CONNECTION WITH THIS AGREEMENT, THAT SUCH VOLUNTARY RISK ALLOCATION WAS A MATERIAL PART OF THE BARGAIN BETWEEN THE PARTIES, AND THAT THE ECONOMIC AND OTHER TERMS OF THIS AGREEMENT OR ANY ADDENDUM HERETOWERE NEGOTIATED AND AGREED TO BY THE PARTIES IN RELIANCE ON SUCH VOLUNTARY RISK ALLOCATION.

Limitation of Liability. EXCEPT WITH RESPECT SUPPLIER AGREES THAT EXPERIAN’S TOTAL AGGREGATE LIABILITY UNDER THE AGREEMENT, REGARDLESS OF THE NATURE OF THE LEGAL OR EQUITABLE RIGHT CLAIMED TO A BREACH HAVE BEEN VIOLATED, IS LIMITED TO DIRECT DAMAGES WHICH SHALL NOT EXCEED THE AMOUNT PAID BY EXPERIAN TO SUPPLIER UNDER THE AGREEMENT FOR THE PARTICULAR PRODUCTS THAT ARE THE SUBJECT OF THE ALLEGED LOSSES OR INJURIES. SUPPLIER FURTHER AGREES THAT THIS SECTION 2 SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW AND SHALL APPLY EVEN IF AN EXCLUSIVE OR 4LIMITED REMEDY STATED HEREIN OR IN THE AGREEMENT FAILS OF ITS ESSENTIAL PURPOSE. NOTWITHSTANDING ANY OTHER PROVISION OF THE AGREEMENT, IN NO EVENT SHALL EXPERIAN BE LIABLE TO SUPPLIER FOR ANY INCIDENTAL, INDIRECT, CONSEQUENTIAL, PUNITIVE, SPECIAL OR INCREASED DAMAGES, OR AS PROVIDED IN SECTION 7 HEREOFDAMAGES TO BUSINESS REPUTATION, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF ARISING FROM LOSS OF OR THROUGH THE OTHER PARTYBUSINESS, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTIONOR WILLFUL INFRINGEMENT BY EXPERIAN, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE WHETHER ANY OF THE LICENSED PROPERTY FOREGOING ARE FORESEEABLE OR ANY LOSS CAUSED BY THE INTERRUPTIONNOT, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSAND HOWEVER CAUSED, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY EXPERIAN IS ADVISED OF THE POSSIBILITY OF THAT SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT DAMAGES OR ANY ADDENDUM HERETOLOST PROFITS MIGHT ARISE.

Limitation of Liability. EXCEPT FOR A PARTY’S BREACH OF SECTIONS 3, 4 OR 6 OR WITH RESPECT TO A BREACH OF SECTION 2 ANY INDEMNIFICATION OBLIGATION SET FORTH IN THIS AGREEMENT: (a) TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY, ITS AFFILIATES OR 4, OR AS PROVIDED IN SECTION 7 HEREOFLICENSORS SHALL BE LIABLE, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARYCONSEQUENTIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH EXEMPLARY DAMAGES. ; AND (b) IN NO EVENT SHALL AVEPOINT HAVE ANY THE TOTAL LIABILITY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT EITHER PARTY, ITS AFFILIATES OR ITS LICENSORS UNDER THIS AGREEMENT EXCEED THE TOTAL FEES PAID OR PAYABLE TO NECS HEREUNDER DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRIOR TO THE DATE THE CAUSE OF ACTION AROSE. NEITHER NECS NOR ITS AFFILIATES OR LICENSORS SHALL BE LIABLE FOR DAMAGES OF ANY KIND, WHETHER DIRECT OR INDIRECT, RESULTING FROM ANY LOSS OR CORRUPTION OF CUSTOMER CONTENT. IF CUSTOMER IS UNABLE TO USE THE APPLICATION SERVICE AS A RESULT OF ANY DATA LOSS OR CORRUPTION, OR ANY ADDENDUM HERETOMALFUNCTION OR INCOMPATIBILITY, AS ITS SOLE AND EXCLUSIVE REMEDY, CUSTOMER MAY ELECT TO TERMINATE THIS AGREEMENT AND RECEIVE A REFUND OF ANY UNUSED PRE-PAID FEES.

Limitation of Liability. EXCEPT WITH RESPECT IN NO EVENT SHALL IMPULSE BE LIABLE TO A BREACH CUSTOMER OR TO ANY OTHER THIRD PERSON OR ENTITY (I) FOR ANY SPECIAL, INDIRECT, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING, WITHOUT LIMITATION, DAMAGES RESULTING FROM LOSS OF SECTION 2 SALE, BUSINESS, PROFITS, DATA, OPPORTUNITY OR 4GOODWILL, EVEN IF THE REMEDIES PROVIDED FOR IN THIS AGREEMENT FAIL OF THEIR ESSENTIAL PURPOSE AND EVEN IF THE PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF ANY OF THE FOREGOING DAMAGES, ARISING OUT OF, OR AS PROVIDED IN SECTION 7 HEREOFTHE RESULT OF, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE THE SALE, DELIVERY, NON- DELIVERY, SERVICING, USE OR LOSS OF USE OF THE PRODUCTS OR ANY PART THEREOF, OR (II) FOR ANY INDIRECTCHARGES OR EXPENSES OF ANY NATURE INCURRED WITHOUT IMPULSE’S PRIOR WRITTEN CONSENT, SPECIALEVEN THOUGH IMPULSE HAS BEEN FOUND TO BE NEGLIGENT OR STRICTLY LIABLE, INCIDENTALWHETHER IN CONTRACT, EXEMPLARY, PUNITIVE TORT OR CONSEQUENTIAL DAMAGES SUFFERED OTHER LEGAL THEORY WITH THE EXCEPTION OF WILLFUL OR GROSSLY NEGLIGENT ACTS. IN NO EVENT SHALL IMPULSE’S LIABILITY UNDER ANY CLAIM MADE BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, CUSTOMER OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR EXCEED THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE PURCHASE PRICE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION PRODUCTS IN RESPECT OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETOWHICH DAMAGES ARE CLAIMED.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH FOR THE INDEMNIFICATION OBLIGATIONS UNDER SECTION 5, BREACHES OF INTELLECTUAL PROPERTY AND/OR PROPRIETARY RIGHTS GRANTED UNDER THE AGREEMENT AND BREACHES OF CONFIDENTIALITY UNDER SECTION 2 OR 4, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SHALL EITHER 7; (I) NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARYCONSEQUENTIAL, EXEMPLARY OR PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOFDAMAGES, INCLUDING WITHOUT LIMITATION, BUT NOT LIMITED TO DAMAGES FOR LOSS OF BUSINESS OR LOST DATA, LOST PROFITS, BUSINESS INTERRUPTIONLOST REVENUE OR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, DAMAGE HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, INCLUDING BUT NOT LIMITED TO CONTRACT OR LOSS TORT (INCLUDING PRODUCTS LIABILITY, STRICT LIABILITY AND NEGLIGENCE), AND WHETHER OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF NOT SUCH PARTY HAS WAS OR SHOULD HAVE BEEN PREVIOUSLY AWARE OR ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. DAMAGE AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY STATED HEREIN; AND (II) IN NO EVENT SHALL AVEPOINT HAVE A PARTY’S AGGREGATE LIABILITY FOR ALL CLAIMS (NOT INCLUDING A PARTY’S PAYMENT OBLIGATIONS UNDER ANY LIABILITY TO CUSTOMER IN EXCESS ORDER FORM) ARISING OUT OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETO*****. The parties agree that (i) the mutual agreements made in this Section reflect a reasonable allocation or risk, and (ii) that each party would not enter into the Agreement without these limitations on liability.

Limitation of Liability. EXCEPT WITH RESPECT TO FOR A BREACH BY EITHER PARTY OF SECTION 2 OR 4ITS CONFIDENTIALITY OBLIGATIONS UNDER ARTICLE 7 AND EXCEPT FOR BREACHES OF ANY LICENSE RESTRICTIONS, OR AS PROVIDED IN SECTION 7 HEREOFANY PAYMENT OBLIGATIONS RESULTING FROM AN INDEMNIFICATION OBLIGATION HEREUNDER, UNDER NO CIRCUMSTANCES SHALL WILL EITHER PARTY BE LIABLE TO THE OTHER, UNDER CONTRACT, STRICT LIABILITY, NEGLIGENCE OR OTHER LEGAL OR EQUITABLE THEORY, FOR ANY LOST REVENUE, LOST PROFITS, EQUIPMENT DOWN-TIME, OR FOR ANY INCIDENTAL, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE SPECIAL OR CONSEQUENTIAL DAMAGES SUFFERED BY OF ANY KIND IN CONNECTION WITH THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF SUBJECT MATTER OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. EXCEPT FOR A BREACH BY EITHER PARTY OF ITS CONFIDENTIALITY OBLIGATIONS UNDER ARTICLE 7 AND EXCEPT FOR BREACHES OF ANY LICENSE RESTRICTIONS, OR ANY PAYMENT OBLIGATIONS RESULTING FROM AN INDEMNIFICATION OBLIGATION HEREUNDER, IN NO EVENT SHALL AVEPOINT HAVE ANY WILL EITHER PARTY’S LIABILITY TO CUSTOMER IN EXCESS THE OTHER UNDER THIS AGREEMENT EXCEED THE GREATER OF [*] DOLLARS ($[*]) OR THE AMOUNTS PAID OR PAYABLE BY CUSTOMER SUCH PARTY TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETOTHE OTHER PARTY IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4, OR AS PROVIDED ALL LIABILITY FOR AND SHALL IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY EVENT BE LIABLE FOR ANY INDIRECTINCIDENTAL, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE INDIRECT OR CONSEQUENTIAL ****CERTAIN INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS. CONFIDENTIAL TREATMENT REQUESTED DAMAGES, EXPENSES, LOST PROFITS, LOST SAVINGS, INTERRUPTIONS OF BUSINESS OR OTHER DAMAGES SUFFERED BY THE OTHER PARTY, OF ANY PARTY CLAIMING ON BEHALF OF KIND OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR CHARACTER WHATSOEVER ARISING OUT OF OR RELATED TO THIS AGREEMENTAGREEMENT OR RESULTING FROM THE MANUFACTURE, ANY ADDENDUM HERETO HANDLING, MARKETING, SALE, DISTRIBUTION OR THE PERFORMANCE USE OF LICENSED PRODUCT OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTIONPATENTS AND CAPTISOL DATA PACKAGE, TERMINATION OR FAILED OPERATION REGARDLESS OF THE INTERNETFORM OF ACTION, THIRD PARTY TELECOMMUNICATION SERVICES WHETHER IN CONTRACT, TORT, STRICT LIABILITY OR THIRD PARTY SECURITY FEATURES OR SYSTEMSOTHERWISE, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY **** WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN **** TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT EXCEED ****. NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY ACTION, REGARDLESS OF FORM, ARISING OUT OF OR RELATED TO CUSTOMER IN EXCESS THIS AGREEMENT MAY BE BROUGHT BY EITHER PARTY MORE THAN **** AFTER SUCH PARTY HAS KNOWLEDGE OF THE AMOUNTS PAID BY CUSTOMER OCCURRENCE THAT GAVE RISE TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETOTHE CAUSE OF SUCH ACTION.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4, OR AS PROVIDED FOR THE OBLIGATIONS SET FORTH IN SECTION 7 HEREOF8 (INDEMNIFICATION) AND CLAIMS ARISING UNDER SECTION 10 (CONFIDENTIALITY), UNDER NO CIRCUMSTANCES SHALL EITHER NEITHER PARTY WILL BE LIABLE FOR ANY SPECIAL, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF (INCLUDING BUT NOT LIMITED TO SUCH DAMAGES ARISING FROM BREACH OF CONTRACT OR THROUGH THE OTHER PARTYWARRANTY OR FROM NEGLIGENCE OR STRICT LIABILITY), OR ANY OTHER THIRD PARTY RESULTING FROM FOR INTERRUPTED COMMUNICATIONS, LOST BUSINESS, LOST DATA OR LOST PROFITS, ARISING OUT OF OR RELATED TO IN CONNECTION WITH THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF (OR KNOWS OR SHOULD KNOW OF) THE POSSIBILITY OF SUCH DAMAGES. EXCEPT FOR THE OBLIGATIONS SET FORTH IN SECTION 8 (INDEMNIFICATION) AND CLAIMS ARISING UNDER SECTION 10 (CONFIDENTIALITY), UNDER NO EVENT CIRCUMSTANCES SHALL AVEPOINT HAVE EITHER PARTY, ITS AFFILIATES, OR RELATED COMPANIES BE LIABLE TO THE OTHER PARTY OR ANY LIABILITY TO CUSTOMER IN EXCESS OF THIRD PARTY FOR AN AMOUNT GREATER THAN THE AMOUNTS “SETUP FEE” PAID BY CUSTOMER THE JYT TO AVEPOINT UNDER JYT AS PER THE COMMERCIALS AGREED UPON IN THIS AGREEMENT OR ANY ADDENDUM HERETO.AGREEMENT. CONFIDENTIALITY; MEDIA COMMUNICATIONS

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4, OR AS PROVIDED Exclusion of Indirect Damages. IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SHALL EVENT WILL EITHER PARTY BE LIABLE FOR ANY LOSS OF PROFITS, LOSS OF USE, BUSINESS INTERRUPTION, LOSS OF DATA, COST OF COVER, OR INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, OF ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM KIND IN CONNECTION WITH OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO WHETHER ALLEGED AS A BREACH OF CONTRACT OR THE PERFORMANCE OR BREACH THEREOFTORTIOUS CONDUCT, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSNEGLIGENCE, EVEN IF SUCH THE OTHER PARTY HAS HAD BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGESDAMAGE. Limitation on Direct Damages. EXCEPT FOR DAMAGES CAUSED BY FRAUD, INTENTIONAL MISREPRESENTATION, A BREACH OF A PARTY’S CONFIDENTIALITY OBLIGATIONS, LICENSEE’S VIOLATION OF PERFORCE’S INTELLECTUAL PROPERTY RIGHTS, OR INFRINGEMENT CLAIMS UNDER SECTION 5 HEREOF, IN NO EVENT SHALL AVEPOINT HAVE ANY EITHER PARTY’S TOTAL CUMULATIVE LIABILITY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETORELATING TO THE SUBJECT MATTER HEREOF FOR ALL CLAIMS, COSTS, LOSSES, AND DAMAGES EXCEED THE AMOUNT PAID OR PAYABLE IN THE PRECEDING TWELVE MONTH PERIOD BY LICENSEE TO PERFORCE PURSUANT TO THIS AGREEMENT FOR THE LICENSED SOFTWARE.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY OR ANY THIRD PARTY FOR ANY LOST PROFITS, LOST EQUIPMENT, ANY WEBSITE OR NETWORK DOWNTIME, OR COST OF PROCURING SUBSTITUTE SERVICES, OR, EXCEPT FOR DAMAGES OTHERWISE SPECIFIED IN PARAGRAPH 8 HEREIN (“DATA BREACH COSTS”), FOR ANY INDIRECT, INCIDENTAL, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTYOF ANY KIND, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTYHOWEVER ARISING, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR WHICH ARE RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR AGREEMENT AND THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS PROVISION OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSHEREUNDER, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. EXCEPT FOR CLAIMS CAUSED BY THE GROSS NEGLIGENCE, FRAUD OR WILLFUL MISCONDUCT OF A PARTY, IN NO EVENT SHALL AVEPOINT HAVE EITHER PARTY BE LIABLE TO THE OTHER PARTY OR ANY LIABILITY THIRD PARTY FOR CLAIMS, LIABILITIES OR EXPENSES RELATING TO CUSTOMER THIS AGREEMENT FOR AN AGGREGATE AMOUNT IN EXCESS OF THE LESSER OF: (i) ACTUAL DIRECT DAMAGES OR (ii) AMOUNTS ACTUALLY PAID BY CUSTOMER TO AVEPOINT COMPANY UP TO THE TIME THE EVENT RESULTING IN LIABILITY OCCURS AND PURSUANT TO THE ORDER FORM UNDER THIS AGREEMENT OR ANY ADDENDUM HERETOWHICH THE CLAIM AROSE.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH LIMITATION OF SECTION 2 OR 4, OR AS PROVIDED LIABILITY: IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES EVENT SHALL EITHER PARTY TO THIS AGREEMENT OR PURCHASE ORDER BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH TO THE OTHER PARTY, OR THAT PARTY’S EMPLOYEES,CONTRACTORS, SUBCONTRACTORS OR AFFILIATES WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, FOR ANY INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGE, LOSS, COSTS OR EXPENSES SUFFERED BY ANY PARTY ARISING OUT OF, OR IN CONNECTION WITH, THIS AGREEMENT OR PURCHASE ORDER, WHETHER OR NOT ANY PARTY WAS ADVISED OF THE POTENTIAL OF SUCH DAMAGES, INCLUDING WITHOUT LIMITATION ANY ECONOMIC LOSS OR OTHER THIRD LOSS OF TURNOVER, PROFITS, BUSINESS, GOODWILL, DATA, EVEN IF THAT LOSS OR DAMAGE WAS FORESEEABLE BY OR THE POSSIBILITY OF IT WAS BROUGHT TO THE ATTENTION OF ANY PARTY. THE MAXIMUM AGGREGATE LIABILITY OF EITHER PARTY RESULTING FROM TO THIS AGREEMENT OR PURCHASE ORDER, TO THE OTHER PARTY, FOR ALL CLAIMS ARISING OUT OF THIS AGREEMENT OR RELATED TO PURCHASE ORDER SHALL NOT IN ANY CIRCUMSTANCES EXCEED THE AMOUNT PAYABLE FOR THIS AGREEMENTINDIVIDUAL JOB OR WORK FROM WHICH SUCH CLAIM AROSE. IN ADDITION, THE MAXIMUM LIABILITY FOR ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OF OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR TO ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETOCARGO IS $100,000.00 (USD).

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER FOR ANY LOSS OF PROFITS OR OTHER INCIDENTAL, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSDAMAGES, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY EITHER PARTY BE LIABLE TO THE OTHER FOR CLAIMS OR DEMANDS BROUGHT AGAINST THE OTHER PARTY BY A THIRD PARTY UNDER THIS AGREEMENT, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. GIGABEAM'S LIABILITY TO CUSTOMER THINKOM, IN EXCESS THE EVENT OF TERMINATION PURSUANT TO SECTION 4 AND PROVIDED THINKOM IS NOT IN BREACH OF THIS AGREEMENT, SHALL INCLUDE BUT NOT EXCEED THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT AMOUNT DUE AND OWING UNDER THIS AGREEMENT OR ANY ADDENDUM HERETO.TO THINKOM BY GIGABEAM FOR WORK PERFORMED AND DELIVERED BY THINKOM TO GIGABEAM, INVENTORIES PURCHASED BY THINKOM, WORK IN PROCESS, FINISHED ANTENNA MODULES AND COMMITMENTS TO THIRD PARTIES BY THINKOM WHICH WERE MADE KNOWN TO GIGABEAM IN WRITING PRIOR TO SUCH COMMITMENTS BY THINKOM AND COVERED BY A PURCHASE ORDER LOT COMMITMENT BY GIGABEAM

Limitation of Liability. RESPONSE’S AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT AND SALE OF THE RAW MATERIALS SHALL BE LIMITED TO THE AMOUNT PAID BY JBT FOR THE RAW MATERIALS GIVING RISE TO THE LIABILITY, AND IN NO EVENT SHALL RESPONSE’S AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT AND/OR SALE OF THE RAW MATERIALS EXCEED THE TOTAL AMOUNTS RECEIVED BY RESPONSE FROM JBT UNDER THIS AGREEMENT DURING THE TWELVE (12) MONTHS PRIOR TO THE DATE OF THE FIRST EVENT GIVING RISE TO THE LIABILITY. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4THE EXTENT SUBJECT TO ARTICLE 13 BELOW, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES EVENT SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECTSPECIAL, SPECIALCONSEQUENTIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTYINDIRECT DAMAGES, HOWEVER CAUSED AND ON ANY PARTY CLAIMING ON BEHALF THEORY OF OR THROUGH THE OTHER PARTYLIABILITY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO IN CONNECTION WITH THIS AGREEMENT, ANY ADDENDUM HERETO WHETHER OR THE PERFORMANCE NOT FORESEEABLE AND WHETHER OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD NOT EITHER PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES ARISING FROM OR RELATED TO LOSS OF USE, LOSS OF DATA, OR DOWNTIME, OR FOR LOSS OF REVENUE OR PROFITS. IN NO EVENT THESE LIMITATIONS SHALL AVEPOINT HAVE APPLY NOTWITHSTANDING ANY LIABILITY TO CUSTOMER IN EXCESS FAILURE OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ESSENTIAL PURPOSE OF ANY ADDENDUM HERETOLIMITED REMEDY.

Limitation of Liability. EXCEPT WITH RESPECT THE TOTAL, AGGREGATE LIABILITY OF A PARTY FOR ANY AND ALL CLAIMS UNDER THE LICENSE AGREEMENT FOR ANY REASON SHALL BE LIMITED TO A BREACH OF SECTION 2 OR 4, OR AS PROVIDED DIRECT DAMAGES NOT TO EXCEED AN AMOUNT EQUAL TO THE FEES PAID BY THE AUTHORITY UNDER THE LICENSE AGREEMENT FOR THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM. IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SHALL EITHER EVENT WILL ANY PARTY BE LIABLE TO THE OTHER PARTY OR ANY THIRD PARTY (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE) FOR ANY LOSS OF PRODUCTION, LOSS OR CORRUPTION OF DATA, LOSS OF PROFITS OR OF CONTRACTS, LOSS OF BUSINESS OR OF REVENUES, LOSS OF OPERATION TIME, WASTED MANAGEMENT TIME, LOSS OF GOODWILL OR REPUTATION, IN EACH CASE WHETHER CAUSED DIRECTLY OR INDIRECTLY, OR TO GIVE AN ACCOUNT OF PROFITS TO COMPANY OR ANY THIRD PARTY, OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTYLOSS, ANY PARTY CLAIMING ON BEHALF OF DAMAGE, COST OR THROUGH THE OTHER PARTY, EXPENSE WHATSOEVER AND WHETHER OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH PARTY NOT ACCENTURE HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGESTHEIR POSSIBILITY. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETO.The parties have executed this Addendum by their duly authorized officers as of the date first set forth above. Originating Lender: The Authority: XXXXXXX HOUSING DEVELOPMENT AUTHORITY By: By:

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES EVENT SHALL EITHER PARTY BE LIABLE FOR ANY SPECIAL, CONSEQUENTIAL, INDIRECT, SPECIALOR INCIDENTAL DAMAGES, INCIDENTALHOWEVER CAUSED, EXEMPLARY, PUNITIVE ON ANY THEORY OF LIABILITY AND WHETHER OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF NOT SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ARISING IN ANY WAY OUT OF THIS AGREEMENT OR THE DESIGNS, TECHNOLOGY OR PRODUCTS LICENSED OR OTHERWISE PROVIDED PURSUANT TO THIS AGREEMENT. IN NO EVENT WILL RAMBUS' LIABILITY ARISING OUT OF THIS AGREEMENT EXCEED THE FEES, ROYALTIES, AND OTHER AMOUNTS RECEIVED BY RAMBUS HEREUNDER. IN NO EVENT WILL INTEL'S LIABILITY ARISING OUT OF THIS AGREEMENT EXCEED THE FEES, ROYALTIES, AND OTHER AMOUNTS PAID OR PAYABLE BY INTEL HEREUNDER, PROVIDED, HOWEVER, THAT THIS MAXIMUM LIABILITY OF INTEL SHALL AVEPOINT HAVE ANY LIABILITY BE IN ADDITION TO CUSTOMER IN EXCESS INTEL'S OBLIGATION TO PAY ALL FEES, ROYALTIES, AND OTHER AMOUNTS PAYABLE, BUT UNPAID, BY INTEL. THESE LIMITATIONS, HOWEVER, SHALL NOT APPLY TO INFRINGEMENT OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OTHER PARTY'S INTELLECTUAL PROPERTY RIGHTS OR ANY ADDENDUM HERETOBREACHES OF SECTION 6 HEREOF.

Limitation of Liability. EXCEPT WITH RESPECT IN NO EVENT SHALL SYX BE LIABLE TO THE VENDOR FOR A BREACH OF SECTION 2 MONETARY AMOUNT GREATER THAN THE AMOUNTS DUE AND OWING FOR PRODUCTS AND/OR 4SERVICES ACTUALLY RECEIVED BY SYX PURSUANT TO THIS AGREEMENT AND IN NO EVENT SHALL SYX BE LIABLE TO VENDOR FOR ANY NEGLIGENCE, ANY FUTURE OR CONTEMPLATED AGREEMENT OR BUSINESS RELATIONSHIP, ANY LOSS OR INJURIES TO EARNINGS, PROFITS, OR AS PROVIDED IN SECTION 7 HEREOFGOODWILL, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE OR FOR ANY INDIRECTINCIDENTAL, SPECIAL, INCIDENTALPUNITIVE, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTYOF ANY PERSON OR ENTITY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTYWHETHER ARISING IN CONTRACT, TORT, OR ANY OTHER THIRD PARTY RESULTING FROM OTHERWISE, IN CONNECTION WITH THIS AGREEMENT OR ITS BREACH, OR ARISING OUT FROM THE RELATIONSHIP OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO THE PARTIES OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS CONDUCT OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSBETWEEN THEM, EVEN IF SUCH PARTY VENDOR HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE LIMITATIONS SET FORTH IN NO EVENT THIS SECTION SHALL AVEPOINT HAVE APPLY EVEN IF ANY LIABILITY TO CUSTOMER IN EXCESS OTHER REMEDIES FAIL OF THEIR ESSENTIAL PURPOSE. THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER PROVISIONS OF THIS AGREEMENT OR ANY ADDENDUM HERETOALLOCATE THE RISKS BETWEEN THE PARTIES. SYX’S PRICING REFLECTS THIS ALLOCATION OF RISK AND THE LIMITATION OF LIABILITY IN THIS SECTION.

Limitation of Liability. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, AND EXCEPT WITH RESPECT TO IN THE CASE OF A BREACH OF SECTION 2 OR 4PARTY’S INDEMNIFICATION AND NONDISCLOSURE OBLIGATIONS HEREUNDER, OR ITS INTENTIONAL MISCONDUCT OR FRAUD, THE AGGREGATE LIABILITY ARISING OUT OF THIS AGREEMENT FOR EITHER PARTY WHETHER BASED UPON WARRANTY, CONTRACT, TORT OR OTHERWISE, WILL BE LIMITED TO THE AGGREGATE AMOUNT PAID TO KITOV BY COEPTIS HEREUNDER DURING THE 12 MONTH PERIOD IMMEDIATELY PRECEDING THE CLAIM OR LEGAL ACTION CREATING THE LIABILITY. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, AND EXCEPT IN THE CASE OF A PARTY’S INDEMNIFICATION AND NON-DISCLOSURE OBLIGATIONS HEREUNDER, AS PROVIDED WELL AS ITS INTENTIONAL MISCONDUCT OR FRAUD, IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SHALL EVENT WILL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARYCONSEQUENTIAL OR PUNITIVE DAMAGES OR LOSSES, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTYINCLUDING, BUT NOT LIMITED TO, ANY PARTY CLAIMING ON BEHALF OF LOST PROFITS OR THROUGH THE OTHER PARTYOPPORTUNITIES, ARISING OUT OF, RELATING TO, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO IN CONNECTION WITH THIS AGREEMENT, ANY ADDENDUM HERETO INCLUDING THE MANUFACTURE, SALE OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE SUPPLY OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSPRODUCTS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGESDAMAGES OR LOSSES. THE FOREGOING LIMITATIONS SHALL NOT APPLY IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS THE CASE OF THE AMOUNTS PAID GROSS NEGLIGENCE OR WILLFUL MISCONDUCT BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETOSUCH PARTY.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH FOR LIABILITY UNDER ARTICLE 8 OF SECTION 2 OR 4THIS AGREEMENT, OR AS PROVIDED IN SECTION 7 HEREOFFRx SHALL NOT, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY ANY CIRCUMSTANCES, BE LIABLE FOR TO PSC OR ANY INDIRECTDEALER, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, END-USER OR ANY OTHER THIRD PARTY RESULTING FROM FOR CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL OR EXEMPLARY DAMAGES ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE TRANSACTIONS CONTEMPLATED HEREIN INCLUDING WITHOUT LIMITATION DAMAGES RELATING TO LOST PROFITS OR LOSS OF DATA STORED IN THE SOFTWARE, EVEN IF FRx IS APPRISED OF THE LIKELIHOOD OF SUCH DAMAGES OCCURRING. IN NO EVENT SHALL FRx's LIABILITY TO PSC HEREUNDER ARISING OUT OF OR RELATED TO THE TRANSACTIONS CONTEMPLATED HEREIN, EXCEED THE FEES PAID BY PSC TO FRx HEREUNDER IN THE TWELVE (12) MONTH PERIOD PRECEDING THE DATE SUCH ACTION OR CLAIM WAS FILED OR THE FIRST TWELVE (12) MONTHS FOLLOWING EXECUTION OF THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETOWHICHEVER AMOUNT IS GREATER.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4NEITHER VISUALIZE NOR ITS OFFICERS, EMPLOYEES, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES DIRECTORS SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTYDAMAGES, ANY PARTY CLAIMING ON BEHALF SUCH AS, BUT NOT LIMITED TO, LOSS OF ANTICIPATED PROFITS OR THROUGH THE OTHER PARTYBENEFITS, OR ANY OTHER THIRD PARTY LOSS RESULTING FROM THE USE OF THE PRODUCT OR ARISING OUT OF ANY BREACH OF ANY WARRANTY. EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, VISUALIZE SHALL HAVE NO LIABILITY FOR ANY CLAIM OF ANY KIND OR NATURE, INCLUDING BUT NOT LIMITED TO VISUALIZE'S NEGLIGENCE, ARISING OUT OF OR IN ANY WAY RELATED TO THIS AGREEMENT, OR IN CONNECTION WITH ANY ADDENDUM HERETO USE OR OTHER EMPLOYMENT OF ANY PRODUCT LICENSED TO THE CUSTOMER HEREUNDER, WHETHER SUCH LIABILITY ARISES FROM ANY CLAIM BASED UPON CONTRACT, WARRANTY, OR OTHERWISE, WHICH MAY BE ASSERTED BY THE CUSTOMER, EXCEPT FOR IN RESPECT OF THIRD-PARTY CLAIMS PURSUANT TO SECTION 5.6 HEREIN, VISUALIZE'S AGGREGATE LIABILITY TO THE CUSTOMER FOR ALL LOSS AND DAMAGE WHETHER IN NEGLIGENCE, CONTRACT OR OTHERWISE, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, OR THE PERFORMANCE OPERATION OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE FAILURE TO OPERATE OF THE LICENSED PROPERTY OR PRODUCT, SHALL IN ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY BE LIMITED TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID TO VISUALIZE BY CUSTOMER TO AVEPOINT ACCRUE UNDER THIS AGREEMENT OR ANY ADDENDUM HERETOAGREEMENT.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4, OR AS FOR THE INDEMNIFICATION FOR THIRD PARTY CLAIMS PROVIDED IN SECTION 7 HEREOF9, ECS'S MAXIMUM LIABILITY FOR ANY ACTION ARISING UNDER THIS AGREEMENT, REGARDLESS OF THE FORM OF ACTION AND WHETHER IN TORT, CONTRACT OR OTHER FORM OF LIABILITY, SHALL IN NO CIRCUMSTANCES EVENT EXCEED THE FEES PAID BY CLIENT DURING THE ONE-YEAR PERIOD PRECEDING NOTICE TO ECS OF CLIENT'S LOSS. IN NO EVENT SHALL EITHER PARTY ECS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, OF ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOFKIND, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOST DATA, LOST PROFITS, OPPORTUNITIES OR CONTRIBUTIONS, LOSS OF BUSINESS OR PROFITSUSE, GOODWILL, BUSINESS INTERRUPTION, DAMAGE OR LOSS OTHER PECUNIARY OR DESTRUCTION OF DATANON-PECUNIARY LOSS, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSHOWEVER ARISING, EVEN IF SUCH PARTY ECS HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY THE PARTIES AGREE TO CUSTOMER IN EXCESS THE ALLOCATION OF RISK SET FORTH HEREIN. CLIENT ACKNOWLEDGES THAT THE AMOUNTS FEES PAID BY CUSTOMER TO AVEPOINT UNDER IT REFLECT THE ALLOCATION OF RISK SET FORTH IN THIS AGREEMENT OR ANY ADDENDUM HERETOAND THAT ECS WOULD NOT ENTER INTO THIS AGREEMENT WITHOUT THESE LIMITATIONS ON ITS LIABILITY.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4, OR AS PROVIDED FOR THE OBLIGATIONS SET FORTH IN SECTION 7 HEREOF8 (INDEMNIFICATION) AND CLAIMS ARISING UNDER SECTION 10 (CONFIDENTIALITY), UNDER NO CIRCUMSTANCES SHALL EITHER NEITHER PARTY WILL BE LIABLE FOR ANY SPECIAL, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF (INCLUDING BUT NOT LIMITED TO SUCH DAMAGES ARISING FROM BREACH OF CONTRACT OR THROUGH THE OTHER PARTYWARRANTY OR FROM NEGLIGENCE OR STRICT LIABILITY), OR ANY OTHER THIRD PARTY RESULTING FROM FOR INTERRUPTED COMMUNICATIONS, LOST BUSINESS, LOST DATA OR LOST PROFITS, ARISING OUT OF OR RELATED TO IN CONNECTION WITH THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF (OR KNOWS OR SHOULD KNOW OF) THE POSSIBILITY OF SUCH DAMAGES. EXCEPT FOR THE OBLIGATIONS SET FORTH IN SECTION 8 (INDEMNIFICATION) AND CLAIMS ARISING UNDER SECTION 10 (CONFIDENTIALITY), UNDER NO EVENT CIRCUMSTANCES SHALL AVEPOINT HAVE EITHER PARTY, ITS AFFILIATES, OR RELATED COMPANIES BE LIABLE TO THE OTHER PARTY OR ANY LIABILITY TO CUSTOMER IN EXCESS OF THIRD PARTY FOR AN AMOUNT GREATER THAN THE AMOUNTS “SETUP FEE” PAID BY CUSTOMER THE JYT TO AVEPOINT UNDER JYT AS PER THE COMMERCIALS AGREED UPON IN THIS AGREEMENT OR ANY ADDENDUM HERETOAGREEMENT.

Limitation of Liability. EXCEPT WITH RESPECT THE LIABILITY OF HCI FOR DAMAGES UNDER THIS AGREEMENT SHALL BE LIMITED TO A BREACH OF SECTION 2 OR 4MONETARY DAMAGES, OR AS PROVIDED AND THE AGGREGATE AMOUNT THEREOF FOR ALL CLAIMS RELATING TO ANY PARTICULAR SERVICES SHALL IN SECTION 7 HEREOF, NO EVENT EXCEED AN AMOUNT EQUAL TO THE AGGREGATE FEES PAID TO HCI FROM WHICH THE DAMAGE AROSE. THE WARRANTIES GRANTED TO RESELLER HEREIN ARE PERSONAL TO RESELLER AND SHALL NOT ACCRUE TO ANY THIRD PARTY INCLUDING ANY END USER. UNDER NO CIRCUMSTANCES SHALL EITHER PARTY HCI BE LIABLE FOR WARRANTIES GRANTED BY RESELLER IN EXCESS OF THOSE GRANTED TO RESELLER HEREIN OR TO THE END USER OR CUSTOMER BY THE SERVICES AGREEMENT. NO PARTY SHALL BE LIABLE TO ANOTHER PARTY OR TO ANY THIRD PARTY FOR INDIRECT, INCIDENTAL, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTYDAMAGES, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTIONREVENUE, DAMAGE DATA OR LOSS USE, WHETHER IN AN ACTION IN CONTRACT OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSTORT, EVEN IF SUCH THE PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETO.

Limitation of Liability. EXCEPT WITH RESPECT THE ESCROW AGENT SHALL NOT BE LIABLE, DIRECTLY OR INDIRECTLY, FOR ANY DAMAGES, LOSSES OR EXPENSES ARISING OUT OF THE SERVICES PROVIDED HEREUNDER, OTHER THAN DAMAGES, LOSSES OR EXPENSES TO A THE EXTENT ARISING FROM THE ESCROW AGENT’S BAD FAITH, GROSS NEGLIGENCE, WILLFUL MISCONDUCT, FRAUD, OR MATERIAL BREACH OF SECTION 2 OR 4THIS ESCROW AGREEMENT. NOTWITHSTANDING ANYTHING IN THIS ESCROW AGREEMENT TO THE CONTRARY, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES EVENT SHALL EITHER PARTY OR THE ESCROW AGENT BE LIABLE UNDER OR IN CONNECTION WITH THIS ESCROW AGREEMENT FOR ANY SPECIAL, INDIRECT, SPECIALPUNITIVE, INCIDENTAL, EXEMPLARY, PUNITIVE INCIDENTAL OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, OR LOSSES OF ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, KIND WHATSOEVER (INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR LOST PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS), EVEN IF SUCH THE PARTY OR THE ESCROW AGENT HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS LOSSES OR DAMAGES AND REGARDLESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETOFORM OF ACTION IN WHICH SUCH DAMAGES ARE SOUGHT.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4THE EXTENT PERMISSIBLE BY APPLICABLE LAW, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES EVENT SHALL EITHER PARTY OR ANY OF ITS DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS SHALL BE LIABLE LIABLE, BEFORE THE OTHER PARTY, UNDER ANY THEORY OF TORT, CONTRACT, OR OTHER LEGAL THEORY, STRICT LIABILITY FOR ANY INDIRECTLOST PROFITS, LOSS OF DATA, EXEMPLARY, PUNITIVE, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE INDIRECT OR CONSEQUENTIAL DAMAGES SUFFERED LOSSESDAMAGES, EACH OF WHICH IS HEREBY EXCLUDED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE AGREEMENT OF THE LICENSED PROPERTY PARTIES REGARDLESS OF WHETHER OR ANY LOSS CAUSED BY NOT THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGESLOSSESDAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY THE COMBINED MAXIMUM LIABILITY OF A PARTY ARISING OUT OF OR RELATING TO CUSTOMER IN EXCESS THIS AGREEMENT SHALL EXCEED ONE MILLION UNITED STATES DOLLARS ($1,000,000 USD). NO ACTION, REGARDLESS OF FORM, ARISING FROM OR RELATING TO THIS AGREEMENT MAY BE BROUGHT BY CHAPTER MORE THAN ONE YEAR AFTER CHAPTER BECOMES AWARE THAT SUCH ACTION HAS ACCRUED. THE FOREGOING REPRESENTS AN EXPRESS ALLOCATION OF RISK BETWEEN THE PARTIES. ISACA REVOCATION OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER CHARTER AND TERMINATION OF THIS AGREEMENT SHALL NOT MAKE ISACA LIABLE FOR COMPENSATION, REIMBURSEMENT, REFUNDS, OR ANY ADDENDUM HERETODAMAGES OR LOST PROFITS, SALES OR GOODWILL. NOTHING IN THIS AGREEMENT LIMITS OR EXCLUDES THE LIABILITY OF A PARTY FOR: (I) DEATH OR PERSONAL INJURY RESULTING FROM ITS NEGLIGENCE; OR (II) FRAUD OR FRAUDULENT MISREPRESENTATION.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4EACH PARTY'S LIABILITY, WHETHER IN CONTRACT, TORT, OR AS PROVIDED OTHERWISE, FOR ANY CLAIM ARISING OUT OF OR IN SECTION 7 HEREOFCONNECTION WITH THIS AGREEMENT SHALL NOT EXCEED THE TOTAL AMOUNT PAID TO VENDOR BY CUSTOMER UNDER THE APPLICABLE STATEMENT OF WORK FROM WHICH THE CLAIM AROSE OR IS RELATED. IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES BY ANYONE, UNDER NO CIRCUMSTANCES NOR SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTYCONSEQUENTIAL, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENTPUNITIVE DAMAGES, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOFHOWEVER CAUSED, INCLUDING INCLUDING, WITHOUT LIMITATION, ANY DAMAGES FOR RESULTING FROM LOSS OF BUSINESS OR PROFITSUSE, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE PROFITS OR LOSS OF BUSINESS ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, OR OF ANY OTHER OBLIGATIONS RELATING TO THIS AGREEMENT, WHETHER OR NOT THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT THIS PARAGRAPH SHALL AVEPOINT HAVE ANY LIABILITY NOT APPLY TO CUSTOMER IN EXCESS DAMAGES RESULTING FROM WRONGFUL DISCLOSURE OF CONFIDENTIAL INFORMATION, INFRINGEMENT OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OTHER PARTY'S INTELLECTUAL PROPERTY RIGHTS, OR ANY ADDENDUM HERETOEITHER PARTY'S INDEMNIFICATION OBLIGATIONS IN SECTION 7 ABOVE.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH FOR THE GROSS NEGLIGENCE OR WILLFUL MISCONDUCT OF SECTION 2 OR 4AN INVESTOR, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SUCH INVESTOR SHALL EITHER PARTY NOT BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTALINDIRECT OR CONSEQUENTIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL SPECIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF (WHETHER IN CONTRACT OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSIN TORT), EVEN IF SUCH PARTY HAS INVESTOR HAD BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGESDAMAGES IN ADVANCE. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER INVESTOR BE LIABLE FOR THE ACTUAL DAMAGES IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT SUCH INVESTOR'S INVESTMENT UNDER THIS ITS STOCK PURCHASE AGREEMENT OR AGREEMENTS PLUS ANY ADDENDUM HERETOINCREASE IN VALUE ON THE INVESTOR'S INVESTMENT AND ANY DIVIDENDS, STOCK DIVIDENDS, OR SIMILAR ECONOMIC BENEFIT RECEIVED BY THE INVESTOR ON SUCH INVESTMENT AS A STOCKHOLDER OF THE COMPANY (IF ANY) TO THE EXTENT THAT SERIES C PREFERRED STOCK, SERIES B PREFERRED STOCK, SERIES A PREFERRED STOCK, COMMON STOCK INTO WHICH SERIES C PREFERRED STOCK, SERIES B PREFERRED STOCK AND SERIES A PREFERRED STOCK IS CONVERTIBLE, OR PROCEEDS FROM THE SALE OF SUCH SERIES C PREFERRED STOCK, SERIES B PREFERRED STOCK, SERIES A PREFERRED STOCK OR COMMON STOCK, AS THE CASE MAY BE, ARE IN SUCH INVESTOR'S POSSESSION AS OF THE TIME SUCH INVESTOR RECEIVES WRITTEN NOTICE OF THE CLAIM.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES NEITHER PARTY SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTALCONSEQUENTIAL, EXEMPLARY, PUNITIVE INCIDENTAL OR CONSEQUENTIAL INDIRECT DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO IN CONNECTION WITH THIS AGREEMENT, ANY ADDENDUM HERETO AGREEMENT (OR THE PERFORMANCE TERMINATION HEREOF) OR BREACH THEREOFANY PROJECT ADDENDUM, INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS OR ANTICIPATED SALES. TO THE FULLEST EXTENT PERMITTED BY LAW, AND NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT OR ANY PROJECT ADDENDUM, THE TOTAL LIABILITY, IN THE AGGREGATE, OF PPD AND ITS AGENTS, AND ANY OF THEM, TO SPONSOR AND ANYONE CLAIMING BY OR THROUGH SPONSOR, FOR ANY AND ALL CLAIMS, LOSSES, COSTS OR DAMAGES, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS ATTORNEYS’ FEES AND COSTS AND EXPERT-WITNESS FEES AND COSTS OF BUSINESS ANY NATURE WHATSOEVER OR PROFITS, BUSINESS INTERRUPTION, DAMAGE CLAIMS EXPENSES RESULTING FROM OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR IN ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY WAY RELATED TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY PROJECT ADDENDUM HERETOFROM ANY CAUSE OR CAUSES SHALL NOT EXCEED TWO TIMES THE TOTAL DIRECT FEES RECEIVED BY PPD UNDER THE APPLICABLE PROJECT ADDENDUM, WHICH IS THE SUBJECT OF THE CLAIM, UNLESS AND TO THE EXTENT SUCH CLAIMS, LOSSES, COSTS OR DAMAGES ARE CAUSED BY THE GROSS NEGLIGENCE OR INTENTIONAL MISCONDUCT OF PPD OR ITS AFFILIATES OR AGENTS.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SHALL EVENT WILL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR 'S LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENTAGREEMENT EXCEED THE SUM OF FEES PAID BY CUSTOMER FOR THE SERVICES GIVING RISE TO THE LIABILITY DURING THE ONE YEAR PERIOD IMMEDIATELY PRECEDING THE DATE THE CAUSE OF ACTION AROSE. IN NO EVENT SHALL EITHER PARTY, ANNUNCIO'S LICENSORS, OR ITS SUPPLIERS HAVE ANY ADDENDUM HERETO LIABILITY TO THE OTHER PARTY FOR ANY LOST PROFITS OR THE PERFORMANCE COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR BREACH THEREOFSERVICES, INCLUDING WITHOUT LIMITATIONOR FOR ANY INDIRECT, SPECIAL OR CONSEQUENTIAL DAMAGES FOR LOSS HOWEVER CAUSED AND UNDER ANY THEORY OF BUSINESS LIABILITY AND WHETHER OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF NOT SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGESDAMAGE. THE LIMITATIONS SET FORTH IN NO EVENT THIS SECTION 9 SHALL AVEPOINT HAVE NOT APPLY TO ANY LIABILITY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BREACH BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OF ANY SOFTWARE LICENSE RESTRICTIONS, ANY BREACH BY ANNUNCIO OR CUSTOMER OF CONFIDENTIALITY OBLIGATIONS, OR ANY ADDENDUM HERETOINDEMNIFICATION BY ANNUNCIO UNDER SECTION 8.2. THE PARTIES AGREE THAT THIS SECTION 9 REPRESENTS A REASONABLE ALLOCATION OF RISK.

Limitation of Liability. 24.1 EXCEPT WITH RESPECT FOR THE EXCLUSIVE REMEDY OFFERED BY RENCORE ABOVE AND ANY REMEDIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER LAW, RENCORE, ITS AFFILIATES, SUPPLIERS, AND CERTIFICATE AUTHORITIES WILL NOT BE LIABLE TO A BREACH OF SECTION 2 OR 4YOU FOR ANY LOSS, DAMAGES, CLAIMS, OR AS PROVIDED IN SECTION 7 HEREOFCOSTS WHATSOEVER INCLUDING ANY CONSEQUENTIAL, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE INDIRECT OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTYINCIDENTAL DAMAGES, ANY PARTY CLAIMING ON BEHALF OF LOST PROFITS OR THROUGH THE OTHER PARTYLOST SAVINGS, OR ANY OTHER THIRD PARTY DAMAGES RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE PERSONAL INJURY OR LOSS FAILURE TO MEET ANY DUTY OF CARE, OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED CLAIMS BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, A THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSPARTY, EVEN IF SUCH PARTY AN RENCORE REPRESENTATIVE HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH LOSS, DAMAGES, CLAIMS OR COSTS. IN NO ANY EVENT, RENCORE’S AGGREGATE LIABILITY AND THAT OF ITS AFFILIATES, SUPPLIERS, AND CERTIFICATE AUTHORITIES UNDER OR IN CONNECTION WITH THIS AGREEMENT, WILL BE LIMITED TO THE AMOUNT PAID FOR THE SOFTWARE, IF ANY. THIS LIMITATION WILL APPLY EVEN IN THE EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS OF A FUNDAMENTAL OR MATERIAL BREACH OR A BREACH OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER FUNDAMENTAL OR MATERIAL TERMS OF THIS AGREEMENT OR ANY ADDENDUM HERETOAGREEMENT.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH NONE OF SECTION 2 OR 4, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO AGENT OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT ----------------------- HOLDERS SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER THE GRANTOR (WHETHER SOUNDING IN EXCESS TORT, CONTRACT, OR OTHERWISE) FOR LOSSES SUFFERED BY THE GRANTOR OR ITS RESPECTIVE SUBSIDIARIES, AND THE GRANTOR HEREBY WAIVES AND RELEASES ANY CLAIMS, IN CONNECTION WITH, ARISING OUT OF, OR IN ANY WAY RELATED TO THE TRANSACTIONS OR RELATIONSHIPS CONTEMPLATED BY THIS AGREEMENT, OR ANY ACT, OMISSION OR EVENT OCCURRING IN CONNECTION HEREWITH, UNLESS IT IS DETERMINED BY A FINAL AND NONAPPEALABLE JUDGMENT OR COURT ORDER BINDING ON THE AGENT OR ANY SUCH HOLDER, THAT THE LOSSES WERE THE RESULT OF ACTS OR OMISSIONS CONSTITUTING GROSS NEGLIGENCE, WILLFUL MISCONDUCT, BREACH OF CONTRACT OR KNOWING OR GROSSLY NEGLIGENT VIOLATIONS OF APPLICABLE REQUIREMENTS OF LAW. THE GRANTOR AGREES NOT TO ASSERT ANY CLAIM AGAINST ANY OF THE AMOUNTS PAID AGENT OR ANY HOLDER ON ANY THEORY OF LIABILITY FOR SPECIAL, INDIRECT, CONSEQUENTIAL OR PUNITIVE DAMAGES ARISING OUT OF, OR IN ANY WAY IN CONNECTION WITH, THE OBLIGATIONS OR ANY OTHER MATTERS GOVERNED BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETOTHE OTHER NOTE DOCUMENTS.

Limitation of Liability. 11.1 EXCEPT FOR CLAIMS ARISING OUT OF SECTION 8 AND 10 HERETO, EITHER PARTIES'S LIABILITY OR RESPONSIBILITY TO THE OTHER PARTY OR ANY OTHER PERSON OR ENTITY WITH RESPECT TO A BREACH OF SECTION 2 OR 4ANY LIABILITY, LOSS, OR AS PROVIDED DAMAGE CAUSED OR ALLEGED TO BE CAUSED, DIRECTLY OR INDIRECTLY, (IN SECTION 7 HEREOFADDITION TO ANY FEES OUTSTANDING TO GEOWORKS), IS LIMITED TO THE LESSER OF (i) THE TOTAL SOFTWARE LICENSE FEE PAID BY SAIC TO GEOWORKS UNDER THIS AGREEMENT FOR THE SOFTWARE THAT CAUSED THE LOSS OR DAMAGE DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE FILING OF ANY LAWSUIT; OR (ii) ONE HUNDRED THOUSAND DOLLARS (US $100,000.00). THE SOFTWARE LICENSE FEE DOES NOT INCLUDE ANY FEES FOR GEOWORKS SUPPORT SERVICES OR MAINTENANCE FEES. IN NO CIRCUMSTANCES SHALL EVENT WILL EITHER PARTY BE LIABLE FOR ANY INDIRECTLOST DATA, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR ANTICIPATORY PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY CONSEQUENTIAL OR INCIDENTAL DAMAGES RESULTING FROM THIS AGREEEMNT OR THE INTERRUPTION, TERMINATION USE OR FAILED OPERATION OF THE INTERNETSOFTWARE, THIRD PARTY TELECOMMUNICATION SERVICES DOCUMENTATION, AND/OR THIRD PARTY SECURITY FEATURES OR SYSTEMSRELATED MATERIALS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETO.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4IN NO EVENT SHALL OIX, ANY OIX MEMBER, OR AS PROVIDED IN SECTION 7 HEREOFOIX DIRECTORS, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY OFFICERS OR EMPLOYEES BE LIABLE TO PARTICIPANT FOR ANY INDIRECT, SPECIAL, INCIDENTALPUNITIVE, EXEMPLARY, PUNITIVE EXEMPLARY OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, OF ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR KIND ARISING OUT OF OR RELATED TO THIS AGREEMENT, OIX PROGRAMS, OR PARTICIPANT’S PARTICIPATION IN ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOFOIX PROJECT, INCLUDING INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR LOST PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH A PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE MAXIMUM AGGREGATE LIABILITY OF OIX AND THE EXCLUSIVE REMEDY AVAILABLE TO PARTICIPANT IN NO EVENT CONNECTION WITH THIS AGREEMENT AND ITS PARTICIPATION IN ANY OIX PROJECT FOR ANY AND ALL DAMAGES, LIABILITIES, AND LOSSES ARISING FROM ANY AND ALL CLAIMS AND/OR CAUSES OF ACTION ARISING OUT OF OR IN CONNECTION WITH OIX PROGRAMS, PROJECTS, OR THIS AGREEMENT, SHALL AVEPOINT HAVE BE TO RECOVER THE ACTUAL DAMAGES PARTICIPANT INCURRED UP TO, BUT NOT EXCEEDING, FIVE HUNDRED DOLLARS ($500). THE EXISTENCE OF MULTIPLE CLAIMS OR SUITS UNDER OR RELATED TO THIS AGREEMENT WILL NOT ENLARGE OR EXTEND THE LIMITATION OF MONEY DAMAGES. NOTHING IN THIS AGREEMENT LIMITS ANY LIABILITY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID WHICH CANNOT LEGALLY BE LIMITED, INCLUDING LIABILITY FOR: (A) DEATH OR PERSONAL INJURY CAUSED BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT NEGLIGENCE; OR ANY ADDENDUM HERETO(B) FRAUD OR FRAUDULENT MISREPRESENTATION.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4AS SPECIFICALLY SET FORTH IN THIS AGREEMENT, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER OR TO ANY THIRD PARTY FOR ANY SPECIAL, INDIRECT, SPECIALPUNITIVE, INCIDENTAL, EXEMPLARY, PUNITIVE INCIDENTAL OR CONSEQUENTIAL DAMAGES SUFFERED (INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS), CAUSED BY ANY BREACH OF ITS OBLIGATIONS TO THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED RELATING TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE REGARDLESS OF THE LICENSED PROPERTY FORM OF ACTION, WHETHER IN CONTRACT OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSIN TORT (INCLUDING NEGLIGENCE), EVEN IF SUCH THE BREACHING PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. EXCEPT AS SET FORTH IN SECTION 9.2 OF THE LICENSE AGREEMENT, IN NO EVENT SHALL AVEPOINT HAVE THE TOTAL LIABILITY OF EITHER PARTY TO THE OTHER PARTY FOR ANY LOSS, DAMAGE OR LIABILITY TO CUSTOMER ARISING FROM A BREACH OF EITHER THIS AGREEMENT, THE LICENSE AGREEMENT OR BOTH EXCEED A SUM OF TWO MILLION DOLLARS ($2,000,000), PROVIDED THAT SUCH LIMIT SHALL NOT APPLY IN EXCESS THE EVENT OF A WILLFUL MISUSE OR WILLFULLY UNLAWFUL DISTRIBUTION OF THE AMOUNTS PAID LICENSED TECHNOLOGY, AND PROVIDED THAT FOR ST SUCH LIMITATION SHALL NOT APPLY IN THE EVENT ST FAILS TO PAY THE ROYALTIES AND THE NRE EARNED BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM 8X8 AND DUE BY ST AS SET FORTH IN SECTION 8 HERETO.

Limitation of Liability. EXCEPT WITH RESPECT TO A SECTION 11 OR CUSTOMER’S BREACH OF SECTION 2 OR 4, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES 10: (A) NEITHER PARTY SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY OR ANY THIRD PARTY ARISING OUT OF OR IN RELATION TO THIS AGREEMENT FOR ANY PUNITIVE, INCIDENTAL, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE RELIANCE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTYDAMAGES, OR ANY OTHER THIRD PARTY RESULTING DAMAGES ARISING FROM OR ARISING OUT OF OR RELATED RELATING TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE UNAUTHORIZED ACCESS TO OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF OR LOST BUSINESS, REVENUE, OR PROFITS, WHETHER OR NOT THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY WAS ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGES. IN ; AND (B) UNDER NO EVENT SHALL AVEPOINT HAVE ANY CIRCUMSTANCES WILL UTIMACO’S LIABILITY ARISING OUT OF OR RELATING TO CUSTOMER IN EXCESS THIS AGREEMENT EXCEED THE TOTAL AMOUNT OF FEES PAID OR PAYABLE TO UTIMACO HEREUNDER DURING THE TWELVE (12) MONTHS PRECEDING THE DATE OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER CLAIM. THE PARTIES AGREE THAT THE LIMITATIONS AND DISCLAIMERS OF LIABILITY SET FORTH IN THIS SECTION 12 ARE A FUNDAMENTAL BASIS OF THE BARGAIN AND WILL APPLY EVEN IF ANY LIMITED REMEDY SPECIFIED IN THIS AGREEMENT IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE AND REGARDLESS OF WHETHER THE CLAIM IS BASED ON BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY ADDENDUM HERETOOTHERWISE.

Limitation of Liability. EXCEPT WITH RESPECT NOTWITHSTANDING ANYTHING IN THIS AGREEMENT TO A BREACH OF SECTION 2 OR 4THE CONTRARY, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE GREATBATCH BE LIABLE TO QIG GROUP (X) FOR BREACH OF WARRANTY OR BASED UPON ANY LIABILITY TO CUSTOMER OTHER THEORY UNDER THIS AGREEMENT FOR AN AMOUNT IN EXCESS OF THE AMOUNTS TOTAL AMOUNT THAT QIG GROUP HAS PAID BY CUSTOMER OR THAT IS PAYABLE TO AVEPOINT GREATBATCH UNDER THIS AGREEMENT FOR THE IMMEDIATELY PRECEDING 12 MONTH PERIOD, BUT IN NO EVENT MORE THAN $10 MILLION, BUT SUCH LIMITATION WILL NOT APPLY TO GREATBATCH’S INDEMNIFICATION CONFIDENTIAL TREATMENT HAS BEEN REQUESTED FOR PORTIONS OF THIS EXHIBIT. THE COPY FILED HEREWITH OMITS THE INFORMATION SUBJECT TO A CONFIDENTIALITY REQUEST. OMISSIONS ARE DESIGNATED WITH [***]. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. OBLIGATIONS UNDER SECTION X.D OR (Y) FOR ANY LOST PROFITS OR ANY ADDENDUM HERETOCONSEQUENTIAL, INDIRECT, INCIDENTAL, EXEMPLARY OR SPECIAL DAMAGES OF ANY KIND.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4, OR AS FOR THE INDEMNIFICATION FOR THIRD PARTY CLAIMS PROVIDED IN SECTION 7 HEREOF13, EASTBAY'S MAXIMUM LIABILITY FOR ANY ACTION ARISING UNDER THIS AGREEMENT, REGARDLESS OF THE FORM OF ACTION AND WHETHER IN TORT, CONTRACT OR OTHER FORM OF LIABILITY, SHALL IN NO CIRCUMSTANCES EVENT EXCEED THE FEES PAID BY CLIENT DURING THE ONE-YEAR PERIOD PRECEDING NOTICE TO EASTBAY OF CLIENT'S LOSS. IN NO EVENT SHALL EITHER PARTY EASTBAY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, OF ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOFKIND, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOST DATA, LOST PROFITS, OPPORTUNITIES OR CONTRIBUTIONS, LOSS OF BUSINESS OR PROFITSUSE, GOODWILL, BUSINESS INTERRUPTION, DAMAGE OR LOSS OTHER PECUNIARY OR DESTRUCTION OF DATANON-PECUNIARY LOSS, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSHOWEVER ARISING, EVEN IF SUCH PARTY EASTBAY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY THE PARTIES AGREE TO CUSTOMER IN EXCESS THE ALLOCATION OF RISK SET FORTH HEREIN. CLIENT ACKNOWLEDGES THAT THE AMOUNTS FEES PAID BY CUSTOMER TO AVEPOINT UNDER IT REFLECT THE ALLOCATION OF RISK SET FORTH IN THIS AGREEMENT OR ANY ADDENDUM HERETOAND THAT EASTBAY WOULD NOT ENTER INTO THIS AGREEMENT WITHOUT THESE LIMITATIONS ON ITS LIABILITY.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY FOR ANY LOSS OF PROFITS OR FOR INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTYOF ANY KIND, ANY PARTY CLAIMING WHETHER BASED ON BEHALF OF OR THROUGH THE OTHER PARTYCONTRACT, TORT (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE), WARRANTY, GUARANTEE OR ANY OTHER THIRD PARTY RESULTING FROM LEGAL OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSEQUITABLE GROUNDS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NEITHER PARTY SHALL MAKE REPRESENTATIONS OR WARRANTIES TO ANY REGISTERED USER OR THIRD PARTY ON BEHALF OF THE OTHER PARTY AND IN NO EVENT WILL EITHER PARTY BE LIABLE TO THE OTHER PARTY FOR ANY REPRESENTATION OR WARRANTY MADE TO ANY REGISTERED USER OR THIRD PARTY BY THE OTHER PARTY. EXCEPT WITH RESPECT TO SECTION 12, IN NO EVENT SHALL AVEPOINT HAVE ANY EITHER PARTY'S LIABILITY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETOEXCEED THE AMOUNTS ACTUALLY PAID BY EBAY TO NETTAXI HEREUNDER.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH THE PARTIES HERETO EXPRESSLY UNDERSTAND AND AGREE THAT THE RIGHTS OF TERMINATION SET FORTH IN THIS SECTION 2 OR 413 IS ABSOLUTE, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY AND THAT THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF PARTIES HAVE CONSIDERED THE POSSIBILITY OF SUCH DAMAGESTERMINATION AND THE POSSIBILITY OF LOSS AND DAMAGE RESULTING THEREFROM, IN MAKING EXPENDITURES PURSUANT TO THEIR PERFORMANCE OF THIS AGREEMENT. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS IT IS THE EXPRESS INTENT AND AGREEMENT OF THE AMOUNTS PAID PARTIES THAT, EXCEPT AS PROVIDED OTHERWISE IN THIS AGREEMENT, NEITHER PARTY WILL BE LIABLE TO THE OTHER PARTY FOR ANY DIRECT, INDIRECT, COLLATERAL, SPECIAL, INCIDENTAL OR CONSEQUENTIAL LOSSES, OR OTHER DAMAGES, INCLUDING WITHOUT LIMITATION LOST PROFITS, LOSS OF BUSINESS REPUTATION, LOSS OF GOODWILL, LOSS OF THE OPPORTUNITY TO RECOUP THE INVESTMENT AND/OR LOST BUSINESS OPPORTUNITY, INCURRED BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT THE OTHER PARTY ARISING, DIRECTLY OR INDIRECTLY, FROM OR ON ACCOUNT OF ANY ADDENDUM HERETOEXPENDITURES, INVESTMENTS, LEASES OR COMMITMENTS MADE BY EITHER PARTY OR FOR ANY OTHER REASON WHATSOEVER BASED UPON OR GROWING OUT OF SUCH TERMINATION OR EXPIRATION.

Limitation of Liability. EXCEPT WITH RESPECT LIMITATION OF LIABILITY: COMPANY’S LIABILITIES HEREUNDER ARE LIMITED TO A BREACH THE SCOPE OF SECTION 2 OR 4, OR AS PROVIDED THIS AGREEMENT. IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY EVENT WILL COMPANY BE LIABLE FOR ANY INDIRECT, SPECIALINCIDENTAL, INCIDENTALPUNITIVE, EXEMPLARY, PUNITIVE SPECIAL OR CONSEQUENTIAL OR PROPERTY DAMAGES SUFFERED BY THE (INCLUDING ANY LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF DATA OR OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR PECUNIARY LOSS) ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO AGREEMENT OR THE PERFORMANCE OR A BREACH THEREOFHEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS WHETHER IN CONTRACT OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSIN TORT, EVEN IF SUCH PARTY COMPANY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGESTHE SAME. IN NO EVENT SHALL AVEPOINT HAVE THE TOTAL LIABILITY OF COMPANY TO YOU FOR ANY LIABILITY TO CUSTOMER AND ALL DAMAGES, LOSSES, AND CAUSES OF ACTION YOU MAY HAVE, WHETHER IN EXCESS OF CONTRACT OR IN TORT, ARISING FROM THIS AGREEMENT OR COMPANY’S PERFORMANCE OR NON-PERFORMANCE HEREUNDER EXCEED, IN THE AGGREGATE, THE AMOUNTS PAID HEREUNDER BY CUSTOMER CLIENT TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETOCOMPANY WITHIN THE THEN MOST RECENT SIX (6) MONTH PERIOD.

Limitation of Liability. EXCEPT a) NEITHER PARTY SHALL HAVE LIABILITY TO THE OTHER WITH RESPECT TO A BREACH OF SECTION 2 ITS OBLIGATIONS UNDER THIS AGREEMENT OR 4, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE OTHERWISE FOR ANY INDIRECT, SPECIALCONSEQUENTIAL, INCIDENTAL, EXEMPLARY, SPECIAL, INDIRECT, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, REVENUE, DATA OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTYGOODWILL; WORK STOPPAGE; COMPUTER FAILURE, MALFUNCTION, ANY PARTY CLAIMING ON BEHALF AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES, PERSONAL INJURY OR PROPERTY DAMAGE, WHETHER INCURRED OR SUFFERED AS A RESULT OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE UNAVAILABILITY OF THE LICENSED PROPERTY SERVICES OR ANY LOSS CAUSED BY THE INTERRUPTIONOTHERWISE, TERMINATION OR FAILED OPERATION OF THE INTERNETEVEN IF PRACTICE, THIRD PARTY TELECOMMUNICATION SERVICES HFHS OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH PARTY HAS LICENSORS HAVE BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE HFHS’S AGGREGATE LIABILITY HEREUNDER FOR ANY LIABILITY CAUSE IN ANY CALENDAR YEAR ARISING OUT OF OR RELATED TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT HFHS’S PERFORMANCE OR NON- PERFORMANCE UNDER THIS AGREEMENT OR ANY ADDENDUM HERETOOTHERWISE EXCEED THE AMOUNT OF THE FEES PAID BY PRACTICE HEREUNDER TO HFHS IN THE CALENDAR YEAR IN WHICH THE DAMAGES ARE INCURRED.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES PROVIDER SHALL EITHER PARTY NOT BE LIABLE TO USER FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTYOF ANY KIND OR NATURE WHATSOEVER, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTYINCLUDING WITHOUT LIMITATION LOST PROFITS, LOST FUNDING, LOST SAVINGS, OR ANY OTHER LOST OR DAMAGED DATA; OR FOR CLAIMS OF A THIRD PARTY RESULTING FROM OR PARTY; ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNETPRODUCT, THIRD PARTY TELECOMMUNICATION SERVICES SOFTWARE, OR THIRD PARTY SECURITY FEATURES THE USE OR SYSTEMSINABILITY TO USE ANY OF THE FOREGOING, EVEN IF SUCH PARTY PROVIDER HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGESDAMAGES OR THEY ARE FORESEEABLE. IN NO EVENT ANY EVENT, IN RESPECT OF ANY CLAIM, DEMAND OR ACTION ARISING OUT OF THIS AGREEMENT, USER SHALL AVEPOINT HAVE BE LIMITED TO RECEIVING ACTUAL AND DIRECT DAMAGES IN A MAXIMUM AGGREGATE AMOUNT EQUAL TO THE CHARGES PAID BY USER TO PROVIDER HEREUNDER FOR THE APPLICABLE PRODUCT, ITEM OR SERVICE ON WHICH THE CLAIM IS BASED, OR $50, WHICHEVER AMOUNT IS GREATER. THE LIMITATIONS SET FORTH IN THIS PARAGRAPH SHALL APPLY WHETHER SUCH LIABILITY IS ASSERTED ON THE BASIS OF CONTRACT, TORT, OR OTHERWISE, AND EVEN IF ANY LIABILITY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS LIMITED REMEDIES IN THE AGREEMENT OR ANY ADDENDUM HERETOFAILS IN THEIR ESSENTIAL PURPOSE.

Limitation of Liability. EXCEPT WITH RESPECT TO FOR INFRINGEMENT CLAIMS, A BREACH OF CONFIDENTIALITY, A BREACH OF SECTION 2 OR 4BY YOU, OR AS PROVIDED THE WILLFUL INTENT OR GROSS NEGLIGENCE OF A PARTY, IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES EVENT SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECTSPECIAL, SPECIALIN- DIRECT, INCIDENTAL, EXEMPLARYCONSEQUENTIAL, MULTI- PLE OR PUNITIVE LOSSES OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF (INCLUD- ING LOSSES OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS ANY LOST REVE- NUES, PROFITS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS), EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OR MADE AWARE OF THE POSSIBILITY OF SUCH DAMAGESLOSSES OR DAMAGES AND REGARDLESS OF WHETHER THE CLAIM IS BASED ON PERFORMANCE OR NON-PERFORMANCE OF ANY SOFTWARE, BREACH OF CONTRACT OR WARRANTY, NEGLIGENCE OR OTHER TORT, STRICT LIABILITY, OR OTHER THEORY OF LIABILITY. IN NO EVENT SHALL AVEPOINT HAVE EXCEPT FOR INFRINGEMENT CLAIMS, A BREACH OF CONFIDENTIALITY, A BREACH OF SECTION 2 BY YOU, OR THE WILLFUL INTENT OR GROSS NEGLIGENCE OF A PARTY, DALET’S TOTAL LIABILITY FOR DAMAGES OF ANY LIABILITY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT KIND UNDER THIS AGREEMENT SHALL BE LIMITED TO THE AMOUNT PAID OR ANY ADDENDUM HERETOPAYABLE BY YOU FOR THE SOFTWARE.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4, OR AS PROVIDED COMPANY SHALL IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY EVENT BE LIABLE TO CUSTOMER OR ANY PERSON OR ENTITY USING ANY SERVICE SUPPLIED UNDER THIS AGREEMENT FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR TIME, REVENUE, PROFITS, BUSINESS INTERRUPTION, DAMAGE OR INCONVENIENCE, LOSS OR DESTRUCTION DAMAGE OF DATA, LOSS OF USE OF THE LICENSED ANY PRODUCT OR EQUIPMENT OR PROPERTY OR ANY LOSS DAMAGE CAUSED BY THE INTERRUPTIONANY TECHNICIAN, TERMINATION PRODUCT OR FAILED OPERATION EQUIPMENT, OR THEIR FAILURE TO WORK, OR FOR ANY OTHER INDIRECT, SPECIAL, RELIANCE, INCIDENTAL OR CONSEQUENTIAL LOSS OR DAMAGE ARISING OUT OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETOOBLIGATION RESULTING THEREFROM, OR THE USE OR PERFORMANCE OF ANY PRODUCT OR PRODUCTS WHETHER IN AN ACTION FOR OR ARISING OUT OF ALLEGED BREACH OF WARRANTY, ALLEGED BREACHED OF COTRACT, DELAY NEGLIGENCE (ACTIVE OR PASSIVE), STRICT TORT LIABILITY OR OTHERWISE. COMPANY’S ENTIRE LIABILITY FOR ANY CLAIM OR LOSS, DAMAGE, OR EXPENSE FROM ANY CAUSE WHATSOEVER, SHALL IN NO EVENT EXCEED THE FEES ACTUALLY PAID BY CUSTOMER. NO ACTION OR PROCEEDING AGAINST COMPANY MAY BE CMMENCED MORE THAN ONE YEAR AFTER THE SERVICES ARE COMPLETED EXCEPT FOR COMPANY CLAIMS RELATING TO COLLECTION OF FEES DUE AND PAYABLE BY CUSTOMER. THIS PARAGRAPH SHALL SURVIVE FAILURE OF AN EXCLUSIVE REMEDY.

Limitation of Liability. EXCEPT WITH RESPECT TO IN THE CASE OF A BREACH OF SECTION 2 OR 4, OR SECTIONS 5 (CONFIDENTIALITY) AND AS PROVIDED IN SECTION 7 HEREOF(INDEMNIFICATION), OR AS OTHERWISE SET FORTH IN THIS SECTION, IN NO CASE SHALL EITHER PARTY'S MAXIMUM LIABILITY ARISING OUT OF THIS AGREEMENT, WHETHER BASED UPON WARRANTY, CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EXCEED IN THE AGGREGATE THE ACTUAL PAYMENTS RECEIVED BY CONSULTANT UNDER THE WORK STATEMENT TO WHICH THE CLAIM RELATES. IN THE CASE OF A BREACH OF SECTION 6 (INTELLECTUAL PROPERTY RIGHTS), IN NO CIRCUMSTANCES CASE SHALL EITHER PARTY'S MAXIMUM LIABILITY ARISING OUT OF THIS AGREEMENT, WHETHER BASED UPON WARRANTY, CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EXCEED IN THE AGGREGATE AN AMOUNT EQUALLING TWO TIMES THE ACTUAL PAYMENTS RECEIVED BY CONSULTANT UNDER THE WORK STATEMENT TO WHICH THE CLAIM RELATES. IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE INCIDENTAL OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTYDAMAGES, ANY PARTY CLAIMING ON BEHALF INCLUDING, BUT NOT LIMITED TO, LOSS OF OR THROUGH THE OTHER PARTYPROFITS, LOSS OF OPPORTUNITIES, LOSS OF DATA, OR ANY OTHER THIRD PARTY RESULTING FROM OR LOSS OF USE DAMAGES, ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY AGREEMENT OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSWORK STATEMENT, EVEN IF SUCH THE PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETO.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY OR ANY THIRD PARTY FOR ANY INDIRECT, SPECIALCONSEQUENTIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL SPECIAL DAMAGES SUFFERED BY THE OTHER PARTYWHATSOEVER, ANY PARTY CLAIMING ON BEHALF WITHOUT REGARD TO CAUSE OR THEORY OF OR THROUGH THE OTHER PARTYLIABILITY (INCLUDING, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES INCURRED BY THE OTHER PARTY OR SUCH THIRD PARTY FOR LOSS OF BUSINESS PROFITS OR PROFITSREVENUE, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE BUSINESS INFORMATION OR OTHER PECUNIARY LOSS) ARISING OUT OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSTHIS ORDER, EVEN IF SUCH PARTY SELLER HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Except as otherwise stated herein, Seller’s liability for breach of any provision whether referred to under TITLE AND DELIVERY, INTELLECTUAL PROPERTY, OR LIMITED WARRANTY above or otherwise shall not exceed the purchase price of the products or services herein giving rise to the liability, less the purchase price of the products delivered and accepted by Buyer herein. IN NO EVENT SHALL AVEPOINT HAVE ANY THE AGGREGATE LIABILITY TO CUSTOMER IN EXCESS OF EXCEED THE AMOUNTS PRICE PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT MSA DURING THE TWELVE (12) MONTHS PRIOR TO INITIATION OF A CLAIM, OR ANY ADDENDUM HERETOONE MILLION DOLLARS ($1,000,000 USD), WHICHEVER IS LESS. Buyer may not bring an action in connection with the delivery of products herein unless such action is commenced within one (1) year after the cause of action has accrued.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH THE EXTENT THAT OTC MARKETS GROUP IS INDEMNIFYING THE COMPANY AS SET FORTH IN SECTION 9 OF SECTION 2 THIS AGREEMENT, IN NO EVENT SHALL OTC MARKETS GROUP, ITS LICENSORS OR 4ITS SUPPLIERS BE LIABLE TO THE COMPANY OR ANY OTHER PERSON, REGARDLESS OF THE CAUSE, FOR ANY FAILURE OF PERFORMANCE, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE FOR ANY DELAYS, INTERRUPTIONS, OR DEFECTS IN ANY OF THE ISSUER SERVICES, OR FOR ELIMINATING, AMENDING OR MODIFYING ONE OR MORE OF THE ISSUER SERVICES, OR FOR ANY SPECIAL. INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTYDAMAGES, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTYINCLUDING TRADING LOSSES, LOST PROFITS. LOST BUSINESS REVENUE, OR ANY OTHER THIRD PARTY RESULTING FROM FAILURE TO REALIZE EXPECTED SAVINGS OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, GAINS. EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ONE OR MORE OF THEM WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ; PROVIDED, HOWEVER, THAT IN NO THE EVENT THAT OTC MARKETS GROUP, ITS LICENSORS OR ITS SUPPLIERS IS HELD LIABLE FOR ANY REASON WHATSOEVER, SUCH LIABILITY SHALL AVEPOINT HAVE ANY LIABILITY BE LIMITED TO CUSTOMER IN EXCESS THE AMOUNT OF THE AMOUNTS FEE PAID BY CUSTOMER THE COMPANY DURING THE TWELVE MONTHS PRECEDING THE DATE OF THE EVENT GIVING RISE TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETOTHE ACCRUAL OF THE CLAIM.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SHALL EVENT WILL EITHER PARTY BE LIABLE TO THE OTHER PARTY OR ANY THIRD PARTY FOR ANY LOST PROFITS, LOSS OF DATA, OR OTHER CONSEQUENTIAL, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, OR PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING ARISING FROM OR ARISING OUT OF OR RELATED RELATING TO THIS AGREEMENT, ANY ADDENDUM HERETO AGREEMENT OR THE USE OR PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSSERVICE, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NEITHER PARTY WILL BE LIABLE TO THE OTHER PARTY FOR DAMAGES SUCH AS COMPENSATION OR DAMAGES FOR LOSS OF PRESENT OR PROSPECTIVE PROFITS OR REVENUES, LOSS OF ACTUAL OR ANTICIPATED COMMISSIONS, OR EXPENDITURES OR COMMITMENTS MADE IN NO EVENT SHALL AVEPOINT HAVE ANY CONNECTION WITH THE PERFORMANCE OF OBLIGATIONS UNDER THIS AGREEMENT. EXCEPT IN CONNECTION WITH THE INDEMNIFICATION OBLIGATIONS SET FORTH IN SECTION 12 AND MCI WORLDCOM'S PAYMENT OBLIGATIONS UNDER SECTION 5, EACH PARTY'S TOTAL CUMULATIVE LIABILITY ARISING FROM OR RELATING TO CUSTOMER THIS AGREEMENT, WHETHER IN EXCESS CONTRACT, IN TORT, UNDER A THEORY OF STRICT LIABILITY OR OTHERWISE, WILL BE LIMITED TO THE AMOUNTS AGGREGATE AMOUNT PAID TO METRICOM BY CUSTOMER TO AVEPOINT MCI WORLDCOM UNDER THIS AGREEMENT OR ANY ADDENDUM HERETO.DURING THE TWELVE (12) MONTHS PRECEDING THE DATE THE

Limitation of Liability. EXCEPT WHERE A PARTY HAS AN INDEMNIFICATION OBLIGATION TO THE OTHER PARTY OR, WITH RESPECT TO AGENT, IN THE EVENT OF A BREACH BY AGENT OF SECTION 2 OR 4, OR AS PROVIDED IN SECTION 7 9 HEREOF, UNDER NO CIRCUMSTANCES SHALL EITHER NEITHER PARTY WILL BE LIABLE TO THE OTHER PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, INCIDENTALPUNITITVE, EXEMPLARY, PUNITIVE RELIANCE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTYDAMAGES, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTYINCLUDING, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR LOST PROFITS, BUSINESS INTERRUPTIONWHETHER IN AN ACTION IN CONTRACT OR TORT, DAMAGE BASED ON A WARRANTY OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSOTHERWISE, EVEN IF SUCH THE OTHER PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. EXCEPT IN THE CASE OF COMMISSIONS OWED TO AGENT UNDER SECTION 4 HEREOF, CLOUDSTAR’S LIABILITY FOR DAMAGES UNDER ANY PROVISION OF THIS AGREEMENT SHALL IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS EXCEED THE LESSER OF THE AMOUNTS PAID AMOUNT OF AGGREGATE COMMISSION EARNED BY CUSTOMER AGENT HEREUNDER DURING THE THREE-MONTH PERIOD IMMEDIATELY PRIOR TO AVEPOINT UNDER THIS AGREEMENT THE MAKING OF A CLAIM AGAINST CLOUDSTAR HEREUNDER OR ANY ADDENDUM HERETO$10,000. AGENT ACKNOWLEDGES AND AGREES THAT SUCH LIMITATIONS ARE FAIR AND REASONABLE.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4THE MAXIMUM EXTENT PERMITTED BY LAW, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES EVENT SHALL EITHER PARTY OR ITS AFFILIATES BE LIABLE TO THE OTHER PARTY AND ITS AFFILIATES FOR ANY LOST PROFITS, LOST DATA, COSTS OF PROCUREMENT OF SUBSTITUTE PRODUCTS, OR ANY INDIRECT, SPECIALCONSEQUENTIAL, EXEMPLARY, INCIDENTAL, EXEMPLARY, SPECIAL OR PUNITIVE DAMAGES ARISING FROM OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF RELATING TO THESE TERMS OR THROUGH THE OTHER PARTYYOUR USE OF, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED INABILITY TO THIS AGREEMENTUSE, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSSITE, EVEN IF SUCH PARTY COMPANY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY , EXCEPT FOR INDEMNIFICATION OBLIGATIONS, BREACHES OF CONFIDENTIALITY OR THE DPA OR LIABILITY RESULTING FROM A PARTY OR ITS AFFILIATES GROSS NEGLIGENCE, WILLFUL MISCONDUCT FRAUD OR VIOLATION OF LAW, TO THE MAXIMUM EXTENT PERMITTED BY LAW, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, EACH PARTY’S LIABILITY TO CUSTOMER IN EXCESS THE OTHER PARTY FOR ANY DAMAGES ARISING FROM OR RELATED TO THIS AGREEMENT (FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE AMOUNTS PAID BY CUSTOMER FORM OF THE ACTION), WILL AT ALL TIMES BE LIMITED TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETOA MAXIMUM OF THE GREATER OF TWO TIMES (2X) THE CONTRACT PRICE.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES EVENT SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY TO THE OTHER PARTYOR ANY OTHER ENTITY FOR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTYLOST PROFITS, OR ANY OTHER THIRD PARTY RESULTING FROM SPECIAL, CONSEQUENTIAL, PUNITIVE, EXEMLARY OR INCIDENTAL DAMAGES, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY ARISING OUT OF THIS AGREEMENT WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OTHERWISE. THESE LIMITATIONS SHALL APPLY WHETHER OR NOT THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH BREACHING PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGESDAMAGES AND NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY PROVIDED HEREIN. IF EITHER PARTY TERMINATES THIS AGREEMENT IN NO EVENT ACCORDANCE WITH ANY OF ITS PROVISIONS, NEITHER PARTY SHALL AVEPOINT HAVE ANY LIABILITY BE LIABLE TO CUSTOMER IN EXCESS THE OTHER, BECAUSE OF SUCH TERMINATION, FOR COMPENSATION, REIMBURSEMENT OR DAMAGES ON ACCOUNT OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT LOSS OF PROSPECTIVE PROFITS OR ANY ADDENDUM HERETOANTICIPATED SALES OR ON ACCOUNT OF EXPENDITURES, INVENTORY, INVESTMENTS, LEASES OR COMMITMENTS IN CONNECTION WITH THE BUSINESS OR GOODWILL OF ANIMAS OR DEXCOM.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH THE INDEMNITY PROVISION IN THIS SECTION 9 OF SECTION 2 THIS AGREEMENT, IN NO EVENT SHALL SILICON TRAVEL OR 4, PROPERTY OWNERS’ LIABILITY ARISING OUT OF THIS AGREEMENT EXCEED THE AMOUNTS RECEIVED BY SILICON TRAVEL HEREUNDER. IN NO EVENT SHALL SILICON TRAVEL BE LIABLE FOR COSTS OF SUBSTITUTE PRODUCTS OR AS PROVIDED SERVICES. IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES EVENT SHALL EITHER PARTY SILICON TRAVEL BE LIABLE FOR ANY INDIRECTCONSEQUENTIAL, SPECIAL, INCIDENTAL, EXEMPLARYOR INDIRECT DAMAGES, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTYHOWEVER CAUSED AND ON ANY THEORY OF LIABILITY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH PARTY SILICON TRAVEL HAS BEEN PREVIOUSLY ADVISED WARNED OF THE POSSIBILITY OF SUCH DAMAGES. THE PARTIES ACKNOWLEDGE AND AGREE THAT THE PARTICIPATION CHARGE TO SILICON TRAVEL IS BASED IN NO EVENT PART UPON THESE LIMITATIONS, AND FURTHER AGREES THAT THESE LIMITATIONS SHALL AVEPOINT HAVE APPLY NOTWITHSTANDING ANY LIABILITY TO CUSTOMER IN EXCESS FAILURE OF ESSENTIAL PURPOSE OR ANY LIMITED REMEDY (IF APPLICABLE). SILICON TRAVEL DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE OPERATION OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT COMPUTER EQUIPMENT OR THE USE, VALIDITY, ACCURACY, OR APPROPRIATENESS OF ANY ADDENDUM HERETOMATERIALS ACCESSED ON THE INTERNET THROUGH THE COMPUTER EQUIPMENT.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES EVENT SHALL EITHER ANY LENDER PARTY BE LIABLE FOR ANY SPECIAL, INDIRECT, SPECIALEXEMPLARY, PUNITIVE, INCIDENTAL, EXEMPLARY, PUNITIVE MULTIPLE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, (INCLUDING ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY DAMAGES RESULTING FROM LOSS OF USE, LOSS OF PROFITS, LOSS OF BUSINESS OR OTHER ECONOMIC LOSS) ARISING OUT OF OR RELATED TO IN CONNECTION WITH THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY NOTE OR ANY LOSS CAUSED OTHER LOAN DOCUMENT (OR ANY ADVANCES MADE BY THE INTERRUPTION, TERMINATION LENDER HEREUNDER OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSTHEREUNDER), EVEN IF SUCH LENDER PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, IN NO EVENT SHALL AVEPOINT HAVE THE LENDER PARTIES, COLLECTIVELY, BE LIABLE FOR ANY LIABILITY DAMAGES UNDER THIS NOTE OR ANY OTHER LOAN DOCUMENT (OR IN CONNECTION WITH ANY ADVANCE BY LENDER HEREUNDER OR THEREUNDER) THAT EXCEED, IN THE AGGREGATE, AN AMOUNT EQUAL TO CUSTOMER IN EXCESS THE SUM OF THE AMOUNTS INTEREST AND FLOORPLAN FEES ACTUALLY PAID TO LENDER BY CUSTOMER TO AVEPOINT BORROWER UNDER THIS AGREEMENT OR ANY ADDENDUM HERETONOTE DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM AT ISSUE (OR, IN THE CASE OF MULTIPLE EVENTS, THE FIRST SUCH EVENT GIVING RISE TO THE CLAIM AT ISSUE).

Limitation of Liability. EXCEPT TO THE EXTENT PERMITTED BY THE CONSTITUTION AND LAWS OF THE STATE OF TEXAS, IN NO EVENT WILL THE TOTAL LIABILITY OF COMPANY OR CLIENT ARISING OUT OF THIS AGREEMENT WITH RESPECT TO A BREACH THE SOFTWARE, THE USE OR PERFORMANCE OF SECTION 2 SUCH SOFTWARE OR 4OTHERWISE UNDER THIS AGREEMENT EXCEED THE SUM OF THE FEES ACTUALLY PAID BY CLIENT HEREUNDER IN THE TWELVE (12) MONTH PERIOD PRIOR TO ACCRUAL OF SUCH CAUSE OF ACTION FOR THE SERVICE THAT FORMS THE BASIS FOR SUCH CAUSE OF ACTION. TO THE EXTENT PERMITTED BY THE CONSTITUTION AND LAWS OF THE STATE OF TEXAS, IN NO EVENT SHALL COMPANY OR CLIENT HAVE ANY LIABILITY TO THE OTHER PARTY FOR ANY LOST PROFITS OR COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIALPUNITIVE, INCIDENTAL, EXEMPLARY, PUNITIVE SPECIAL OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOFDAMAGES, INCLUDING WITHOUT LIMITATION, BUT NOT LIMITED TO DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF LOST DATA, LOSS HOWEVER CAUSED AND UNDER ANY THEORY OF USE OF THE LICENSED PROPERTY LIABILITY, INCLUDING BUT NOT LIMITED TO CONTRACT, PRODUCTS LIABILITY, STRICT LIABILITY AND NEGLIGENCE, AND WHETHER OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF NOT SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGESDAMAGE. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS THE PARTIES AGREE THAT THIS SECTION 5.3 REPRESENTS A REASONABLE ALLOCATION OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETORISK.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY EVENT WILL MARKLOGIC BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE STATUTORY OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTYOF ANY KIND (INCLUDING, ANY PARTY CLAIMING ON BEHALF WITHOUT LIMITATION, LOSS OF PROFITS, LOSS OF USE OR THROUGH THE OTHER PARTYDATA, DAMAGE TO SYSTEMS OR ANY OTHER THIRD PARTY RESULTING FROM EQUIPMENT, BUSINESS INTERRUPTION OR COST OF COVER) IN CONNECTION WITH OR ARISING OUT OF OR RELATED TO THIS AGREEMENTTHE DELIVERY, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY SOFTWARE, SERVICES, SUPPORT, DEVELOPED MATERIALS, WORK PRODUCT, ANY OTHER MATERIALS PROVIDED BY MARKLOGIC OR ANY LOSS CAUSED OTHER SERVICES PERFORMED BY THE INTERRUPTIONMARKLOGIC, TERMINATION WHETHER ALLEGED AS A BREACH OF CONTRACT OR FAILED OPERATION OF THE INTERNETTORTIOUS CONDUCT, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSINCLUDING NEGLIGENCE AND STRICT LIABILITY, EVEN IF SUCH PARTY MARKLOGIC HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OTHER THAN MARKLOGIC’S OBLIGATIONS TO INDEMNIFY CUSTOMER AS SET FORTH IN NO EVENT SECTION 6 HEREIN, MARKLOGIC’S MAXIMUM AGGREGATE LIABILITY UNDER THIS AGREEMENT FOR ANY DAMAGES AND COSTS SHALL AVEPOINT HAVE NOT, IN ANY LIABILITY TO CUSTOMER IN EXCESS OF EVENT, EXCEED THE AMOUNTS FEE PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT MARKLOGIC FOR THE SOFTWARE, SERVICES OR ANY ADDENDUM HERETOSUPPORT UPON WHICH SUCH DAMAGES AND/OR COSTS ARE BASED.

Limitation of Liability. EXCEPT OTHER THAN WITH RESPECT TO A BREACH OF KANOPY’S INDEMNIFICATION OBLIGATIONS UNDER SECTION 2 8(a): (A) IN NO EVENT SHALL KANOPY OR 4, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY ITS AFFILIATES AND LICENSORS BE LIABLE FOR ANY INCIDENTAL, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTYDAMAGES, OR ANY OTHER THIRD PARTY RESULTING LOST PROFITS OR COST OF COVER, ARISING FROM OR ARISING OUT OF OR RELATED RELATING TO THIS AGREEMENT, INCLUDING DAMAGES ARISING FROM ANY ADDENDUM HERETO TYPE OR THE PERFORMANCE OR BREACH THEREOFMANNER OF COMMERCIAL, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE FINANCIAL LOSS OCCASIONED BY OR LOSS RESULTING FROM ANY ACCESS TO OR DESTRUCTION OF DATA, LOSS OF USE OF OR INABILITY TO ACCESS OR USE THE LICENSED PROPERTY KANOPY MATERIALS, SUCH AS ANY MALFUNCTION, DEFECT OR FAILURE OF ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSKANOPY MATERIALS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED KANOPY HAD ACTUAL OR CONSTRUCTIVE KNOWLEDGE OF THE POSSIBILITY OF SUCH DAMAGES. DAMAGES AND REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE; AND (B) IN NO EVENT SHALL AVEPOINT HAVE ANY KANOPY’S AGGREGATE LIABILITY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETOEXCEED THE AMOUNT OF FEES RECEIVED BY KANOPY FROM INSTITUTION UNDER THIS AGREEMENT IN THE TWELVE (12)-MONTH PERIOD IMMEDIATELY PRECEDING THE DATE ON WHICH THE EVENTS GIVING RISE TO LIABILITY AROSE.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF EXCLUDING AGENCY’S, ADVERTISER’S, AND MEDIA COMPANY’S RESPECTIVE OBLIGATIONS UNDER SECTION 2 X OR 4INTENTIONAL MISCONDUCT BY AGENCY, ADVERTISER, OR AS PROVIDED MEDIA COMPANY, IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SHALL EITHER EVENT WILL ANY PARTY BE LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL, INCIDENTALOR EXEMPLARY DAMAGES WHATSOEVER, EXEMPLARYINCLUDING, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATIONBUT NOT LIMITED TO, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATAINFORMATION, LOSS OF USE ANTICIPATED SALES OR BUSINESS OR BUSINESS OPPORTUNITY, LOSS OF ANTICIPATED SAVINGS, AND THE LICENSED PROPERTY OR ANY LOSS CAUSED LIKE, INCURRED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION ANOTHER PARTY ARISING OUT OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSTHIS AGREEMENT, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY SINCE THE AGENCY’S PRIMARY OBLIGATION HEREUNDER IS TO CUSTOMER IN EXCESS MAKE PAYMENT TO MEDIA COMPANY ON BEHALF OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT ADVERTISER, AGENCY’S MAXIMUM AGGREGATE LIABILITY UNDER THIS AGREEMENT OR ANY ADDENDUM HERETO.WILL BE NO GREATER THAN THE TOTAL CAMPAIGN COSTS PAYABLE TO THE MEDIA COMPANY, AS STATED ON THE IO. XII: CONFIDENTIAL INFORMATION, DATA USAGE, DATA OWNERSHIP, AND PRIVACY

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY FOR ANY LOSS OF PROFITS OR FOR INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTYOF ANY KIND, ANY PARTY CLAIMING WHETHER BASED ON BEHALF OF OR THROUGH THE OTHER PARTYCONTRACT, TORT (INCLUDING, WITHOUT LIMITATION, NEGLIGENCE), WARRANTY, GUARANTEE OR ANY OTHER THIRD PARTY RESULTING FROM LEGAL OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSEQUITABLE GROUNDS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NEITHER PARTY SHALL MAKE REPRESENTATIONS OR WARRANTIES TO ANY REGISTERED USER OR THIRD PARTY ON BEHALF OF THE OTHER PARTY AND IN NO EVENT WILL EITHER PARTY BE LIABLE TO THE OTHER PARTY FOR ANY REPRESENTATION OR WARRANTY MADE TO ANY REGISTERED USER OR THIRD PARTY BY THE OTHER PARTY. EXCEPT WITH RESPECT TO SECTION 12, IN NO EVENT SHALL AVEPOINT HAVE ANY EITHER PARTY'S LIABILITY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETOEXCEED THE AMOUNTS ACTUALLY PAID BY EBAY TO NETTAXI HEREUNDER. 15.

Limitation of Liability. EXCEPT WITH RESPECT TO A FOR EITHER PARTY’S BREACH OF SECTION 2 ITS CONFIDENTIALITY, OWNERSHIP, AND NON-DISPARAGEMENT OBLIGATIONS UNDER THIS AGREEMENT (I) NEITHER PARTY’S LIABILITY (WHETHER IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY IN TORT OR 4, BY STATUTE OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR OTHERWISE) RELATED TO THIS AGREEMENT, FOR ANY ADDENDUM HERETO AND ALL CLAIMS, WILL IN THE AGGREGATE EXCEED THE LESSER OF THE AMOUNT OF PAYMENTS MADE BY CUSTOMER TO TRIARQ UNDER THE RELEVANT STATEMENT OF WORK SUBJECT TO THIS AGREEMENT WITH RESPECT TO THE WORK INVOLVED UNDER THE APPLICABLE STATEMENT OF WORK OR THREE MONTHS OF FEES PAID TO THE PERFORMANCE TRIARQ UNDER A STATEMENT OF WORK AND (II) NEITHER PARTY WILL BE LIABLE TO THE OTHER PARTY FOR ANY INCIDENTAL, SPECIAL, CONSEQUENTIAL, INDIRECT, OR BREACH THEREOF, PUNITIVE DAMAGES (INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR BUT NOT LIMITED TO LOST PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OR THE LOSS OF DATA OR INFORMATION OF ANY KIND, LOSS OR DELAY OF REVENUE, ADDITIONAL EMPLOYEE HOURS OR EXPENSES, OR LOSS OF ANTICIPATED SAVINGS ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE LICENSED PROPERTY PERFORMANCE THEREOF, HOWEVER CAUSED, OR ANY LOSS CAUSED BY THE INTERRUPTIONLIABILITY TO END-USERS OR TO THIRD PARTIES), TERMINATION REGARDLESS OF WHETHER SUCH LIABILITY IS BASED ON BREACH OF CONTRACT, TORT, STRICT LIABILITY, BREACH OF WARRANTIES, FAILURE OF ESSENTIAL PURPOSE OR FAILED OPERATION OF THE INTERNETOTHERWISE, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, AND EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETO.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 8.1 IN NO EVENT SHALL THE COMPANY, ITS DIRECTORS, OFFICERS, EMPLOYEES OR 4, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY AGENTS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARYCONSEQUENTIAL, INDIRECT OR SPECIAL DAMAGES, INCLUDING PUNITIVE DAMAGES OR CONSEQUENTIAL DAMAGES SUFFERED BY ATTORNEYS’ FEES, WHETHER FORESEEABLE OR UNFORESEEABLE BASED ON CLAIMS OF THE CUSTOMER OR ITS CLIENTS OR THE CUSTOMERS (INCLUDING, BUT NOT LIMITED TO CLAIMS FOR LOSS OF BUSINESS, GOODWILL, PROFITS, LOSS OF MONEY OR USE OF GOODS OR IMPAIRMENT OF OTHER PARTYASSETS), ARISING OUT OF BREACH OF ANY PARTY CLAIMING ON BEHALF EXPRESS OR IMPLIED WARRANTY, BREACH OF CONTRACT, MISREPRESENTATION, NEGLIGENCE, IN DELICT OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM WISE IN CONNECTION WITH OR ARISING OUT OF THE CONTRACT, EXCEPT IN THE CASE OF PERSONAL INJURY OR RELATED PROPERTY DAMAGE WHERE AND ONLY TO THIS AGREEMENTTHE EXTENT THAT APPLICABLE LAW REQUIRES SUCH LIABILITY. TO THE EXTENT THE CUSTOMER INCORPORATES OR CAUSES OTHERS TO NOT BE LIABLE FOR THIRD PARTY CLAIMS FOR INFRINGEMENT OF LETTERS PATENT, ANY ADDENDUM HERETO REGISTERED DESIGN, TRADEMARK OR COPYRIGHT RESULTING FROM SUCH INCORPORATION AND BASED UPON THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY GOODS OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETO.MANUFACTURE

Limitation of Liability. EXCEPT WITH RESPECT REGARD TO A BREACH OF SECTION 2 OR 4, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SHALL BY EITHER PARTY OF ITS OBLIGATIONS OF INDEMNITY AND CONFIDENTIALITY HEREUNDER OR THE OBLIGATIONS OF CUSTOMER TO PAY FOR SERVICES, NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTYDAMAGES, INCLUDING, BUT NOT LIMITED TO, LOSS OF PROFITS, LOSS OF USE OF ASSETS OR LOSS OF PRODUCT OR FACILITIES DOWNTIME (“CONSEQUENTIA)L. LOESIST”HERTOPTAALRRTESYP’ONSSIBILITY FOR ANY PARTY CLAIMING ON BEHALF CLAIMS, DAMAGES, LOSSES OR LIABILITY ARISING OUT OF OR THROUGH RELATED TO ANY SOA SHALL NOT EXCEED THE OTHER LESSER OF THE TOTAL AMOUNT PAID BY CUSTOMER FOR SERVICES THEREUNDER DURING THE TWELVE MONTHS PRECEDING THE DAMAGED PARTY’S LOSS, OR ANY OTHER THIRD PARTY RESULTING FROM OR THE DAMAGED PARTY’S ACTU.ALRIGNLEOT SWSILL HAVE NO LIABILITY TO CUSTOMER GROUP ARISING OUT OF OR RELATED TO THIS AGREEMENTMSA, AND CUSTOMER SHALL INDEMNIFY, DEFEND AND HOLD RIGNET GROUP FREE AND HARMLESS FROM AND AGAINST ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOFAND ALL LIABILITIES, INCLUDING WITHOUT LIMITATIONLOSSES, CLAIMS, COSTS, EXPENSES, DAMAGES FOR OR DEMANDS, INCLUDING, BUT NOT LIMITED TO, CONSEQUENTIAL LOSS AND REASONABLE ATTORNEY FEES, BROUGHT OR SUFFERED BY ANY MEMBER OF BUSINESS CUSTOMER GROUP ARISING OUT OF OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY RELATED TO THIS MSA OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETOSOA ISSUED HEREUNDER.

Limitation of Liability. EXCEPT FOR LIABILITY ARISING UNDER SECTIONS 2.7, 8, 10 AND 12.3 OF THIS AGREEMENT, IN NO EVENT SHALL EITHER PARTY'S LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE USE OR PERFORMANCE OF THE SOFTWARE EXCEED THE TOTAL AMOUNT ACTUALLY PAID BY CORIO HEREUNDER FOR THE TRANSACTION WHICH THE LIABILITY RELATES TO DURING THE TWELVE (12) MONTHS IMMEDIATELY PRIOR TO THE CAUSE OF ACTION FIRST ARISING, EVEN IF IT IS A CONTINUOUS ONE, OR IN THE AGGREGATE, WITH RESPECT TO A BREACH OF SECTION 2 OR 4, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ALL CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT, THE TOTAL AMOUNT ACTUALLY PAID BY CORIO UNDER THIS AGREEMENT TO CHANGEPOINT. EXCEPT FOR LIABILITY ARISING UNDER SECTIONS 2.7, 8, 10 AND 12.3 OF THIS AGREEMENT, IN NO EVENT SHALL EITHER PARTY HAVE ANY ADDENDUM HERETO LIABILITY TO THE OTHER PARTY FOR ANY LOST PROFITS OR THE PERFORMANCE COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR BREACH THEREOFSERVICES, INCLUDING WITHOUT LIMITATIONOR FOR ANY INDIRECT, INCIDENTIAL, SPECIAL OR CONSEQUENTIAL DAMAGES FOR LOSS HOWEVER CAUSED AND UNDER ANY THEORY OF BUSINESS LIABILITY AND WHETHER OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF NOT SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGESDAMAGE. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS THE PARTIES AGREE THAT THIS SECTION 9 REPRESENTS A REASONABLE ALLOCATION OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETORISK.

Limitation of Liability. EXCEPT WITH RESPECT a. ANY PROVISION IN THIS AGREEMENT, ANY OTHER AGREEMENT OR THE RULES TO THE CONTRARY NOTWITHSTANDING, BANK SHALL ONLY BE LIABLE FOR DAMAGES SOLELY AND PROXIMATELY CAUSED BY ITS GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, AND BANK’S LIABILITY SHALL IN NO EVENT EXCEED THE LESSER OF (i) CUSTOMER’S ACTUAL DAMAGES OR (ii) THE TOTAL FEES PAID BY CUSTOMER TO BANK FOR THE SERVICE FOR WHICH A BREACH CLAIM IS MADE FOR THE PERIOD OF SECTION 2 SIX (6) MONTHS IMMEDIATELY PRECEDING THE DATE OF THE CLAIM. IN NO EVENT SHALL BANK OR 4, ANY PROVIDER BE RESPONSIBLE OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTALCONSEQUENTIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTYINCIDENTAL DAMAGES, ANY PARTY CLAIMING ON BEHALF OF LOSSES OR THROUGH THE OTHER PARTYINJURIES (INCLUDING, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR LOST PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE, LOSS OF DATA OR COST OF COVER) ARISING OUT OF, OR RELATED TO, THE USE BY CUSTOMER OF ANY SERVICE OR THE LICENSED PROPERTY FAILURE OF BANK OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSPROVIDER TO PROPERLY PROCESS AND COMPLETE TRANSACTIONS THEREUNDER, EVEN IF BANK OR SUCH PARTY HAS PROVIDER(S) HAVE BEEN PREVIOUSLY SPECIFICALLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT , LOSSES OR ANY ADDENDUM HERETOINJURIES.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 43, OR AS PROVIDED IN SECTION 7 6 HEREOF, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, DATA OR LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSPROPERTY, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID OR PAYABLE BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETO.

Limitation of Liability. EXCEPT FOR LIABILITY ARISING FROM SECTION 8 (“INTELLECTUAL PROPERTY RIGHTS AND CONFIDENTIALITY”), SECTION 10 (“INTELLECTUAL PROPERTY RIGHTS INDEMNITY”), OR DEATH, REGARDLESS OF THE FORM OF ANY CLAIM OR ACTION, IN NO EVENT SHALL EITHER PARTY’S TOTAL LIABILITY TO THE OTHER PARTY EXCEED THE GREATER AMOUNT OF FOUR MILLION DOLLARS ($4,000,000) OR THE TOTAL AMOUNT RECEIVED BY NETRONOME HEREUNDER WITH RESPECT TO THE NETRONOME PRODUCT THAT IS THE SUBJECT OF A BREACH OF SECTION 2 CLAIM HEREUNDER. WHETHER BASED IN CONTRACT OR 4TORT (INCLUDING NEGLIGENCE), OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES EVENT SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF PROFITS (EXCEPT, FOR LIABILITY ARISING FROM SECTION 10 (“INTELLECTUAL PROPERTY RIGHTS INDEMNITY”), TO THE EXTENT LOST PROFITS CONSTITUTE THE MEASURE OF DAMAGES UNDER FEDERAL PATENT OR COPYRIGHT LAWS OR APPLICABLE TRADE SECRET STATUTES), OR LOSS OF USE OF THE LICENSED PROPERTY PRODUCTS OR DOCUMENTATION OR ANY LOSS CAUSED BY THE INTERRUPTIONEQUIPMENT, TERMINATION OR FAILED OPERATION OF THE INTERNETFOR ANY SPECIAL, THIRD PARTY TELECOMMUNICATION SERVICES INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE, MULTIPLE OR THIRD PARTY SECURITY FEATURES OTHER DAMAGES, ARISING FROM OR SYSTEMS, IN CONNECTION WITH THIS AGREEMENT EVEN IF SUCH THE OTHER PARTY HAS BEEN PREVIOUSLY ADVISED MADE AWARE OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT THIS DISCLAIMER OF LIABILITY FOR DAMAGES WILL NOT BE AFFECTED IF ANY REMEDY PROVIDED HEREUNDER SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS FAIL OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETOITS ESSENTIAL PURPOSE.

Limitation of Liability. EXCEPT IN ALL EVENTS, THE LIABILITY OF XXXXXXXXXX UNDER THIS AGREEMENT, WHETHER BASED IN TORT, BREACH OF CONTRACT, BREACH OF WARRANTY, OR OTHERWISE, SHALL NOT UNDER ANY CIRCUMSTANCES EXCEED THE PRICE ACTUALLY PAID BY BUYER FOR THE PRODUCT IN QUESTION OR WITH RESPECT TO A BREACH OF SECTION 2 OR 4WHICH SUCH BREACH, DEFAULT, OR AS NEGLIGENCE IS CLAIMED. THE PURCHASER ACKNOWLEDGES THAT THE REMEDIES PROVIDED HEREIN ARE EXCLUSIVE AND IN SECTION 7 HEREOF, UNDER LIEU OF ALL OTHER REMEDIES. IN NO CIRCUMSTANCES EVENT SHALL EITHER PARTY SELLER BE LIABLE TO THE BUYER FOR ANY INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE INCIDENTAL OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF IN CONNECTION WITH OR RELATED TO THIS AGREEMENT OR THE PRODUCTS PROVIDED IN CONNECTION HEREWITH (INCLUDING LOSS OF PROFITS, OR OTHER ECONOMIC ADVANTAGE), HOWEVER ARISING, WHETHER FOR BREACH OF THIS AGREEMENT, ANY ADDENDUM HERETO INCLUDING BREACH OF WARRANTY OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSIN TORT, EVEN IF SUCH THAT PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETODAMAGE.

Limitation of Liability. EXCEPT WITH RESPECT TO FOR A BREACH BY EITHER PARTY OF SECTION 2 OR 4ITS CONFIDENTIALITY OBLIGATIONS UNDER ARTICLE 7 AND EXCEPT FOR BREACHES OF ANY LICENSE RESTRICTIONS, OR AS PROVIDED IN SECTION 7 HEREOFANY PAYMENT OBLIGATIONS RESULTING FROM AN INDEMNIFICATION OBLIGATION HEREUNDER, UNDER NO CIRCUMSTANCES SHALL WILL EITHER PARTY BE LIABLE TO THE OTHER, UNDER CONTRACT, STRICT LIABILITY, NEGLIGENCE OR OTHER LEGAL OR EQUITABLE THEORY, FOR ANY LOST REVENUE, LOST PROFITS, EQUIPMENT DOWN-TIME, OR FOR ANY INCIDENTAL, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE SPECIAL OR CONSEQUENTIAL DAMAGES SUFFERED BY OF ANY KIND IN CONNECTION WITH THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF SUBJECT MATTER OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. EXCEPT FOR A BREACH BY EITHER PARTY OF ITS CONFIDENTIALITY OBLIGATIONS UNDER ARTICLE 7 AND EXCEPT FOR BREACHES OF ANY LICENSE RESTRICTIONS, OR ANY PAYMENT OBLIGATIONS RESULTING FROM AN INDEMNIFICATION OBLIGATION HEREUNDER, IN NO EVENT SHALL AVEPOINT HAVE ANY WILL EITHER PARTY’S LIABILITY TO CUSTOMER IN EXCESS THE OTHER UNDER THIS AGREEMENT EXCEED THE GREATER OF ONE MILLION DOLLARS ($1,000,000) OR THE AMOUNTS PAID OR PAYABLE BY CUSTOMER SUCH PARTY TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETOTHE OTHER PARTY IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4NEITHER VISUALIZE NOR ITS OFFICERS, EMPLOYEES, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES DIRECTORS SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTYDAMAGES, ANY PARTY CLAIMING ON BEHALF SUCH AS, BUT NOT LIMITED TO, LOSS OF ANTICIPATED PROFITS OR THROUGH THE OTHER PARTYBENEFITS, OR ANY OTHER THIRD PARTY LOSS RESULTING FROM THE USE OF THE PRODUCT OR ARISING OUT OF ANY BREACH OF ANY WARRANTY. EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT, VISUALIZE SHALL HAVE NO LIABILITY FOR ANY CLAIM OF ANY KIND OR NATURE, INCLUDING BUT NOT LIMITED TO VISUALIZE'S NEGLIGENCE, ARISING OUT OF OR IN ANY WAY RELATED TO THIS AGREEMENT, OR IN CONNECTION WITH ANY ADDENDUM HERETO USE OR OTHER EMPLOYMENT OF ANY PRODUCT LICENSED TO THE CUSTOMER HEREUNDER, WHETHER SUCH LIABILITY ARISES FROM ANY CLAIM BASED UPON CONTRACT, WARRANTY, OR OTHERWISE, WHICH MAY BE ASSERTED BY THE CUSTOMER. EXCEPT FOR IN RESPECT OF THIRD-PARTY CLAIMS PURSUANT TO SECTION 5.6 HEREIN, VISUALIZE'S AGGREGATE LIABILITY TO THE CUSTOMER FOR ALL LOSS AND DAMAGE WHETHER IN NEGLIGENCE, CONTRACT OR OTHERWISE, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, OR THE PERFORMANCE OPERATION OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE FAILURE TO OPERATE OF THE LICENSED PROPERTY OR PRODUCT, SHALL IN ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY BE LIMITED TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID TO VISUALIZE BY CUSTOMER TO AVEPOINT ACCRUE UNDER THIS AGREEMENT OR ANY ADDENDUM HERETOAGREEMENT.

Limitation of Liability. EXCEPT WITH RESPECT 9.1 TO A BREACH OF SECTION 2 OR 4THE EXTENT PERMITTED BY APPLICABLE LAW AND NOTWITHSTANDING ANYTHING IN THIS AGREEMENT TO THE CONTRARY, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SHALL EVENT WILL EITHER PARTY BE LIABLE TO THE OTHER PARTY OR ANY THIRD PARTY (WHETHER SUCH LIABILITY IS BASED ON CONTRACT, WARRANTY, NEGLIGENCE, STRICT LIABILITY, OTHER TORT THEORY, OR ANY OTHER BASIS WHATSOEVER) FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE CONSEQUENTIAL OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTYINDIRECT DAMAGES, OR FOR ANY OTHER THIRD PARTY RESULTING FROM DAMAGES FOR LOSS OR INTERRUPTION OF BUSINESS, LOSS OF PROFITS OR LOSS OF DATA, ARISING OUT OF OR RELATED RELATING TO THIS AGREEMENT, ANY ADDENDUM HERETO AGREEMENT OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSSUBJECT MATTER HEREOF, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. ; PROVIDED HOWEVER THAT NOTHING IN NO EVENT THIS SECTION 9.1 SHALL AVEPOINT HAVE BE DEEMED TO LIMIT THE INDEMNIFICATION OBLIGATIONS OF EITHER PARTY UNDER ARTICLE 7 TO THE EXTENT THE THIRD PARTY CLAIMANT IS FINALLY AWARDED ANY LIABILITY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT PUNITIVE, SPECIAL, CONSEQUENTIAL, INCIDENTAL OR ANY ADDENDUM HERETOINDIRECT DAMAGES FROM AN INDEMNITEE.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4, OR AS PROVIDED IN SECTION 7 HEREOF3, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, DATA OR LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSPROPERTY, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETOAGREEMENT.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 EACH PARTY’S AGGREGATE CUMULATIVE MONETARY LIABILITY FOR ALL CLAIMS ARISING UNDER OR 4, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED RELATING TO THIS AGREEMENT, NOTWITHSTANDING THE FORM IN WHICH ANY ADDENDUM HERETO SUCH ACTION IS BROUGHT, WHETHER IN CONTRACT, TORT OR OTHERWISE, SHALL BE LIMITED IN THE PERFORMANCE AGGREGATE TO THE TOTAL FEES PAID OR BREACH THEREOFPAYABLE UNDER THIS AGREEMENT DURING THE TWELVE (12) MONTH PERIOD PRECEDING THE DATE ON WHICH THE CLAIM AROSE (AND IF THERE ARE MULTIPLE CLAIMS, INCLUDING WITHOUT LIMITATIONTHE PARTIES AGREE TO SELECT THE DATE OF THE FIRST CLAIM AS THE MARKING POINT FOR DETERMINING THE AMOUNT OF DAMAGES). NEITHER PARTY SHALL BE LIABLE UNDER THIS AGREEMENT FOR LOST PROFITS, LOST REVENUES, OR LOST DATA, OR EXEMPLARY, PUNITIVE, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING THE FOREGOING, ANY LIMITATION OF LIABILITY OR EXCLUSIONS CONTAINED IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY THIS SECTION DO NOT APPLY TO CUSTOMER IN EXCESS OF (A) EACH PARTY’S OBLIGATIONS WITH RESPECT TO THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETOOTHER PARTY’S CONFIDENTIAL INFORMATION, AND (B) EACH PARTY’S INDEMNITY OBLIGATIONS HEREUNDER.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH THE MAXIMUM EXTENT PERMITTED BY LAW, NONE OF SECTION 2 SERVICE PROVIDER, WILDBLUE OR 4, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES ANY OF THE PARTNERS SHALL EITHER PARTY BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARYSPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY SERVICE OR INABILITY TO USE THE SERVICE OR OUT OF ANY LOSS CAUSED BREACH OF ANY REPRESENTATION OR WARRANTY. WITHOUT IN ANY WAY LIMITING THE FOREGOING, IF FOR ANY REASON, BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNETLAW OR OTHERWISE, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED ANY PORTION OF THE POSSIBILITY FOREGOING LIMITATION OF LIABILITY SHALL BE VOIDED, THEN IN SUCH EVENT AFFILAITE’S MAXIMUM, SOLE, AND EXCLUSIVE LIABILITY AND THE LIABILITY OF WILDBLUE AND THE PARTNERS SHALL BE LIMITED TO GENERAL MONEY DAMAGES IN AN AMOUNT NOT TO EXCEED THE TOTAL AMOUNT ACTUALLY PAID TO SERVICE PROVIDER BY YOU FOR SERVICE DURING AND FOR A PERIOD OF TIME COMMENCING UPON THE OCCURRENCE OF SUCH DAMAGES. ERROR, DEFECT OR FAILURE AND CEASING UPON THE DISCOVERY OF SUCH, IN WHOLE OR IN PART; PROVIDED, HOWEVER, THAT IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER SUCH PERIOD OF TIME EXCEED THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE DATE WHICH SUCH ERROR, DEFECT OR FAILURE IS FIRST DISCOVERED IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT WHOLE OR ANY ADDENDUM HERETOIN PART.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES NEITHER PARTY SHALL EITHER PARTY BE LIABLE FOR OR BE REQUIRED TO INDEMNIFY THE OTHER PARTY FOR ANY INDIRECTINCIDENTAL, CONSEQUENTIAL, EXEMPLARY, SPECIAL, INCIDENTALPUNITIVE, EXEMPLARYOR LOST PROFIT DAMAGES THAT ARISE IN CONNECTION WITH THIS AGREEMENT, PUNITIVE REGARDLESS OF THE FORM OF ACTION (WHETHER IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR CONSEQUENTIAL DAMAGES SUFFERED BY OTHERWISE) AND REGARDLESS OF HOW CHARACTERIZED, OR THE ACTS OR OMISSIONS OF THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. EACH PARTY SHALL NOT BE LIABLE TO THE OTHER PARTY FOR ANY INDEMNIFICATION OR DEFENSE, OR ANY AND ALL CLAIMS, LOSES, EXPENSES, INJURIES, DAMAGES, COSTS, INCLUDING ATTORNEY’S FEES AND EXPENSES, ARISING OUT OF OR IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY WAY RELATED TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT BY REASON OF ANY ACT OR ANY ADDENDUM HERETOOMISSION OF A PARTY, INCLUDING BREACH OF CONTRACT OR NEGLIGENCE, IN AN AMOUNT WHICH EXCEEDS THE TERMS AND CONDITIONS OF A PARTY’S THEN EXISTING AVAILABLE AND APPLICABLE INSURANCE COVERAGE.

Limitation of Liability. IN NO EVENT WILL EITHER PARTY'S LIABILITY ARISING OUT OF OR RELATING TO THIS AGREEMENT FOR ANY DAMAGES OR LIABILITY FROM ANY CAUSE WHATSOEVER, REGARDLESS OF FORM OF ACTION, WHETHER IN CONTRACT, NEGLIGENCE OR OTHERWISE, EXCEED THE AMOUNT PAID BY CLIENT TO APPIANT HEREUNDER IN THE 12 MONTHS PRIOR TO ANY CLAIM. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4EITHER PARTY'S INDEMNIFICATION OBLIGATIONS, IN NO EVENT WILL EITHER PARTY, OR AS PROVIDED IN SECTION 7 HEREOFITS SUPPLIERS, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH TO THE OTHER PARTY, OR TO ANY OTHER THIRD PARTY RESULTING FROM PARTY, FOR CONSEQUENTIAL, EXEMPLARY, INDIRECT, SPECIAL, PUNITIVE OR ARISING OUT OF OR RELATED TO THIS AGREEMENTINCIDENTAL DAMAGES, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOFINCLUDING, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR LOST PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH THE PARTY OTHERWISE LIABLE HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE NEITHER PARTY WILL BE LIABLE FOR ANY LIABILITY TO CUSTOMER IN EXCESS OF ACTUAL OR ALLEGED INFRINGEMENT BY ANY THIRD PARTY MATERIALS ACCESSED, TRANSMITTED OR OTHERWISE MADE AVAILABLE THROUGH THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT DESIGNATED SERVICES OR ANY ADDENDUM HERETOAPPIANT OR CLIENT TECHNOLOGY.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES EVENT SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, INCIDENTALCONSEQUENTIAL, EXEMPLARYEXEMPLARY PUNITIVE DAMAGES OR LOST PROFITS, PUNITIVE WHETHER FORESEEABLE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTYUNFORESEEABLE, OF ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTYKIND WHATSOEVER (INCLUDING, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOST PROFITS, LOSS OF BUSINESS OR PROFITSGOODWILL, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION DAMAGED DATA OR SOFTWARE (EXCEPT IN THE CASE OF DATASOFTWARE, AS STATED IN CONVERGENT'S WARRANTY FOR SOFTWARE), LOSS OF USE OF THE LICENSED PROPERTY PRODUCTS, DOWNTIME OR COSTS OF SUBSTITUTE PRODUCTS OR EQUIPMENT) ARISING FROM THE SALE AND DELIVERY OF THE PRODUCTS FULLFILLMENT OF SUPPORT SERVICES OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OTHER ACT OF THE INTERNET, THIRD EITHER PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSIN CONNECTION WITH THIS AGREEMENT, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY LIMITATION AS TO CUSTOMER IN EXCESS DAMAGES FOR PERSONAL INJURY (INCLUDING DEALTH) OR TANGIBLE PROPERTY DAMAGE IS HEREBY INTENDED. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES AND THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT ABOVE EXCLUSION OR ANY ADDENDUM HERETOLIMITATION MAY NOT APPLY.

Limitation of Liability. 8.1 EXCEPT WITH RESPECT TO FOR A PARTYS’ BREACH OF ITS OBLIGATIONS OF CONFIDENTIALITY UNDER SECTION 9, SERVICE PROVIDER’S NONPAYMENT OF UNDISPUTED AMOUNTS DUE, OR SERVICE PROVIDER’S BREACH OF ITS OBLIGATIONS UNDER SECTIONS 2 OR 43.2, OR AS PROVIDED TO THE MAXIMUM EXTENT PERMITTED BY LAW IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES EVENT SHALL EITHER PARTY OR POSIT’S LICENSORS BE LIABLE TO THE OTHER PARTY OR ANY THIRD PARTY FOR ANY LOSS OF PROFITS OR INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY(INCLUDING, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATIONBUT NOT LIMITED TO, DAMAGES FOR LOSS OF BUSINESS THE INABILITY TO USE EQUIPMENT OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF ACCESS DATA, LOSS OF USE BUSINESS, LOSS OF PROFITS, LOSS OF USE, LOSS OR CORRUPTION OF DATA, PROCUREMENT OF SUBSTITUTE GOODS, FAILURE OF SECURITY MECHANISMS, THE LICENSED PROPERTY COSTS TO COVER, BUSINESS INTERRUPTION OR THE LIKE) ARISING OUT OF ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION BREACH OF THIS AGREEMENT OR FAILED OPERATION OTHERWISE ARISING OUT OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, THIS AGREEMENT AND EVEN IF SUCH THE OTHER PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE , BASED ON ANY THEORY OF LIABILITY TO CUSTOMER IN EXCESS INCLUDING BREACH OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY ADDENDUM HERETOOTHERWISE, AND EVEN IF SUCH DAMAGES WERE REASONABLY FORESEEABLE.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4, OR AS FOR THE INDEMNIFICATION FOR THIRD PARTY CLAIMS PROVIDED IN SECTION 7 HEREOF17, EASTBAY'S MAXIMUM LIABILITY FOR ANY ACTION ARISING UNDER THIS AGREEMENT, REGARDLESS OF THE FORM OF ACTION AND WHETHER IN TORT, CONTRACT OR OTHER FORM OF LIABILITY, SHALL IN NO CIRCUMSTANCES EVENT EXCEED THE FEES PAID BY CLIENT DURING THE ONE-YEAR PERIOD PRECEDING NOTICE TO EASTBAY OF CLIENT'S LOSS. IN NO EVENT SHALL EITHER PARTY EASTBAY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, OF ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOFKIND, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOST DATA, LOST PROFITS, OPPORTUNITIES OR CONTRIBUTIONS, LOSS OF BUSINESS OR PROFITSUSE, GOODWILL, BUSINESS INTERRUPTION, DAMAGE OR LOSS OTHER PECUNIARY OR DESTRUCTION OF DATANON-PECUNIARY LOSS, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSHOWEVER ARISING, EVEN IF SUCH PARTY EASTBAY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY THE PARTIES AGREE TO CUSTOMER IN EXCESS THE ALLOCATION OF RISK SET FORTH HEREIN. CLIENT ACKNOWLEDGES THAT THE AMOUNTS FEES PAID BY CUSTOMER TO AVEPOINT UNDER IT REFLECT THE ALLOCATION OF RISK SET FORTH IN THIS AGREEMENT OR ANY ADDENDUM HERETOAND THAT EASTBAY WOULD NOT ENTER INTO THIS AGREEMENT WITHOUT THESE LIMITATIONS ON ITS LIABILITY.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES PEARSON SHALL EITHER PARTY NOT BE LIABLE TO LICENSEE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTYDAMAGES; OR LOST PROFITS, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTYLOST FUNDING, LOST SAVINGS, OR ANY OTHER LOST OR DAMAGED DATA; OR FOR CLAIMS OF A THIRD PARTY RESULTING FROM OR PARTY; ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNETPRODUCT, THIRD PARTY TELECOMMUNICATION SERVICES SOFTWARE, SUPPORT, SERVICES, OR THIRD PARTY SECURITY FEATURES OTHER ITEMS PROVIDED, OR SYSTEMSTHE USE OR INABILITY TO USE ANY OF THE FOREGOING, EVEN IF SUCH PARTY PEARSON HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGESDAMAGES OR THEY ARE FORESEEABLE. IN ANY EVENT, IN RESPECT OF ANY CLAIM, DEMAND OR ACTION ARISING OUT OF THIS AGREEMENT, LICENSEE SHALL BE LIMITED TO RECEIVING ACTUAL AND DIRECT DAMAGES IN A MAXIMUM AGGREGATE AMOUNT EQUAL TO THE CHARGES PAID BY LICENSEE TO PEARSON HEREUNDER FOR THE APPLICABLE LICENSED PRODUCT, ITEM OR SERVICE ON WHICH THE CLAIM IS BASED. IN ADDITION, IN NO EVENT SHALL AVEPOINT HAVE ANY WILL THE LIABILITY OF PEARSON RELATING TO CUSTOMER IN EXCESS SUPPORT SERVICES EXCEED THE TOTAL AMOUNT OF THE AMOUNTS MONEY PAID BY CUSTOMER LICENSEE TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETOPEARSON DURING THE IMMEDIATELY PRECEDING TWELVE (12) MONTH PERIOD WITH RESPECT TO THE PARTICULAR SUPPORT SERVICES ON WHICH THE CLAIM IS BASED.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4, OR AS OTHERWISE PROVIDED IN SECTION 7 HEREOF6, UNDER NO CIRCUMSTANCES NEITHER PARTY SHALL EITHER PARTY IN ANY EVENT BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE SPECIAL OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED RELATING TO THIS AGREEMENTTHE SALE OR USE OF THE PRODUCTS, ANY ADDENDUM HERETO WHETHER OR NOT THE PERFORMANCE OR BREACH THEREOFOTHER PARTY HAS ADVANCE NOTICE OF THE POSSIBILITY OF SUCH DAMAGES INCLUDING, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, LOSS OF BUSINESS, LOSS OF BUSINESS OR PROFITSOPPORTUNITY, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, OR DAMAGE TO REPUTATION. NOTHING CONTAINED HEREIN SHALL BE CONSTRUED TO CREATE ANY RIGHTS WHATSOEVER, BY ANY PARTY HERETO TO ANY PERSON WHO IS NOT A PARTY HERETO, INCLUDING WITHOUT LIMITATION, ANY LIABILITY TO ANY CUSTOMER OF ANY PARTY HERETO FOR LOSS OF DATA OR DAMAGE ARISING OUT OF THE USE OF THE LICENSED PROPERTY PRODUCTS. IF EITHER PARTY BREACHES ANY PROVISION OF THIS AGREEMENT, SUCH PARTY'S SOLE AND EXCLUSIVE MAXIMUM LIABILITY, WHETHER BASED IN CONTRACT, TORT, OR ANY LOSS CAUSED BY OTHERWISE, SHALL BE THE INTERRUPTION, TERMINATION OR FAILED OPERATION REPLACEMENT OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES PRODUCT(S) OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED A FULL REFUND OF ALL PAYMENTS MADE FOR THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETOPRODUCTS PROVIDED HEREUNDER.

Limitation of Liability. EXCEPT WITH RESPECT FOR (I) PAYMENT OF FEES OR CHARGES ARISING UNDER THIS AGREEMENT AND (II) LIABILITY FOR GROSS NEGLIGENCE OR WILFUL MISCONDUCT RESULTING IN DEATH, PERSONAL INJURY OR PROPERTY DAMAGE, EACH PARTY’S ENTIRE LIABILITY FOR ANY CLAIM, LOSS, DAMAGE OR EXPENSE FROM ANY CAUSE WHATSOEVER, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT INCLUDING NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, SHALL BE LIMITED TO A BREACH DIRECT, PROVEN DAMAGES IN AN AMOUNT NOT TO EXCEED THE AGGREGATE AMOUNT OF SECTION 2 OR 4, OR AS PROVIDED ANY COMMISSIONS TO WHICH SONY IS ENTITLED UNDER THE SALES AGENT AGREEMENT BETWEEN THE PARTIES DATED THE DATE HEREOF (THE “SALES AGENT AGREEMENT”). NEITHER PARTY SHALL IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY ANY EVENT BE LIABLE TO THE OTHER PARTY FOR ANY INDIRECTINCIDENTIAL, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTYCONSEQUENTAL, OR ANY OTHER THIRD PARTY INDIRECT LOSS OR DAMAGE, INCLUDING LOST PROFITS OR LOST REVENUES, ARISING OUT OF THIS AGREEMENT OR ANY OBLIGATION RESULTING FROM THEREFROM, OR THE USE OR PERFORMANCE OF ANY SERVICE, WHETHER IN AN ACTION FOR OR ARISING OUT OF OR RELATED TO THIS AGREEMENTANY CAUSE WHATSOEVER, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE REGARDLESS OF THE LICENSED PROPERTY FORM OF ACTION, WHETHER IN CONTRACT, TORT INCLUDING NEGLIGENCE, STRICT LIABILITY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OTHERWISE. THIS CLAUSE SHALL SURVIVE FAILURE OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, EVEN IF SUCH PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETOAN EXCLUSIVE REMEDY.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4, OR AS PROVIDED IN SECTION 7 HEREOF, UNDER NO CIRCUMSTANCES EVENT SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, PUNITIVE SPECIAL OR CONSEQUENTIAL DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTYDAMAGES, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY REVENUE INCURRED BY EITHER PARTY OR ANY LOSS CAUSED BY THE INTERRUPTIONTHIRD PARTY, TERMINATION WHETHER IN AN ACTION IN CONTRACT OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMSTORT, EVEN IF SUCH THE OTHER PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; PROVIDED, HOWEVER, THAT NOTHING IN THIS SECTION 7.11 SHALL OPERATE TO PREVENT AN INDEMNIFIED PARTY FROM SEEKING INDEMNIFICATION FROM THE INDEMNIFYING PARTY UNDER SECTION 2.7 HEREUNDER OR OTHERWISE FOR INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOSS OF PROFITS OR REVENUE CLAIMED BY A THIRD PARTY. NEITHER PARTY'S LIABILITY FOR DIRECT DAMAGES HEREUNDER, EXCLUDING DAMAGES INCURRED BY EITHER PARTY RELATED TO THE OTHER PARTY'S ALLEGED INFRINGEMENT OF THIRD-PARTY INTELLECTUAL PROPERTY RIGHTS, FRAUD OR INTENTIONAL BREACH OF ANY COVENANT OR OBLIGATION IN NO EVENT THIS AGREEMENT, AND EXCLUDING MANUGISTICS' OBLIGATIONS TO GUARANTEE REVENUES TO IRI HEREUNDER, SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS OF THE AMOUNTS PAID BY CUSTOMER TO AVEPOINT UNDER THIS AGREEMENT OR ANY ADDENDUM HERETOEXCEED ONE MILLION FIVE HUNDRED THOUSAND DOLLARS ($1,500,000). The provisions of this Section 7.11 allocate the risks under this Agreement between the parties and are an intrinsic part of the bargain between the parties. The fees provided for in this Agreement reflect this allocation of risks and the limitation of liability specified herein.

Limitation of Liability. EXCEPT WITH RESPECT TO A BREACH OF SECTION 2 OR 4, OR AS PROVIDED IN SECTION 7 HEREOFOTHERWISE PROVIDED, UNDER NO CIRCUMSTANCES SHALL EITHER PARTY BE LIABLE TO THE OTHER PARTY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARYCONSEQUENTIAL, PUNITIVE SPECIAL OR CONSEQUENTIAL EXEMPLARY DAMAGES SUFFERED BY THE OTHER PARTY, ANY PARTY CLAIMING ON BEHALF OF OR THROUGH THE OTHER PARTY, OR ANY OTHER THIRD PARTY RESULTING FROM OR ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY ADDENDUM HERETO OR THE PERFORMANCE OR BREACH THEREOF, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS OR PROFITS, BUSINESS INTERRUPTION, DAMAGE OR LOSS OR DESTRUCTION OF DATA, LOSS OF USE OF THE LICENSED PROPERTY OR ANY LOSS CAUSED BY THE INTERRUPTION, TERMINATION OR FAILED OPERATION OF THE INTERNET, THIRD PARTY TELECOMMUNICATION SERVICES OR THIRD PARTY SECURITY FEATURES OR SYSTEMS, (EVEN IF SUCH THAT PARTY HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL AVEPOINT HAVE ANY LIABILITY TO CUSTOMER IN EXCESS ), ARISING FROM BREACH OF THE AMOUNTS PAID AGREEMENT, THE SALE OF SERVICES, THE USE OR INABILITY TO USE ANY SERVICE, SITES, THE JUMP PAGES, OR ARISING FROM ANY OTHER PROVISION OF THIS AGREEMENT, SUCH AS, BUT NOT LIMITED TO, LOSS OF REVENUE OR ANTICIPATED PROFITS OR LOST BUSINESS (COLLECTIVELY, "DISCLAIMED DAMAGES"); PROVIDED THAT EACH PARTY SHALL REMAIN LIABLE TO THE OTHER PARTY TO THE EXTENT ANY DISCLAIMED DAMAGES ARE CLAIMED BY CUSTOMER A THIRD PARTY AND ARE SUBJECT TO AVEPOINT INDEMNIFICATION HEREIN. EXCEPT AS PROVIDED HeREIN, (I) LIABILITY CONFIDENTIAL ARISING UNDER THIS AGREEMENT OR SHALL BE LIMITED TO DIRECT, OBJECTIVELY MEASURABLE DAMAGES, AND EXCEPT WITH RESPECT TO SECTION EIGHTEEN HEREIN (II) THE MAXIMUM LIABILITY OF ONE PARTY TO THE OTHER PARTY FOR ANY ADDENDUM HERETOCLAIMS ARISING IN CONNECTION WITH THIS AGREEMENT SHALL NOT EXCEED ONE MILLION DOLLARS ($1,000,000).