Common use of Limitations of Liability Clause in Contracts

Limitations of Liability. IN NO EVENT WILL CGM BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY OTHER PARTY FOR ANY CONSEQUENTIAL, INDIRECT, OR PUNITIVE DAMAGES, OPPORTUNITY COSTS, OR LOST PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE PARTY WAS AWARE OF THE POSSIBILITY OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE IF THE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.

Limitations of Liability. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, UNDER NO EVENT WILL CGM BE RESPONSIBLE CIRCUMSTANCES SHALL THE CUMULATIVE LIABILITY OF TREND MICRO FOR ANY LOSSES AND ALL CLAIMS OR DAMAGES (A) RELATED TO CUSTOMER THE INSTALLATION OF, USE OF OR RELIANCE UPON A CERTIFICATE OR (B) FOR THE SERVICES PROVIDED UNDER THIS AGREEMENT, TO YOU, SUBSCRIBERS AND/OR RELYING PARTIES UNDER ANY CAUSE OF ACTION, OR ANY CONTRACT, STRICT LIABILITY, TORT (INCLUDING NEGLIGENCE), OR OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE LEGAL OR WILLFUL MISCONDUCT. NO PARTY EQUITABLE THEORY OR IN ANY OTHER WAY, EXCEED THE AMOUNT PAID TO TREND MICRO FOR THE SERVICES UNDER THIS AGREEMENT BY YOU AND/OR SUBSCRIBER OVER THE 12 MONTHS IMMEDIATELY PRECEDING THE EVENTS GIVING RISE TO THE CLAIM (EXCEPT THAT FOR CLAIMS FROM SUBSCRIBERS AND RELYING PARTIES ARISING FROM OR RELATED TO EXTENDED VALIDATION (EV) CERTIFICATES, THE MAXIMUM SHALL BE REQUIRED TO PAY TWO THOUSAND U.S. DOLLARS ($2,000.00) PER SUBSCRIBER OR RELYING PARTY PER EV CERTIFICATE). NOTWITHSTANDING THE FOREGOING, TREND MICRO SHALL NOT BE LIABLE TO IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, FOR BREACH OF A STATUTORY DUTY OR IN ANY OTHER PARTY FOR ANY CONSEQUENTIAL, INDIRECT, OR PUNITIVE DAMAGES, OPPORTUNITY COSTS, OR LOST PROFITS WAY (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE PARTY WAS AWARE EVEN IF TREND MICRO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE IF THE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.) FOR:

Limitations of Liability. IN NO EVENT WILL CGM BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR SYNACOR BE LIABLE TO UNDER OR IN CONNECTION WITH THESE EU TERMS UNDER ANY OTHER PARTY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, FOR ANY ANY: (a) CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR PUNITIVE DAMAGES, OPPORTUNITY ; (b) INCREASED COSTS, DIMINUTION IN VALUE OR LOST PROFITS BUSINESS, PRODUCTION, REVENUES, OR PROFITS; (WHETHER c) LOSS OF GOODWILL OR NOT ARISING FROM ITS NEGLIGENCE AND REPUTATION; (d) USE, INABILITY TO USE, LOSS, INTERRUPTION, DELAY OR RECOVERY OF ANY DATA, OR BREACH OF DATA OR SYSTEM SECURITY; OR (e) COST OF REPLACEMENT GOODS OR SERVICES, IN EACH CASE REGARDLESS OF WHETHER THE PARTY PROVIDER WAS AWARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGESLOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE. IN NO EVENT WILL SYNACOR'S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE EU TERMS UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE). CGM SHALL NOT BE LIABLE IF , STRICT LIABILITY, OR OTHERWISE EXCEED THE PERFORMANCE OF ITS OBLIGATIONS TOTAL AMOUNTS PAID TO SYNACOR UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TWELVE (12) MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE FAILURE CLAIM OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.$100.00 USD, WHICHEVER IS LESS. The exclusions and limitations in this Section 10 do not apply to Customer's obligations under Section 9.2.‌

Limitations of Liability. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, IN NO EVENT WILL CGM BE RESPONSIBLE FOR COMPANY OR COMPANY’S THIRD PARTY LICENSORS, OR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE PERSON OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR ENTITY, BE LIABLE TO CUSTOMER OR ANY OTHER PARTY AUTHORIZED USER FOR (A) ANY INDIRECT, CONSEQUENTIAL, INDIRECTINCIDENTAL, EXEMPLARY, PUNITIVE OR PUNITIVE SPECIAL DAMAGES, OPPORTUNITY COSTSINCLUDING REPLACEMENT COSTS AND/OR ANY LOSSES RELATING TO CUSTOMER OR CUSTOMER’S BUSINESS, SUCH AS LOST DATA, LOST PROFITS, BUSINESS INTERRUPTION, OR LOST PROFITS (WHETHER SAVINGS, EVEN IF COMPANY OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE THIRD PARTY WAS AWARE LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES); OR (B) ANY CLAIM BY ANY THIRD PARTY. CGM SHALL NOT IF CUSTOMER COULD HAVE AVOIDED DAMAGES BY TAKING REASONABLE CARE, NEITHER COMPANY NOR COMPANY’S THIRD PARTY LICENSORS WILL BE LIABLE IF FOR SUCH LOSSES. TO THE PERFORMANCE OF ITS OBLIGATIONS EXTENT PERMITTED UNDER APPLICABLE LAW, IN NO EVENT WILL COMPANY’S TOTAL LIABILITY UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIREAGREEMENT, FLOODWHETHER ARISING IN CONTRACT, STRIKETORT, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTIONINCLUDING NEGLIGENCE, OR ANY OTHER CAUSE BEYOND CGM’S CONTROLOTHERWISE, EXCEED THE CUMULATIVE PAYMENTS RECEIVED BY COMPANY FROM CUSTOMER UNDER THIS AGREEMENT. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY BECAUSE SOME STATES OR EXECUTION SYSTEMS. ORDERS FOR JURISDICTIONS DO NOT ALLOW THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, EXCLUSION OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIMITATION OF LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE CERTAIN DAMAGES, IN SUCH STATES OR JURISDICTIONS, COMPANY’S LIABILITY SHALL BE LIMITED TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTEXTENT PERMITTED BY LAW.

Limitations of Liability. EXCEPT FOR INDEMNIFICATION, TO THE EXTENT PERMITTED BY APPLICABLE LAW, UILA'S AND ITS LICENSORS' AGGREGATE LIABILITY UNDER THIS AGREEMENT, WHETHER FOR BREACH OR IN TORT, IS LIMITED: (1) FOR MONTHLY CUSTOMERS, TO THE FEES PAID UNDER THIS AGREEMENT FOR THE TWO MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH LIABILITY; (2) FOR ANNUAL CUSTOMERS, TO THE FEES PAID UNDER THIS AGREEMENT FOR THE TWELVE MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH LIABILITY AND (3) FOR PERPETUAL CUSTOMERS, TO AN AMOUNT EQUAL TO THE PERPETUAL LICENSE FEE. THE FOREGOING LIMITATION IS THE CUSTOMER’S SOLE AND EXCLUSIVE REMEDY UNDER THIS AGREEMENT. EXCEPT AS TO THE INDEMNIFICATION ARISING FROM THE DATA WARRANTIES AND COVENANTS, IN NO EVENT WILL CGM UILA OR ITS LICENSORS BE RESPONSIBLE LIABLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH OR ARISING SOLELY AS A RESULT OUT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY OTHER PARTY FOR ANY CONSEQUENTIAL, INDIRECT, OR PUNITIVE DAMAGES, OPPORTUNITY COSTS, OR LOST PROFITS (WHETHER OR NOT INCLUDING DAMAGES ARISING FROM ITS NEGLIGENCE LOSS OR DELAYED USE OF EMAIL, WEB TRAFFIC OR DATA; LOST PROFITS, SAVINGS OR REVENUE; DAMAGE TO EQUIPMENT; FALSE POSITIVES OR FALSE NEGATIVES; LOSS OF OR DAMAGE TO RECORDS OR DATA; RE-PROCUREMENT COSTS; AND THIRD PARTY CLAIMS AGAINST CUSTOMER) HOWEVER CAUSED AND REGARDLESS OF WHETHER THE PARTY WAS AWARE LEGAL THEORY OF LIABILITY, EVEN IF UILA HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE , AND EVEN IF THE PERFORMANCE ANY EXCLUSIVE REMEDY PROVIDED FOR HEREIN FAILS OF ITS OBLIGATIONS UNDER ESSENTIAL PURPOSE. NOTWITHSTANDING THE FOREGOING, NOTHING IN THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGMWILL LIMIT UILA’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTDEATH AND PERSONAL INJURY.

Limitations of Liability. NEITHER PARTY LIMITS NOR EXCLUDES ITS LIABILITY FOR DEATH OR PERSONAL INJURY, FRAUD OR ANY OTHER MATTER THAT CANNOT BE LAWFULLY EXCLUDED. NEVERTHELESS, EACH PARTY’S’S SOLE LIABILITY HEREUNDER SHALL BE LIMITED TO DIRECT AND OBJECTIVELY MEASURABLE DAMAGES. IN NO EVENT WILL CGM BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO SHALL EITHER PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY OTHER PARTY ANYONE FOR ANY CONSEQUENTIAL, INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGESOTHER DAMAGES OF ANY TYPE OR KIND (INCLUDING LOSS OF DATA, OPPORTUNITY COSTSREVENUE, PROFITS, USE, BUSINESS INTERUPTIONS OR OTHER ECONOMIC ADVANTAGE) ARISING OUT OF, OR LOST PROFITS (WHETHER IN ANY WAY CONNECTED WITH THE C3 HUB, INCLUDING BUT NOT LIMITED TO THE USE OR NOT ARISING INABILITY TO USE THE C3 HUB, OR FOR ANY CONTENT OBTAINED FROM ITS NEGLIGENCE AND OR THROUGH THE C3 HUB, ANY INTERRUPTION, INACCURACY, ERROR OR OMISSION, REGARDLESS OF WHETHER CAUSE IN THE CONTENT, EVEN IF THE PARTY WAS AWARE HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. EXCEPT FOR LIABILITIES ARISING FROM A CLAIM RELATED TO DEATH, PERSONAL INJURIES, FRAUD OR PURSUANT TO SECTION 10 (MUTUAL INDEMNIFICATION) OR SECTION 4 (CUSTOMER USE OF THE C3 HUB), IN NO EVENT SHALL EITHER PARTY'S AGGREGATE LIABILITY EXCEED THE AMOUNTS ACTUALLY PAID BY AND/OR DUE FROM THE CUSTOMER IN THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM. CGM IF NO SUCH AMOUNT WAS PAID AND/OR IS DUE YET, THEN IT SHALL NOT BE LIABLE IF THE PERFORMANCE AMOUNT REPRESENTING THE CURRENT BASE COST PER TRANSACTION MULTIPLIED BY THE NUMBER OF ITS OBLIGATIONS TRANSACTION EXECUTED BY THE CUSTOMER IN THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM. THE PARTIES ACKNOWLEDGE THAT THESE LIMITATIONS ON POTENTIAL LIABILITIES WERE AN ESSENTIAL ELEMENT IN SETTING CONSIDERATION UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTAGREEMENT.

Limitations of Liability. IN NO EVENT WILL CGM EXCEPT FOR CLAIMS ARISING FROM (A) BREACH OF CONFIDENTIALITY, OR (B) INFRINGEMENT OF A PARTY’S INTELLECTUAL PROPERTY RIGHTS BY THE OTHER PARTY, NEITHER PARTY, INCLUDING ITS AFFILIATES AND LICENSORS, SHALL BE RESPONSIBLE LIABLE HEREUNDER FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY INDIRECT, INCIDENTAL, PUNITIVE, EXEMPLARY, SPECIAL, OR CONSEQUENTIAL DAMAGES, OR FOR ANY LOSS OF PROFITS OR REVENUE, USE, GOODWILL, DATA, OR COSTS OF SUBSTITUTE GOODS OR SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (INCLUDING NEGLIGENCE). XXXXX XXXXXX SHALL NOT USE THE MONITORED EQUIPMENT IN CONNECTION WITH NUCLEAR POWER FACILITIES OR LIFE SUPPORT EQUIPMENT AND AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY BETWEEN THE PARTIES TO THIS AGREEMENT SHALL BE REQUIRED TO PAY AGREEMENT, XXXXX XXXXXX IS SOLELY RESPONSIBLE FOR, AND BEARS ALL RISKS ASSOCIATED WITH THE CONTROL, OPERATION, AND USE OF MONITORED EQUIPMENT IN CONNECTION WITH NUCLEAR POWER FACILITIES AND ANY REAL TIME OR BE LIABLE TO ANY OTHER PARTY FOR ANY CONSEQUENTIALULTRA HAZARDOUS ACTIVITIES. GE DIGITAL, INDIRECTINCLUDING ITS AFFILIATES AND LICENSORS, OR PUNITIVE DAMAGES, OPPORTUNITY COSTS, OR LOST PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE PARTY WAS AWARE OF THE POSSIBILITY OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE IF FOR DAMAGES UNDER THIS AGREEMENT ARISING OUT OF A DATA BREACH, CYBER ATTACK, OR OTHER SECURITY BREACH, EXCEPT TO THE PERFORMANCE EXTENT CAUSED BY GE DIGITAL’S BREACH OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGMAGREEMENT. EACH PARTY’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO CUMULATIVE LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE CLAIMS ARISING UNDER THIS AGREEMENT SHALL BE LIMITED TO THE FAILURE CUMULATIVE AMOUNTS PAID OR MALFUNCTION PAYABLE UNDER THIS AGREEMENT IN THE ONE (1) YEAR PERIOD PRECEDING THE EVENTS GIVING RISE TO THE CLAIM, EXCEPT FOR CLAIMS ARISING FROM (A) BREACH OF ANY COMPUTER HARDWARE CONFIDENTIALITY, (B) XXXXX XXXXXX’ OBLIGATION TO INDEMNIFY GE DIGITAL FOR THIRD PARTY CLAIMS RESULTING FROM ADDITIONAL OR SOFTWARE DIFFERENT TERMS OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM(C) INFRINGEMENT OF A PARTY’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTINTELLECTUAL PROPERTY RIGHTS BY THE OTHER PARTY.

Limitations of Liability. THIRD PARTIES MAY INADVERTENTLY OR FOR FRAUDULENT OR IMPROPER PURPOSES GENERATE AD IMPRESSIONS, USER VIEWS, OR AD CLICKS (“THIRD-PARTY ACTIVITY”), WHICH MAY IMPACT THE PERCEIVED EFFECTIVENESS OF AD PROGRAMS. CLIENT ACCEPTS THE RISK OF THIRD-PARTY ACTIVITY WITHOUT LIABILITY TO AGENCY. AS SUCH, THE PARTIES HERETO AGREE THAT AGENCY HAS NO LIABILITY FOR CLAIMS ARISING FROM OR IN NO EVENT CONNECTION WITH THIRD-PARTY ACTIVITY EXCEPT WHERE AND TO THE EXTENT PROHIBITED BY LAW. EXCEPT AS PROVIDED PURSUANT TO APPLICABLE LAW, AGENCY’S MAXIMUM AGGREGATE LIABILITY UNDER THE AGREEMENT AND THESE TERMS IS THE TOTAL AMOUNT OF FEES ACTUALLY PAID TO AGENCY HEREUNDER DURING THE SPECIFIED CAMPAIGN PERIOD. NEITHER PARTY NOR ITS RESPECTIVE AFFILIATES, DIRECTORS, OFFICERS, MANAGERS, EMPLOYEES, AGENTS OR REPRESENTATIVES WILL CGM BE RESPONSIBLE LIABLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY OTHER PARTY FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, INDIRECTSPECIAL, OR PUNITIVE DAMAGES, OPPORTUNITY COSTSEXEMPLARY DAMAGES (INCLUDING LOSS OF PROFITS OR REVENUE, OR LOST PROFITS (WHETHER INTERRUPTION OF BUSINESS) ARISING FROM, RELATED TO, OR NOT ARISING FROM ITS NEGLIGENCE AND IN CONNECTION WITH THE AGREEMENT, THE AD PROGRAMS, THE SITES, OR THESE TERMS, REGARDLESS OF WHETHER THE THEORY OF LIABILITY, EVEN IF A PARTY WAS AWARE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). CGM THE LIMITATIONS SET FORTH IN THIS SECTION VIII SHALL NOT BE LIABLE IF APPLY REGARDLESS OF WHETHER THE PERFORMANCE LIABILITY ARISES OUT OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIREBREACH OF CONTRACT, FLOODBREACH OF WARRANTY, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY) OR ANY OTHER CAUSE LEGAL THEORY. NEITHER PARTY SHALL BE LIABLE FOR NON-PERFORMANCE OR DELAY IN PERFORMANCE DUE TO CAUSES BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY CONTROL, PROVIDED THAT SUCH PARTY USES COMMERCIALLY REASONABLE EFFORTS TO MITIGATE THE EFFECT OF SUCH NON-PERFORMANCE OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME DELAY AND TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTRESUME FULL PERFORMANCE HEREUNDER AS SOON AS PRACTICABLE.

Limitations of Liability. TO THE MAXIMUM EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT WILL CGM XXXXXXXXXXXX.XXX OR ITS SUPPLIERS BE RESPONSIBLE LIABLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT LOSS OF CGM’S NEGLIGENCE USE, LOST OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY INACCURATE DATA, INTERRUPTION OF BUSINESS, LOST PROFITS, COSTS OF DELAY, REPUTATIONAL HARM, OR BE LIABLE TO ANY OTHER PARTY FOR ANY CONSEQUENTIAL, INDIRECT, SPECIAL, INCIDENTAL, COVER, RELIANCE OR PUNITIVE DAMAGESCONSEQUENTIAL DAMAGES OF ANY KIND, OPPORTUNITY COSTSHOWEVER CAUSED, OR LOST PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE PARTY WAS AWARE EVEN IF INFORMED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL XXXXXXXXXXXX.XXX’S OR ITS SUPPLIERS’ TOTAL LIABILITY EXCEED IN AGGREGATE THE AMOUNT ACTUALLY PAID OR PAYABLE BY CUSTOMER TO XXXXXXXXXXXX.XXX FOR THE APPLICABLE XXXXXXXXXXXX.XXX SERVICE OR RELATED SERVICES IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. FOR FREE ACCESS SUBSCRIPTIONS OR BETA RELEASES PROVIDED WITHOUT CHARGE, XXXXXXXXXXXX.XXX’S TOTAL LIABILITY SHALL NOT EXCEED IN AGGREGATE FIFTY POUNDS STERLING (£50 GBP). CGM NOTWITHSTANDING THE FOREGOING, NONE OF THE LIMITATIONS IN THIS SECTION 14 EXCLUDES EITHER PARTY’S LIABILITY FOR FRAUD OR FOR DEATH OR PERSONAL INJURY TO THE EXTENT CAUSED BY A PARTY’S NEGLIGENCE. IN ADDITION, THE LAWS IN SOME JURISDICTIONS MAY NOT ALLOW SOME OF THE LIMITATIONS OF LIABILITY IN THIS SECTION. IF ANY OF THESE LAWS IS FOUND TO APPLY TO THIS AGREEMENT, THIS SECTION 14 SHALL APPLY TO THE MAXIMUM EXTENT NOT BE LIABLE PROHIBITED BY SUCH LAW. EACH PARTY ACKNOWLEDGES AND AGREES THAT THIS SECTION 14 IS A FUNDAMENTAL BASIS OF THE BARGAIN AND A REASONABLE ALLOCATION OF RISK BETWEEN THE PARTIES AND WILL SURVIVE AND APPLY TO ANY CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY XXXXXXXXXXXX.XXX TECHNOLOGY OR ANY RELATED SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE), EVEN IF THE PERFORMANCE OF ITS OBLIGATIONS UNDER ANY LIMITED REMEDY IN THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE FOUND TO FIRE, FLOOD, STRIKE, WAR, ACT HAVE FAILED OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTESSENTIAL PURPOSE.

Limitations of Liability. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN NO EVENT THIS AGREEMENT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, XXXX WILL CGM BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR NOT BE LIABLE TO ANY OTHER PARTY CUSTOMER FOR ANY CONSEQUENTIALSPECIAL, INDIRECT, OR PUNITIVE DAMAGESINCIDENTAL, OPPORTUNITY COSTSPUNITIVE, OR CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS (WHETHER PROFITS) OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER FOR LOST DATA SUSTAINED OR INCURRED IN CONNECTION WITH THE PARTY WAS AWARE HARDWARE, SOFTWARE, SERVICES, OR THIS AGREEMENT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), REGARDLESS OF THE FORM OF ACTION AND WHETHER OR NOT SUCH DAMAGES ARE FORESEEABLE. CGM SHALL NOT BE LIABLE IF IN ADDITION, XXXX’X TOTAL LIABILITY TO CUSTOMER FOR DAMAGES ARISING OUT OF OR RELATING TO THE PERFORMANCE OF ITS OBLIGATIONS HARDWARE, SOFTWARE, SERVICES, AND THIS AGREEMENT WILL IN NO EVENT EXCEED THE TOTAL AMOUNT ACTUALLY PAID BY CUSTOMER TO XXXX UNDER THIS AGREEMENT UNDER THE ORDER FOR THE HARDWARE, SOFTWARE OR SERVICE GIVING RISE TO THE APPLICABLE CLAIM. XXXX IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. NOT LIABLE FOR DAMAGES CAUSED IN ANY SUCH CASEPART BY CUSTOMER’S NEGLIGENCE OR INTENTIONAL ACTS OR, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTEREDEXCEPT AS EXPRESSLY SET FORTH HEREIN, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED CLAIM AGAINST CUSTOMER OR ANYONE ELSE BY CUSTOMER DUE ANY THIRD PARTY. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF DAMAGES, SO THE ABOVE EXCLUSIONS AND/OR LIMITATIONS MAY NOT APPLY TO CUSTOMER. THE PARTIES AGREE THAT THE LIABILITY AND WARRANTY LIMITATIONS SET FORTH IN THIS AGREEMENT ARE A REASONABLE ALLOCATION OF RISK AND LIABILITY CONSIDERING THE RESPECTIVE BENEFITS OBTAINED HEREUNDER. THE FOREGOING LIMITATIONS SHALL APPLY NOTWITHSTANDING THE FAILURE OR MALFUNCTION OF ESSENTIAL PURPOSE OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTLIMITED REMEDY HEREIN.

Limitations of Liability. PURCHASER AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE LIABILITY OF ALL INDEMNIFIED PARTIES TO PURCHASER HEREUNDER OR OTHERWISE IN RESPECT OF THE PRODUCTS EXCEED THE AMOUNT PURCHASER HAVE PAID FOR THE PRODUCTS OR SERVICES OR THE RIGHTS TO USE THE SOFTWARE IN THE TWELVE MONTH PERIOD IMMEDIATELY PRECEDING THE TIME THE CAUSE OF ACTION AROSE, SUBJECT TO ANY LESSER LIMITATION OF LIABILITY IN ANY TERMS INCORPORATED HEREIN BY REFERENCE (INCLUDING, WITHOUT LIMITATION, ANY THIRD PARTY TERMS) IF APPLICABLE. NOTWITHSTANDING ANY OTHER PROVISION IN THIS AGREEMENT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL CGM EITHER PARTY BE RESPONSIBLE LIABLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY OTHER PARTY FOR ANY CONSEQUENTIALSPECIAL, INCIDENTAL, INDIRECT, OR PUNITIVE CONSEQUENTIAL LOSSES OR DAMAGES, OPPORTUNITY COSTSINCLUDING LOSS OF REVENUE OR PROFITS, LOSS OF DATA, BUSINESS INFORMATION OR LOST LOSS OF USE THEREOF, FAILURE TO REALIZE EXPECTED PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS SAVINGS, COST OF WHETHER THE PARTY WAS AWARE CAPITAL, LOSS OF THE POSSIBILITY BUSINESS OPPORTUNITIES, LOSS OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE IF THE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, GOODWILL OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASENON-DIRECT, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY PECUNIARY, COMMERCIAL OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, ECONOMIC LOSS OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION DAMAGE OF ANY COMPUTER HARDWARE KIND WHETHER FORESEEN OR SOFTWARE UNFORESEEN ARISING FROM OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.INCIDENTAL TO THIS AGREEMENT. FOR GREATER CERTAINTY, THE FOREGOING LIMITATIONS AND EXCLUSIONS OF LIABILITY SHALL NOT APPLY TO

Limitations of Liability. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THESE TERMS AND CONDITIONS, EXCEPT TO THE EXTENT PROHIBITED BY LAW: (A) VERIFONE SHALL HAVE NO EVENT WILL CGM BE RESPONSIBLE FOR LIABILITY TO YOU OR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY OTHER THIRD PARTY FOR (I) ANY CONSEQUENTIALSPECIAL, INCIDENTAL, INDIRECT, OR PUNITIVE DAMAGES, OPPORTUNITY COSTSEXEMPLARY, OR LOST PROFITS CONSEQUENTIAL DAMAGES OR (WHETHER II) LOSS OF USE, LOSS OF BUSINESS, LOSS OF PROFITS, REVENUE, GOODWILL OR NOT ARISING FROM ITS NEGLIGENCE SAVINGS, DOWNTIME, OR DAMAGE TO, LOSS OF OR REPLACEMENT OF DATA OR TRANSACTIONS, CHARGE-BACKS, EQUIPMENT PURCHASED OR ACQUIRED BY YOU OR YOUR SUBCONTRACTORS OR AGENTS IN ORDER TO EFFECTUATE THESE TERMS AND CONDITIONS, OR COST OF PROCUREMENT OF SUBSTITUTE PRODUCTS OR SERVICES, REGARDLESS OF WHETHER THE PARTY WAS AWARE SUCH LOSSES ARE DIRECT LOSSES OR INDIRECT LOSSES, IN EACH CASE (I) AND (II) RELATING IN ANY MANNER TO THESE TERMS AND CONDITIONS OR ANY PRODUCTS OR SERVICES PROVIDED HEREUNDER AND WHETHER ARISING FROM CLAIMS BASED IN WARRANTY, CONTRACT, TORT OR OTHERWISE, EVEN IF VERIFONE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH CLAIM OR DAMAGE; (B) IN ANY CASE, VERIFONE’S ENTIRE LIABILITY RELATING IN ANY MANNER TO THESE TERMS AND CONDITIONS AND ANY PRODUCTS AND SERVICES PROVIDED HEREUNDER, REGARDLESS OF THE FORM OR NATURE OF THE CLAIM, SHALL BE LIMITED TO YOUR DIRECT AND DOCUMENTED DAMAGES). CGM , AND WHICH LIABILITY WILL BE LIMITED IN THE AGGREGATE TO THE FEES ACTUALLY PAID BY YOU FOR THE PRODUCS AND SERVICES DURING THE SIX (6) MONTHS PRIOR TO THE CLAIM ARISING (WHICH SHALL NOT BE LIABLE IF THE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE INCLUDE ANY FEES PAID BY YOU WITH RESPECT TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.THIRD-PARTY SERVICES); AND

Limitations of Liability. (a) IN NO EVENT WILL CGM BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE PROVIDER OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR RESELLER BE LIABLE TO UNDER OR IN CONNECTION WITH THE PURECARS TERMS UNDER ANY OTHER PARTY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE, FOR ANY ANY: (A) CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR PUNITIVE DAMAGES, OPPORTUNITY ; (B) INCREASED COSTS, DIMINUTION IN VALUE OR LOST PROFITS BUSINESS, PRODUCTION, REVENUES, OR PROFITS; (WHETHER C) LOSS OF GOODWILL OR NOT ARISING FROM ITS NEGLIGENCE AND REPUTATION; (D) USE, INABILITY TO USE, LOSS, INTERRUPTION, DELAY OR RECOVERY OF ANY DATA, OR BREACH OF DATA OR SYSTEM SECURITY; OR (E) COST OF REPLACEMENT GOODS OR SERVICES, IN EACH CASE REGARDLESS OF WHETHER THE PARTY PROVIDER WAS AWARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE IF THE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED LOSSES OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, DAMAGES OR ANY OTHER CAUSE BEYOND CGM’S CONTROLSUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY NO EVENT WILL PROVIDER’S OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, RESELLER’S AGGREGATE LIABILITY ARISING OUT OF OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE RELATED TO THE FAILURE PURECARS TERMS UNDER ANY LEGAL OR MALFUNCTION EQUITABLE THEORY, INCLUDING BREACH OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGMCONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE EXCEED THE TOTAL AMOUNTS PAID BY RESELLER TO PROVIDER WITH RESPECT TO DEALER’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTRIGHT TO ACCESS THE PURECARS SERVICES DURING THE 12 MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

Limitations of Liability. IN NO EVENT TO THE EXTENT PERMITTED BY LAW, NEITHER PARTY WILL CGM BE RESPONSIBLE LIABLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE LOST PROFITS, GOODWILL, OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY REVENUES OR BE LIABLE TO ANY OTHER PARTY FOR ANY INCIDENTAL, CONSEQUENTIAL, SPECIAL, INDIRECT, COVER, BUSINESS INTERRUPTION, OR PUNITIVE DAMAGESDAMAGES IN CONNECTION WITH ANY CLAIM OF ANY NATURE, OPPORTUNITY COSTSWHETHER IN CONTRACT, TORT, OR LOST PROFITS (WHETHER OR NOT UNDER ANY THEORY OF LIABILITY, ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE UNDER THIS AGREEMENT, EVEN IF A PARTY WAS AWARE OF THE POSSIBILITY HAS BEEN GIVEN ADVANCE NOTICE OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE POSSIBLE DAMAGES OR IF THE PERFORMANCE A PARTY’S REMEDY OTHERWISE FAILS OF ITS OBLIGATIONS ESSENTIAL PURPOSE. TO THE EXTENT PERMITTED BY LAW, EACH PARTY’S ENTIRE LIABILITY UNDER THIS AGREEMENT IS DELAYED WILL NOT EXCEED THE FEES PAID BY CUSTOMER TO SMARTSHEET UNDER THIS AGREEMENT FOR THE SERVICES GIVING RISE TO THE LIABILITY DURING THE TWELVE (12) MONTHS PRIOR TO THE DATE ON WHICH THE LIABILITY AROSE. THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT. THE FOREGOING EXCLUSIONS AND LIMITS IN THIS SECTION 9 SHALL NOT APPLY TO LIABILITY OR RENDERED IMPOSSIBLE DUE TO FIREOBLIGATIONS ARISING UNDER SECTIONS 1.2 (RESTRICTIONS) OR 8 (INDEMNIFICATION), FLOOD, STRIKE, WAR, ACT INFRINGEMENT OR MISAPPROPRIATION BY A PARTY OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTIONTHE OTHER PARTY’S INTELLECTUAL PROPERTY RIGHTS, OR ANY OTHER CAUSE BEYOND CGMCUSTOMER’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OBLIGATION TO PAY FOR SERVICES OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTTAXES UNDER THIS AGREEMENT.

Limitations of Liability. IN NO EVENT WILL CGM TRUALTA BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE LIABLE UNDER OR WILLFUL MISCONDUCT. NO PARTY TO IN CONNECTION WITH THIS AGREEMENT SHALL BE REQUIRED TO PAY UNDER ANY LEGAL OR BE LIABLE TO ANY OTHER PARTY EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE, FOR ANY ANY: (a) CONSEQUENTIAL, INCIDENTAL, INDIRECT, SPECIAL, AGGRAVATED, PUNITIVE OR PUNITIVE EXEMPLARY DAMAGES, OPPORTUNITY ; (b) INCREASED COSTS, DIMINUTION IN VALUE OR LOST PROFITS BUSINESS, PRODUCTION, REVENUES, OR PROFITS; (WHETHER c) LOSS OF GOODWILL OR NOT ARISING FROM ITS NEGLIGENCE AND REPUTATION; (d) USE, INABILITY TO USE, LOSS, INTERRUPTION, DELAY OR RECOVERY OF ANY DATA, OR BREACH OF DATA OR SYSTEM SECURITY; OR (e) COST OF REPLACEMENT GOODS OR SERVICES, IN EACH CASE REGARDLESS OF WHETHER THE PARTY CUSTOMER WAS AWARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES)LOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE. CGM SHALL NOT BE LIABLE IF THE PERFORMANCE IN NO EVENT WILL TRUALTA'S AGGREGATE LIABILITY ARISING OUT OF ITS OBLIGATIONS UNDER OR RELATED TO THIS AGREEMENT IS DELAYED UNDER ANY LEGAL OR RENDERED IMPOSSIBLE DUE EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE EXCEED THE TOTAL AMOUNTS PAID TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. TRUALTA UNDER THE APPLICABLE ORDER FORM IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE SIX (6) MONTHS PRECEDING THE EVENT GIVING RISE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTLIABILITY.

Limitations of Liability. IN NO EVENT WILL CGM PROVIDER OR ANY OF ITS LICENSORS, SERVICE PROVIDERS, OR SUPPLIERS BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE LIABLE UNDER OR WILLFUL MISCONDUCT. NO PARTY TO IN CONNECTION WITH THIS AGREEMENT SHALL BE REQUIRED TO PAY UNDER ANY LEGAL OR BE LIABLE TO ANY OTHER PARTY EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE, FOR ANY ANY: (a) CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR PUNITIVE DAMAGES, OPPORTUNITY ; (b) INCREASED COSTS, DIMINUTION IN VALUE OR LOST PROFITS BUSINESS, PRODUCTION, REVENUES, OR PROFITS; (WHETHER c) LOSS OF GOODWILL OR NOT ARISING FROM ITS NEGLIGENCE AND REPUTATION; (d) USE, INABILITY TO USE, LOSS, INTERRUPTION, DELAY, OR RECOVERY OF ANY DATA, OR BREACH OF DATA OR SYSTEM SECURITY; OR (e) COST OF REPLACEMENT GOODS OR SERVICES, IN EACH CASE REGARDLESS OF WHETHER THE PARTY PROVIDER WAS AWARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGESLOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE. IN NO EVENT WILL PROVIDER'S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE). CGM SHALL NOT BE LIABLE IF , STRICT LIABILITY, AND OTHERWISE EXCEED THE PERFORMANCE OF ITS OBLIGATIONS TOTAL AMOUNTS PAID TO PROVIDER UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TWELVE-MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE FAILURE CLAIM OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT$100,000, WHICHEVER IS LESS.

Limitations of Liability. EXCEPT FOR INDEMNIFICATION OBLIGATIONS HEREUNDER, CUSTOMER’S FAILURE TO PAY FEES HEREUNDER, ANY VIOLATION ARISING OUT OF SECTION 1 (SERVICE ACCESS & USE), AND/OR ANY INFRINGEMENT OR VIOLATION OF THE PRODUCT TERMS OR MAPBOX’S INTELLECTUAL PROPERTY RIGHTS, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL CGM BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE WILL: (A) EITHER PARTY (AND/OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR MAPBOX LICENSORS/SUPPLIERS) BE LIABLE TO ANY THE OTHER PARTY UNDER OR IN CONNECTION WITH THIS AGREEMENT (UNDER ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE) FOR ANY CONSEQUENTIALSPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGESDAMAGES (INCLUDING WITHOUT LIMITATION ANY LOST PROFITS, OPPORTUNITY COSTS, LOST BUSINESS OPPORTUNITIES OR LOST PROFITS (WHETHER DATA) OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS FOR COST OF WHETHER THE PROCUREMENT OF SUBSTITUTE SERVICES AND/OR GOODS, EVEN IF SUCH PARTY WAS AWARE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES)DAMAGES OR LOSSES, AND (B) EACH PARTY’S AGGREGATE, CUMULATIVE LIABILITY UNDER OR IN CONNECTION WITH THIS AGREEMENT EXCEED THE TOTAL FEES PAID OR PAYABLE TO MAPBOX FOR THE RELEVANT SERVICE OFFERING DURING THE TWELVE-MONTH PERIOD IMMEDIATELY PRIOR TO THE EVENT GIVING RISE TO SUCH LIABILITY. CGM THE FOREGOING LIMITATIONS SHALL APPLY EVEN IF ANY REMEDY FAILS IN ITS ESSENTIAL PURPOSE. MULTIPLE CLAIMS SHALL NOT BE LIABLE IF EXPAND THE PERFORMANCE OF ITS OBLIGATIONS UNDER LIMITATIONS SPECIFIED IN THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTSECTION.

Limitations of Liability. 8.1 CUSTOMER ASSUMES THE ENTIRE COST OF ANY DAMAGES RESULTING FROM CUSTOMER’S USE OF THE SUBSCRIPTION SERVICE, EMBEDDED TECHNOLOGY OR INTEGRATED SERVICES (THE “SERVICES”), THE INFORMATION CONTAINED IN OR COMPILED IN THE SERVICES, THE INTERACTION (OR FAILURE TO INTERACT PROPERLY) WITH ANY OTHER HARDWARE OR SOFTWARE WHETHER PROVIDED BY COMPANY OR A THIRD PARTY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. IN NO EVENT WILL CGM BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE THE COMPANY OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR ITS SUPPLIERS BE LIABLE TO CUSTOMER OR ANY OTHER THIRD PARTY FOR ANY CONSEQUENTIAL, SPECIAL, DIRECT, EXEMPLARY, INDIRECT, RELIANCE, INCIDENTAL OR PUNITIVE DAMAGESDAMAGES WHATSOEVER (INCLUDING, OPPORTUNITY WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, REVENUE OR SAVINGS, BUSINESS INTERRUPTION, BUSINESS OPPORTUNITIES, LOSS OR CORRUPTION OF BUSINESS INFORMATION OR ANY PERSONAL OR CUSTOMER DATA, LOSS OF GOODWILL, WORK STOPPAGE, HARDWARE OR SOFTWARE DISRUPTION, IMPAIRMENT OR FAILURE, REPAIR COSTS, TIME VALUE OR LOST PROFITS (WHETHER OTHER PECUNIARY LOSS, OR NOT LOSS OF LIFE) ARISING FROM ITS NEGLIGENCE AND OUT OF OR RELATING TO THIS AGREEMENT, INCLUDING WITHOUT LIMITATION THE USE OR INABILITY TO USE THE SERVICES, OR THE INCOMPATIBILITY OF THE SERVICES WITH ANY HARDWARE, SOFTWARE OR USAGE, REGARDLESS OF WHETHER THE PARTY WAS AWARE LEGAL THEORY UNDER WHICH SUCH DAMAGES ARE SOUGHT, AND EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSS. TO THE EXTENT PERMITTED BY LAW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES), OR SOME OR ALL OF THE EXCLUSIONS AND LIMITATIONS IN THIS SECTION MAY NOT APPLY TO YOU. CGM SHALL NOT IF ANY EXCLUSION, DISCLAIMER OR OTHER PROVISION CONTAINED IN THIS AGREEMENT IS HELD TO BE INVALID FOR ANY REASON BY A COURT OF COMPETENT JURISDICTION OR ARBITRATOR AND THE COMPANY BECOMES LIABLE IF THEREBY FOR LOSS OR DAMAGE THAT COULD OTHERWISE BE LIMITED THE PERFORMANCE OF ITS OBLIGATIONS COMPANY’S TOTAL LIABILITY TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCE IS LIMITED TO THE TOTAL AMOUNT PAID IN SUBSCRIPTION FEES TO THE COMPANY UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME THREE MONTHS PRIOR TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED A CLAIM OF DAMAGES BEING BROUGHT BY CUSTOMER DUE TO THE FAILURE WHETHER IN CONTRACT, TORT OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTOTHERWISE.

Limitations of Liability. IN NO EVENT WILL CGM COMPANY SHALL NOT BE RESPONSIBLE LIABLE FOR ANY LOSSES TO DAMAGE TO, OR LOSS OF, ANY CUSTOMER EQUIPMENT, SOFTWARE, FIRMWARE OR DATA, RESULTING FROM ANY CAUSE OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT FROM THE WILLFUL MISCONDUCT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCTCOMPANY. UNDER NO PARTY TO THIS AGREEMENT CIRCUMSTANCES SHALL BE REQUIRED TO PAY OR COMPANY BE LIABLE TO CUSTOMER OR ANY THIRD PARTY CLAIMING BY OR THROUGH CUSTOMER (INCLUDING ANY END USER OR ANY OTHER PARTY PERSON ACCESSING THE SERVICES BY OR THROUGH CUSTOMER) FOR ANY CONSEQUENTIALPUNITIVE, INDIRECT, OR PUNITIVE DAMAGESCONSEQUENTIAL, OPPORTUNITY COSTSSPECIAL, OR OTHER SIMILAR DAMAGES; INCLUDING, BUT NOT LIMITED TO, LOST PROFITS (WHETHER REVENUE, LOST PROFITS, LOST SALES, REPLACEMENT GOODS, LOSS OF TECHNOLOGY, RIGHTS OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS SERVICES, LOSS OF WHETHER THE PARTY WAS AWARE DATA, OR INTERRUPTION OR LOSS OF USE OF SERVICE OR EQUIPMENT, EVEN IF COMPANY HAS BEEN ADVISED, KNEW OR SHOULD HAVE KNOWN, OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER ARISING UNDER THEORY OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE. CGM SHALL NOT BE LIABLE IF UNDER NO CIRCUMSTANCES, AND REGARDLESS OF THE PERFORMANCE LEGAL THEORY, WILL COMPANY’S LIABILITY TO CUSTOMER FOR DIRECT DAMAGES, COSTS OR OTHER LIABILITIES EXCEED THE CUMULATIVE AMOUNT OF FEES PAID BY CUSTOMER HEREUNDER DURING THE (THREE) 3-MONTH PERIOD IMMEDIATELY PRECEDING THE DATE SUCH CLAIM AROSE. THE PARTIES ACKNOWLEDGE THAT COMPANY HAS SET ITS OBLIGATIONS UNDER PRICES AND ENTERED INTO THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIREIN RELIANCE UPON THE LIMITATIONS OF LIABILITY AND THE DISCLAIMERS OF WARRANTIES AND DAMAGES SET FORTH HEREIN, FLOOD, STRIKE, WAR, ACT AND THAT THE SAME FORM AN ESSENTIAL BASIS OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO BARGAIN BETWEEN THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTPARTIES.

Limitations of Liability. 9.1 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER PARTY SHALL BE LIABLE UNDER ANY LEGAL THEORY (INCLUDING BUT NOT LIMITED TO CONTRACT, NEGLIGENCE, INDEMNIFICATION, STRICT LIABILITY IN NO EVENT WILL CGM BE RESPONSIBLE TORT OR WARRANTY OF ANY KIND) FOR ANY LOSSES INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, MULTIPLE, EXEMPLARY OR CONSEQUENTIAL DAMAGES (INCLUDING BUT NOT LIMITED TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT COSTS OF CGM’S NEGLIGENCE COVER, LOST PROFITS, LOST DATA, LOSS OF BUSINESS, LOSS OF GOODWILL, LOSS OF PROFITS DUE TO PRODUCTS (INCLUDING INSTRUMENTS) DOWN TIME OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY LOSS OF REVENUE) THAT THE OTHER PARTY FOR ANY CONSEQUENTIAL, INDIRECTMIGHT INCUR UNDER THE AGREEMENT, OR PUNITIVE DAMAGES, OPPORTUNITY COSTS, THAT MAY ARISE FROM OR LOST PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER IN CONNECTION WITH THE PRODUCTS EVEN IF SUCH PARTY WAS AWARE HAD NOTICE OF THE POSSIBILITY OF SUCH DAMAGES. THE TOTAL CUMULATIVE LIABILITY OF TELESIS BIO IN CONNECTION WITH THIS AGREEMENT, INCLUDING WITHOUT LIMITATION WITH RESPECT TO ANY PRODUCTS SOLD AND/OR ANY SERVICES RENDERED HEREUNDER, THE LIABILITY OF TELESIS BIO UNDER ITS INDEMNIFICATION OBLIGATIONS, OR A BREACH BY TELESIS BIO HEREOF OR FAILURE TO PERFORM IN CONTRACT, TORT, WARRANTY, OR OTHERWISE, WILL NOT EXCEED THE AMOUNT OF FEES CUSTOMER ACTUALLY PAID TO TELESIS BIO FOR THE SPECIFIC PRODUCT OR SERVICE THAT GAVE RISE TO THE APPLICABLE CLAIM(S). CGM SHALL THE CUSTOMER ACKNOWLEDGES THAT THESE LIMITATIONS OF LIABILITY REFLECT THE ALLOCATION OF RISK SET FORTH IN THIS AGREEMENT AND THAT TELESIS BIO WOULD NOT ENTER INTO THIS AGREEMENT WITHOUT THESE LIMITATIONS ON ITS LIABILITY. DELIVERY DATES AND TIMES ARE ESTIMATES ONLY AND TELESIS BIO WILL NOT BE LIABLE IF THE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED (IN CONTRACT, DELICT, TORT OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY OTHERWISE) FOR ANY LOSS INCURRED LOSSES, EXPENSES, CLAIMS OR DAMAGES CAUSED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTA LATE DELIVERY.

Limitations of Liability. IN 6.1 EXCEPT FOR AMOUNTS PAYABLE BY CUSTOMER PURSUANT TO THE AGREEMENT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO EVENT WILL CGM BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT CIRCUMSTANCES SHALL BE REQUIRED TO PAY OR TELEHOUSE BE LIABLE TO ANY THE OTHER PARTY FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, INDIRECT, SPECIAL OR PUNITIVE DAMAGES, OPPORTUNITY COSTS, OR LOST PROFITS EXEMPLARY DAMAGES UNDER ANY LEGAL THEORY (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE EVEN IF THAT PARTY WAS AWARE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING FROM PERFORMANCE UNDER OR FAILURE OF PERFORMANCE OF ANY PROVISION OF THE AGREEMENT (INCLUDING SUCH DAMAGES INCURRED BY THIRD PARTIES), SUCH AS, BUT NOT LIMITED TO, LOSS OF REVENUE OR ANTICIPATED PROFITS OR LOST BUSINESS. CGM EXCEPT FOR AMOUNTS PAYABLE BY CUSTOMER PURSUANT TO THE AGREEMENT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL NOT TELEHOUSE BE LIABLE IF FOR DAMAGES IN EXCESS OF THE PERFORMANCE VALUE RECEIVED BY THE OTHER PARTY UNDER THE AGREEMENT. ALL CLAIMS BEYOND THOSE ALLOWED IN THESE NYIIX MASTER SERVICES AGREEMENT OF ITS OBLIGATIONS UNDER THIS AGREEMENT GENERAL TERMS AND CONDITIONS FOR ANY LOSS OR DAMAGE FROM WHATEVER CAUSE ARISING, INCLUDING DAMAGE TO THE OTHER PARTY’S PROPERTY, SHALL BE EXCLUDED AND HEREBY WAIVED BY THE OTHER PARTY UNLESS SUCH CLAIM IS DELAYED MADE BASED ON PROVEN INTENTIONAL BAD ACTS OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. GROSS NEGLIGENCE BY TELEHOUSE; IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY DAMAGES SHALL BE LIMITED TO THOSE THAT ARE REASONABLY FORESEEABLE AS A RESULT OF THE INTENTIONAL BAD ACTS OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED GROSS NEGLIGENCY BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTTELEHOUSE.

Limitations of Liability. YOU AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE LIABILITY OF ALL INDEMNIFIED PARTIES TO YOU HEREUNDER OR OTHERWISE IN RESPECT OF THE PRODUCTS EXCEED THE AMOUNT YOU HAVE PAID FOR THE PRODUCTS OR SERVICES OR THE RIGHTS TO USE THE SOFTWARE IN THE TWELVE MONTH PERIOD IMMEDIATELY PRECEDING THE TIME THE CAUSE OF ACTION AROSE, SUBJECT TO ANY LESSER LIMITATION OF LIABILITY IN ANY TERMS INCORPORATED HEREIN BY REFERENCE (INCLUDING, WITHOUT LIMITATION, ANY THIRD PARTY TERMS) IF APPLICABLE. NOTWITHSTANDING ANY OTHER PROVISION IN THIS AGREEMENT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL CGM EITHER PARTY BE RESPONSIBLE LIABLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY OTHER PARTY FOR ANY CONSEQUENTIALSPECIAL, INCIDENTAL, INDIRECT, OR PUNITIVE CONSEQUENTIAL LOSSES OR DAMAGES, OPPORTUNITY COSTSINCLUDING LOSS OF REVENUE OR PROFITS, LOSS OF DATA, BUSINESS INFORMATION OR LOST LOSS OF USE THEREOF, FAILURE TO REALIZE EXPECTED PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS SAVINGS, COST OF WHETHER THE PARTY WAS AWARE CAPITAL, LOSS OF THE POSSIBILITY BUSINESS OPPORTUNITIES, LOSS OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE IF THE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, GOODWILL OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASENON-DIRECT, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY PECUNIARY, COMMERCIAL OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, ECONOMIC LOSS OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION DAMAGE OF ANY COMPUTER HARDWARE KIND WHETHER FORESEEN OR SOFTWARE UNFORESEEN ARISING FROM OR TRANSMISSION DEVICE INCIDENTAL TO THIS AGREEMENT. FOR GREATER CERTAINTY, THE FOREGOING LIMITATIONS AND EXCLUSIONS OF LIABILITY SHALL NOT APPLY TO (A) EITHER PARTY’S INDEMNIFICATION OBLIGATIONS HEREUNDER; OR SERVICE UTILIZED UNLESS SUCH FAILURE (B) INFRINGEMENT OR MALFUNCTION DIRECTLY RESULTS FROM CGMMISAPPROPRIATION OF THE OTHER PARTY’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTINTELLECTUAL PROPERTY RIGHTS.

Limitations of Liability. IN NO EVENT WILL CGM BE RESPONSIBLE TO THE MAXIMUM EXTENT PERMITTED BY LAW AND EXCEPT FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGMEITHER PARTY’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT. , IN NO EVENT SHALL EITHER PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY OTHER PARTY FOR ANY CONSEQUENTIALSPECIAL, INDIRECT, INCIDENTAL, TORT OR PUNITIVE DAMAGESCONSEQUENTIAL DAMAGES (INCLUDING ANY DAMAGES RESULTING FROM LOSS OF USE, OPPORTUNITY COSTSLOSS OF OR DAMAGE TO SOFTWARE OR DATA, LOSS OF PROFITS OR LOST PROFITS (WHETHER LOSS OF BUSINESS) ARISING OUT OF OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER IN CONNECTION WITH THIS AGREEMENT OR THE SERVICES FURNISHED HEREUNDER, EVEN IF SUCH PARTY WAS AWARE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE IF TO THE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIREMAXIMUM EXTENT PERMITTED BY LAW, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY AND EXCEPT FOR ANY LOSS INCURRED BY CUSTOMER DUE CLAIM TO THE FAILURE EXTENT ARISING FROM OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGMIN CONNECTION WITH EITHER PARTY’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, OR EITHER PARTY’S INDEMNIFICATION OBLIGATIONS PURSUANT TO SECTION 9 ABOVE, OR PERSONAL INJURY, DEATH OR DAMAGE TO TANGIBLE PROPERTY, IN NO EVENT SHALL THE AGGREGATE LIABILITY OF EITHER PARTY HEREUNDER EXCEED (I) EXCEPT AS PROVIDED IN (II) BELOW, THE TOTAL OF THE FEES PAID AND PAYABLE BY CUSTOMER TO CYBERARK FOR THE THEN CURRENT SUBSCRIPTION TERM UNDER THE ORDER TO WHICH THE INITIAL CLAIM RELATES (THE “AGGREGATE FEES”), OR (II) SOLELY FOR DAMAGES RESULTING FROM A PARTY’S BREACH OF ITS CONFIDENTIALITY OBLIGATIONS PURSUANT TO SECTION 7, THREE (3) TIMES THE AGGREGATE FEES. THE LIMITATIONS OF LIABILITY IN THIS PARAGRAPH APPLY WHETHER SUCH LIABILITY ARISES IN CONTRACT, TORT (INCLUDING NEGLIGENCE), UNDER STATUTE OR OTHERWISE.

Limitations of Liability. EXCEPT IN CONNECTION WITH EACH PARTY’S INDEMNIFICATION AND CONFIDENTIALITY OBLIGATIONS UNDER THIS AGREEMENT, FOR WHICH LIABILITY WILL NOT BE SO LIMITED, (A) IN NO EVENT WILL CGM SHALL EITHER PARTY BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY TO LIABLE UNDER THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY OTHER PARTY FOR ANY CONSEQUENTIAL, SPECIAL, INDIRECT, EXEMPLARY, OR PUNITIVE DAMAGES, OPPORTUNITY COSTSINCLUDING LOSS OF REVENUE OR PROFITS, LOST BUSINESS OR COST OF REPLACEMENT SERVICES, WHETHER IN CONTRACT, TORT, OR LOST PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE ANY OTHER LEGAL THEORY, EVEN IF SUCH PARTY WAS AWARE HAS PRIOR NOTICE OF THE POSSIBILITY OF SUCH DAMAGES). CGM , AND NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY, AND (B) EACH PARTY’S MAXIMUM AGGREGATE LIABILITY UNDER OR WITH RESPECT TO THIS AGREEMENT FOR ANY AND ALL CLAIMS, REGARDLESS OF THE NUMBER OR NATURE OF THE CLAIMS, WHETHER ARISING IN CONTRACT, TORT, REGULATORY LAW, OR OTHERWISE, SHALL BE LIMITED TO DIRECT DAMAGES OBJECTIVELY MEASURED IN AN AMOUNT THAT SHALL NOT BE LIABLE IF EXCEED THE PERFORMANCE TOTAL PAID OR PAYABLE TO YOU IN THE TWELVE (12) MONTHS PRECEDING THE INCIDENT THAT GAVE RISE TO THE CLAIM. EACH PARTY ACKNOWLEDGES AND AGREES THAT THE DISCLAIMER OF ITS OBLIGATIONS UNDER WARRANTIES AND LIMITATIONS OF LIABILITY CONTAINED IN THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE ARE PART OF AN ALLOCATION OF RISKS AND BENEFITS BETWEEN THE PARTIES AND THAT WITHOUT SUCH ALLOCATION OF RISKS AND BENEFITS, NEITHER PARTY WOULD BE WILLING TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTENTER INTO THIS AGREEMENT.

Limitations of Liability. TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL CGM BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR RELYMD BE LIABLE TO ANY OTHER PARTY FOR ANY LOST PROFITS OR REVENUE OR FOR INCIDENTAL, CONSEQUENTIAL, INDIRECTPUNITIVE, COVER, SPECIAL, RELIANCE OR EXEMPLARY DAMAGES, OR PUNITIVE DAMAGESINDIRECT DAMAGES OF ANY TYPE OR KIND HOWEVER CAUSED, OPPORTUNITY COSTSWHETHER FROM BREACH OF WARRANTY, BREACH OR REPUDIATION OF CONTRACT, NEGLIGENCE, OR LOST PROFITS ANY OTHER LEGAL CAUSE OF ACTION FROM OR IN CONNECTION WITH THESE TERMS OF SERVICE OR ANY AGREEMENT (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE PARTY WAS AWARE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). CGM CERTAIN STATES AND/OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, IN WHICH CASE SUCH DAMAGES SHALL BE SUBJECT TO THE LIMITATIONS SET FORTH IN THE FOLLOWING PARAGRAPH. THE MAXIMUM LIABILITY OF ANY PARTY ARISING OUT OF OR IN CONNECTION WITH ANY AGREEMENT OR ANY LICENSE, USE OR OTHER DE PLOYMENT OF THE RELYMD PLATFORM OR ANY SERVICES, WHETHER SUCH LIABILITY ARISES FROM ANY CLAIM BASED ON BREACH OR REPUDIATION OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE, TORT, STATUTORY DUTY, OR OTHERWISE, SHALL BE NO GREATER THAN AN AMOUNT EQUAL TO THE EQUIVALENT OF THREE (3) MONTHS OF SUBSCRIPTION FEES APPLICABLE AT THE TIME OF THE EVENT. IN THE EVENT OF A BREACH OF SECTION 2.09 (CONFIDENTIALITY) OF THESE TERMS OF SERVICE, SUCH MAXIMUM LIABILITY OF EITHER PARTY SHALL BE AN AMOUNT EQUAL TO THE EQUIVALENT OF SIX (6) MONTHS OF SUBSCRIPTION FEES APPLICABLE AT THE TIME OF THE EVENT. NOTWITHSTANDING THE PREVIOUS SENTENCE, RELYMD SHALL NOT BE LIABLE IF TO ANY PARTY TO THE PERFORMANCE EXTENT SUCH LIABILITY WOULD NOT HAVE OCCURRED BUT FOR THE OTHER PARTY’S FAILURE TO COMPLY WITH THE TERMS OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED SERVICE OR RENDERED IMPOSSIBLE DUE WITH THE TERMS OF ANY AGREEMENT. AS IT PERTAINS TO FIREA CUSTOMER AGREEMENT, FLOODRELYMD AND THE CUSTOMER, STRIKE, WAR, ACT EACH PARTY ACKNOWLEDGES THAT THE FEES REFLECT THE ALLOCATION OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. RISK SET FORTH IN ANY SUCH CASE, CGM MAY AGREEMENT AND THAT THE PARTIES WOULD NOT ENTER INTO ANY AGREEMENT WITHOUT THESE LIMITATIONS ON THEIR LIABILITY. THE LIMITATIONS OF LIABILITY SET FORTH IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME SECOND PARAGRAPH OF THIS SECTION SHALL NOT APPLY TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. EITHER PARTY’S INDEMNITY OBLIGATIONS EXCEPT AS SET FORTH IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTSECTION 6.0 BELOW.

Limitations of Liability. NEITHER PARTY LIMITS NOR EXCLUDES ITS LIABILITY FOR DEATH OR PERSONAL INJURY, FRAUD OR ANY OTHER MATTER THAT CANNOT BE LAWFULLY EXCLUDED. NEVERTHELESS, EACH PARTY’S SOLE LIABILITY HEREUNDER SHALL BE LIMITED TO DIRECT AND OBJECTIVELY MEASURABLE DAMAGES. IN NO EVENT WILL CGM BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO SHALL EITHER PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY OTHER PARTY ANYONE FOR ANY CONSEQUENTIAL, INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGESOTHER DAMAGES OF ANY TYPE OR KIND (INCLUDING LOSS OF DATA, OPPORTUNITY COSTSREVENUE, PROFITS, USE, BUSINESS INTERUPTIONS OR OTHER ECONOMIC ADVANTAGE) ARISING OUT OF, OR LOST PROFITS (WHETHER IN ANY WAY CONNECTED WITH THE C3 HUB, INCLUDING BUT NOT LIMITED TO THE USE OR NOT ARISING INABILITY TO USE THE C3 HUB, OR FOR ANY CONTENT OBTAINED FROM ITS NEGLIGENCE AND OR THROUGH THE C3 HUB, ANY INTERRUPTION, INACCURACY, ERROR OR OMISSION, REGARDLESS OF WHETHER CAUSE IN THE CONTENT, EVEN IF THE PARTY WAS AWARE HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. EXCEPT FOR LIABILITIES ARISING FROM A CLAIM RELATED TO DEATH, PERSONAL INJURIES, FRAUD OR PURSUANT TO SECTION 10 (MUTUAL INDEMNIFICATION) OR SECTION 4 (CUSTOMER USE OF THE C3 HUB), IN NO EVENT SHALL EITHER PARTY'S AGGREGATE LIABILITY EXCEED THE AMOUNTS ACTUALLY PAID BY AND/OR DUE FROM THE CUSTOMER IN THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM. CGM IF NO SUCH AMOUNT WAS PAID AND/OR IS DUE YET, THEN IT SHALL NOT BE LIABLE IF THE PERFORMANCE AMOUNT REPRESENTING THE CURRENT BASE COST PER TRANSACTION MULTIPLIED BY THE NUMBER OF ITS OBLIGATIONS TRANSACTION EXECUTED BY THE CUSTOMER IN THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM. THE PARTIES ACKNOWLEDGE THAT THESE LIMITATIONS ON POTENTIAL LIABILITIES WERE AN ESSENTIAL ELEMENT IN SETTING CONSIDERATION UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTAGREEMENT.

Limitations of Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE TOTAL LIABILITY OF rf IDEAS AND ITS SUPPLIERS FOR ALL DAMAGES RELATING TO OR ARISING FROM THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, CONTRACT DAMAGES AND DAMAGES FOR INJURIES TO PERSONS OR PROPERTY, WHETHER ARISING FROM rf IDEAS’ BREACH OF THIS AGREEMENT, BREACH OF WARRANTY, NEGLIGENCE (WHETHER ACTIVE, AFFIRMATIVE, OR GROSS), STRICT LIABILITY, OR OTHER TORT WITH RESPECT TO THE PRODUCTS, OR ANY SERVICE PROVIDED IN CONNECTION WITH THE PRODUCTS OR OTHERWISE, SHALL IN NO EVENT EXCEED THE AMOUNT RF IDEAS RECEIVED FROM YOU FOR THE PARTICULAR PRODUCT OR SERVICE GIVING RISE TO THE LIABILITY. RF IDEAS WILL CGM NOT BE RESPONSIBLE OR LIABLE FOR ANY LOSSES DAMAGE OR LOSS RESULTING FROM THE OPERATION OR PERFORMANCE OF ANY THIRD PARTY PRODUCT OR ANY SYSTEMS IN WHICH AN RF IDEAS PRODUCT IS INCORPORATED. TO CUSTOMER OTHER THAN DIRECT LOSSES THE EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL RF IDEAS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES ARISING SOLELY AS A RESULT OUT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY RELATING TO THIS AGREEMENT SHALL BE REQUIRED AGREEMENT, INCLUDING BUT NOT LIMITED TO PAY LOSS OF BUSINESS, REVENUE, PROFITS, GOODWILL, USE, DATA OR BE LIABLE TO OTHER ECONOMIC ADVANTAGE, AND ANY OTHER PARTY FOR ANY CONSEQUENTIALNON-ECONOMIC LOSSES, INDIRECT, OR PUNITIVE DAMAGES, OPPORTUNITY COSTS, OR LOST PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE LEGAL THEORY ON WHICH ANY SUCH DAMAGES MAY BE BASED AND EVEN IF A PARTY WAS AWARE HAS BEEN ADVISED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE IF THE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTThe limitations shall apply notwithstanding the failure of the essential purpose of any limited remedy specified herein.

Limitations of Liability. IN NO EVENT WILL CGM BE RESPONSIBLE FOR ANY LOSSES 14.1 TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO THE FULLEST EXTENT PERMITTED BY LAW, NEITHER PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY THE OTHER PARTY FOR ANY INJURY TO OR LOSS OF GOODWILL, REPUTATION, BUSINESS, PRODUCTION, REVENUES, PROFITS, ANTICIPATED PROFITS, CONTRACTS, OR OPPORTUNITIES (REGARDLESS OF HOW THESE ARE CLASSIFIED AS DAMAGES), OR SHALL BE ENTITLED TO RECOVER FROM THE OTHER PARTY ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, INDIRECTINCLUDING LOST PROFITS, OR PUNITIVE DAMAGESDAMAGES IN CONNECTION WITH THIS AGREEMENT WHETHER ARISING OUT OF BREACH OF CONTRACT, OPPORTUNITY COSTSTORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, PRODUCT LIABILITY, OR LOST PROFITS OTHERWISE (WHETHER INCLUDING THE ENTRY INTO, PERFORMANCE, OR NOT ARISING FROM ITS NEGLIGENCE BREACH OF THIS AGREEMENT), REGARDLESS OF THE FORESEEABILITY THEREOF AND REGARDLESS OF WHETHER THE OFWHETHER SUCH PARTY WAS AWARE HAS BEEN INFORMED OF THE POSSIBILITY OR LIKELIHOOD OF SUCH DAMAGES). CGM ; PROVIDED, HOWEVER, THAT THIS SECTION 14.1 SHALL NOT BE LIABLE IF CONSTRUED TO LIMIT (A)EITHER PARTY’S RIGHT TO SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES FOR THE PERFORMANCE OTHER PARTY’S BREACH OF ITS ARTICLE 10 (CONFIDENTIALITY), FRAUD, INTENTIONAL MISREPRESENTATION OR (B) EITHER PARTY’S INDEMNIFICATION RIGHTS OR OBLIGATIONS UNDER THIS AGREEMENT ARTICLE 16 TO THE EXTENT THAT A THIRD PARTY IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN AWARDED ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY DAMAGES OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTAMOUNTS.

Limitations of Liability. IN NO EVENT WILL CGM BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE THE EXTENT PERMITTED BY LAW, NEITHER PARTY, ITS AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, AGENTS OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT CONTRACTORS, SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY THE OTHER PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, INDIRECTPUNITIVE OR EXEMPLARY DAMAGES OR LIABILITY (INCLUDING REASONABLE ATTORNEYS’ FEES) THAT RESULT FROM OR ARE RELATED TO THE AGREEMENT OR ANY OF THE JAGGAER APPLICATIONS, WHETHER IN CONTRACT OR PUNITIVE DAMAGESTORT (INCLUDING NEGLIGENCE) OR UNDER ANY OTHER THEORY OF LIABILITY, OPPORTUNITY COSTS, OR LOST PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER EVEN IF THE OTHER PARTY WAS AWARE HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES)DAMAGES OR LIABILITY. CGM IN ANY EVENT, EXCEPT FOR AMOUNTS OWED TO JAGGAER BY CLIENT AS SET FORTH IN AN ORDER FORM, THE AGREEMENT OR ANOTHER DOCUMENT, TO THE EXTENT PERMITTED BY LAW, THE TOTAL AGGREGATE LIABILITY OF EITHER PARTY RELATED TO OR ARISING OUT OF THE AGREEMENT OR ANY OF THE JAGGAER APPLICATIONS, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR UNDER ANY OTHER THEORY OF LIABILITY, SHALL NOT BE LIABLE IF EXCEED THE PERFORMANCE AMOUNTS RECEIVED BY JAGGAER FROM CLIENT IN THE TWELVE MONTHS PRECEDING THE EVENT GIVING RISE TO SUCH DAMAGES. THE LIMITATIONS OF ITS OBLIGATIONS LIABILITY UNDER THIS AGREEMENT IS DELAYED SECTION SHALL NOT APPLY TO ANY OBLIGATIONS AND LIABILITIES ARISING FROM VIOLATIONS BY EITHER PARTY HEREUNDER OF SECTIONS 3 OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT 8 OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTIONTHE AGREEMENT, OR ANY OTHER CAUSE BEYOND CGM’S CONTROLINDEMNIFICATION PROVIDED BY JAGGAER UNDER SECTION 7 OF THE AGREEMENT. THE LIMITATIONS ON JAGGAER'S LIABILITY CONTAINED IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE THIS MSA ARE MADE TO THE FAILURE FULL EXTENT PERMITTED BY LAW. NOTHING IN THIS MSA RESTRICTS THE EFFECT OF WARRANTIES OR MALFUNCTION OF CONDITIONS WHICH MAY BE IMPLIED BY LAW OR ANY COMPUTER HARDWARE OTHER RIGHTS OR SOFTWARE REMEDIES WHICH CANNOT BE EXCLUDED, RESTRICTED OR TRANSMISSION DEVICE MODIFIED. SUBJECT TO THOSE LAWS, TO THE EXTENT TO WHICH JAGGAER IS ENTITLED TO DO SO, ITS LIABILITY UNDER SUCH IMPLIED CONDITIONS OR SERVICE UTILIZED UNLESS SUCH FAILURE WARRANTIES OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OTHER RIGHTS OR WILLFUL MISCONDUCT.REMEDIES, SHALL BE LIMITED AT ITS OPTION TO:

Limitations of Liability. EXCLUSIVE OF (A) THE INDEMNITIES IN NO EVENT WILL CGM SECTIONS 15 AND 16, (B) THE CONFIDENTIALITY OBLIGATIONS IN SECTION 18, OR (C) LIABILITY DUE TO PERSONAL INJURY OR DEATH CAUSED BY NEGLIGENCE (OR ANY OTHER LIABILITY THAT CANNOT BE RESPONSIBLE LIMITED OR EXCLUDED BY LAW), XXXXXXXXXXXXXXX.XXX’S LIABILITY FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY TO DAMAGES UNDER THIS AGREEMENT SHALL BE REQUIRED LIMITED TO PAY THE AMOUNT OF THE FEES PAID BY CUSTOMER TO XXXXXXXXXXXXXXX.XXX OR ITS AUTHORIZED RESELLER FOR THE TWELVE MONTHS PRECEDING THE RELEVANT ACT OR OMISSION AND, IN THE AGGREGATE, THE TOTAL AMOUNTS PAID BY CUSTOMER UNDER THIS AGREEMENT. EXCEPT FOR A BREACH OF THE CONFIDENTIALITY OBLIGATIONS IN SECTION 18 OR ANY BREACH OF XXXXXXXXXXXXXXX.XXX’S INTELLECTUAL PROPERTY RIGHTS, IN NO EVENT SHALL EITHER PARTY BE LIABLE TO ANY OTHER PARTY FOR ANY CONSEQUENTIAL, INDIRECT, SPECIAL, INCIDENTAL, OR PUNITIVE CONSEQUENTIAL DAMAGES, OPPORTUNITY COSTSNOR ANY DAMAGES FOR LOSS OF GOODWILL, PROFITS, DATA, (OR USE THEREOF), OR LOST PROFITS (BUSINESS INTERRUPTION ARISING OUT OF EITHER PARTY’S ACT OR FAILURE TO ACT, WHETHER SUCH DAMAGES ARE LABELED IN TORT, CONTRACT, OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE OTHERWISE, EVEN IF SUCH PARTY WAS AWARE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). CGM FOR PURPOSES OF THIS AGREEMENT, ANY DAMAGES, FINES OR EQUITABLE REMEDIES PAYABLE TO THIRD PARTIES (INCLUDING AMOUNTS DUE UNDER AN INDEMNIFICATION OBLIGATION SET FORTH HEREIN) SHALL NOT BE LIABLE CONSTRUED AS DIRECT DAMAGES. THE LIMITATIONS SET FORTH IN THIS SECTION SHALL APPLY EVEN IF THE PERFORMANCE ANY EXCLUSIVE REMEDY IN THIS AGREEMENT FAILS OF ITS OBLIGATIONS ESSENTIAL PURPOSE. The allocations of liability in this Section 17 represent the agreed and bargained for understanding of the parties and each party’s compensation hereunder reflects such allocations. XXXXXXXXXXXXXXX.XXX’S THIRD PARTY SUPPLIERS DISCLAIM ANY AND ALL DIRECT LIABILITY TO CUSTOMER AND ITS AFFILIATES UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIREAGREEMENT, FLOODINCLUDING BUT NOT LIMITED TO, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL AND CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS DATA AND OTHER SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTDAMAGES.

Limitations of Liability. IN NO EVENT WILL CGM GEOCOMM BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE LIABLE UNDER OR WILLFUL MISCONDUCT. NO PARTY TO IN CONNECTION WITH THIS AGREEMENT SHALL BE REQUIRED TO PAY UNDER ANY LEGAL OR BE LIABLE TO ANY OTHER PARTY EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE, FOR ANY ANY: (a) CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR PUNITIVE DAMAGES, OPPORTUNITY ; (b) INCREASED COSTS, DIMINUTION IN VALUE OR LOST PROFITS BUSINESS, PRODUCTION, REVENUES, OR PROFITS; (WHETHER c) LOSS OF GOODWILL OR NOT ARISING FROM ITS NEGLIGENCE AND REPUTATION; (d) USE, INABILITY TO USE, LOSS, INTERRUPTION, DELAY, OR RECOVERY OF ANY DATA, OR BREACH OF DATA OR SYSTEM SECURITY; OR (e) COST OF REPLACEMENT GOODS OR SERVICES, IN EACH CASE REGARDLESS OF WHETHER THE PARTY GEOCOMM WAS AWARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGESLOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE. IN NO EVENT WILL GEOCOMM'S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE). CGM SHALL NOT BE LIABLE IF , STRICT LIABILITY, AND OTHERWISE EXCEED THE PERFORMANCE OF ITS OBLIGATIONS TOTAL AMOUNTS PAID TO GEOCOMM UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TWELVE (12) MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTCLAIM.

Limitations of Liability. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, UNDER NO EVENT WILL CGM BE RESPONSIBLE CIRCUMSTANCES SHALL THE CUMULATIVE LIABILITY OF TREND MICRO FOR ANY LOSSES AND ALL CLAIMS OR DAMAGES (A) RELATED TO CUSTOMER THE INSTALLATION OF, USE OF OR RELIANCE UPON A CERTIFICATE OR (B) FOR THE SERVICES PROVIDED UNDER THIS AGREEMENT, TO YOU, SUBSCRIBERS AND/OR RELYING PARTIES UNDER ANY CAUSE OF ACTION, OR ANY CONTRACT, STRICT LIABILITY, TORT (INCLUDING NEGLIGENCE), OR OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE LEGAL OR WILLFUL MISCONDUCT. NO PARTY EQUITABLE THEORY OR IN ANY OTHER WAY, EXCEED THE AMOUNT PAID TO TREND MICRO FOR THE SERVICES UNDER THIS AGREEMENT BY YOU AND/OR SUBSCRIBER OVER THE 12 MONTHS IMMEDIATELY PRECEDING THE EVENTS GIVING RISE TO THE CLAIM (EXCEPT THAT FOR CLAIMS FROM SUBSCRIBERS AND RELYING PARTIES ARISING FROM OR RELATED TO EXTENDED VALIDATION (EV) CERTIFICATES, THE MAXIMUM SHALL BE REQUIRED TO PAY TWO THOUSAND U.S. DOLLARS ($2,000.00) PER SUBSCRIBER OR RELYING PARTY PER EV CERTIFICATE). NOTWITSTANDING THE FOREGOING, TREND MICRO SHALL NOT BE LIABLE TO IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, FOR BREACH OF A STATUTORY DUTY OR IN ANY OTHER PARTY FOR ANY CONSEQUENTIAL, INDIRECT, OR PUNITIVE DAMAGES, OPPORTUNITY COSTS, OR LOST PROFITS WAY (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE PARTY WAS AWARE EVEN IF TREND MICRO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE IF THE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.) FOR:

Limitations of Liability. EXCEPT FOR INDEMNIFICATION OBLIGATIONS HEREUNDER, CUSTOMER’S FAILURE TO PAY FEES HEREUNDER, ANY VIOLATION ARISING OUT OF SECTION 1 (SERVICE ACCESS & USE), AND/OR ANY INFRINGEMENT OR VIOLATION OF THE PRODUCT TERMS OR MAPBOX’S INTELLECTUAL PROPERTY RIGHTS, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL CGM BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE WILL: (A) EITHER PARTY (AND/OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR MAPBOX LICENSORS/SUPPLIERS) BE LIABLE TO ANY THE OTHER PARTY UNDER OR IN CONNECTION WITH THIS AGREEMENT (UNDER ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE) FOR ANY CONSEQUENTIALSPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGESDAMAGES (INCLUDING WITHOUT LIMITATION ANY LOST PROFITS, OPPORTUNITY COSTS, LOST BUSINESS OPPORTUNITIES OR LOST PROFITS (WHETHER DATA) OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS FOR COST OF WHETHER THE PROCUREMENT OF SUBSTITUTE SERVICES AND/OR GOODS, EVEN IF SUCH PARTY WAS AWARE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE IF THE PERFORMANCE OF ITS OBLIGATIONS DAMAGES OR LOSSES, AND (B) EACH PARTY’S AGGREGATE, CUMULATIVE LIABILITY UNDER OR IN CONNECTION WITH THIS AGREEMENT IS DELAYED EXCEED THE TOTAL FEES PAID OR RENDERED IMPOSSIBLE DUE PAYABLE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR MAPBOX FOR THE RELEVANT SERVICE OFFERING DURING THE TWELVE-MONTH PERIOD IMMEDIATELY PRIOR TO THE EVENT GIVING RISE TO SUCH LIABILITY. THE FOREGOING LIMITATIONS WILL APPLY EVEN IF ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY REMEDY FAILS IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMSESSENTIAL PURPOSE. ORDERS FOR MULTIPLE CLAIMS WILL NOT EXPAND THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. LIMITATIONS SPECIFIED IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTTHIS SECTION.

Limitations of Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, LEARNING EXPLORER, ITS THIRD PARTY LICENSORS AND SUPPLIERS ARE NOT LIABLE CONCERNING THE SUBJECT MATTER OF THIS AGREEMENT, REGARDLESS OF THE FORM OF ANY CLAIM OR ACTION (WHETHER IN NO EVENT WILL CGM BE RESPONSIBLE CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE), FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT (A) MATTER BEYOND ITS REASONABLE CONTROL, OR COST OF CGM’S NEGLIGENCE PROCURING SUBSTITUTE TECHNOLOGIES, GOODS OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY OTHER PARTY FOR ANY CONSEQUENTIALSERVICES, (B) INDIRECT, PUNITIVE, INCIDENTAL, RELIANCE, SPECIAL, EXEMPLARY OR PUNITIVE CONSEQUENTIAL DAMAGES INCLUDING, BUT NOT LIMITED TO, INTERRUPTION OR LOST, DESTROYED OR CORRUPTED DATA, USE, BUSINESS, REVENUES, PROFITS OR GOODWILL, OR (C) DAMAGES, OPPORTUNITY COSTSIN THE AGGREGATE, WHICH ARE NO GREATER THAN (I) THE LICENSE FEE FOR THE AFFECTED PLATFORM FOR 12 MONTHS IMMEDIATELY PRECEDING THE DATE ON WHICH THE CAUSE OF ACTION FIRST ACCRUED, OR LOST PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS II) THE PROFESSIONAL SERVICES FEES FOR THE AFFECTED PROFESSIONAL SERVICES FOR 12 MONTHS IMMEDIATELY PRECEDING THE DATE ON WHICH THE CAUSE OF WHETHER THE PARTY WAS AWARE ACTION FIRST ACCRUED, AS APPLICABLE, EVEN IF IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE IF THE PERFORMANCE THESE LIMITATIONS ARE INDEPENDENT FROM ALL OTHER PROVISIONS OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM AND SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO APPLY NOTWITHSTANDING THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTREMEDY PROVIDED HEREIN.

Limitations of Liability. EXCEPT FOR THE INDEMNIFICATION OBLIGATIONS UNDER THIS AGREEMENT, IN NO EVENT WILL CGM BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO SHALL EITHER PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY THE OTHER PARTY FOR ANY CONSEQUENTIAL, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OPPORTUNITY COSTSINCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS OR LOST PROFITS GOODWILL, FOR ANY MATTER ARISING OUT OF OR RELATING TO THIS AGREEMENT, ITS SUBJECT MATTER OR PERFORMANCE HEREUNDER, WHETHER SUCH LIABILITY IS ASSERTED ON THE BASIS OF CONTRACT, TORT (WHETHER INCLUDING NEGLIGENCE) OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE OTHERWISE, EVEN IF SUCH PARTY WAS AWARE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). CGM EACH PARTY’S TOTAL LIABILITY FOR ANY CAUSE OF ACTION, CLAIM, DAMAGES, FEES, COSTS OR EXPENSES SHALL NOT BE LIABLE IF LIMITED TO THE PERFORMANCE OF ITS OBLIGATIONS AMOUNT PAID BY COMPANY TO COVEWARE FOR THE COVEWARE SERVICES PROVIDED BY COVEWARE UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE DATE ON WHICH THE CLAIM AT ISSUE ACCRUED. THE LIMITATIONS SET FORTH IN THIS SECTION APPLY TO FIREALL CAUSES OF ACTION IN THE AGGREGATE. EACH PARTY ACKNOWLEDGES AND AGREES THAT THIS SECTION REPRESENTS A REASONABLE ALLOCATION OF RISK AND THAT, FLOODIN THE ABSENCE OF THESE LIMITATIONS OF LIABILITY, STRIKE, WAR, ACT THE TERMS OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME THIS AGREEMENT WOULD BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTSUBSTANTIALLY DIFFERENT.

Limitations of Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL CGM EFILECABINET OR ANY OF ITS LICENSORS OR SERVICE PROVIDERS BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE LIABLE UNDER OR WILLFUL MISCONDUCT. NO PARTY TO IN CONNECTION WITH THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ITS SUBJECT MATTER UNDER ANY OTHER PARTY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE, FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, OR PUNITIVE DAMAGESDAMAGES (INCLUDING WITHOUT LIMITATION LOST PROFITS, OPPORTUNITY COSTSDAMAGE OR LOSS OF USE OF DATA, OR BUSINESS INTERRUPTIONS, AND LOST PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND BUSINESS OPPORTUNITY), REGARDLESS OF WHETHER THE PARTY WAS AWARE SUCH PERSONS WERE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE IF DAMAGES OR SUCH DAMAGES WERE OTHERWISE FORESEEABLE, AND NOTWITHSTANDING THE PERFORMANCE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS OBLIGATIONS ESSENTIAL PURPOSE. IN NO EVENT WILL THE COLLECTIVE AGGREGATE LIABILITY OF EFILECABINET AND ITS LICENSORS AND SERVICE PROVIDERS UNDER OR IN CONNECTION WITH THIS AGREEMENT OR ITS SUBJECT MATTER, UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR OTHERWISE (REGARDLESS OF WHETHER SUCH PERSONS WERE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR SUCH DAMAGES WERE OTHERWISE FORESEEABLE), EXCEED THE TOTAL FEES PAID BY CUSTOMER TO EFILECABINET UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROLDURING THE PRECEEDING 12 MONTH PERIOD. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO FOREGOING LIMITATION APPLIES NOTWITHSTANDING THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE AGREED OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTOTHER REMEDY OF ITS ESSENTIAL PURPOSE.

Limitations of Liability. IN NO EVENT WILL CGM HTC OR ANY HTC SUPPLIER OR LICENSOR BE RESPONSIBLE LIABLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES (INCLUDING WITHOUT LIMITATION LOSS OF PROFITS, GOODWILL, ANTICIPATED SAVINGS, LOSS OR CORRUPTION OF DATA OR BUSINESS INTERRUPTION) ARISING SOLELY AS A RESULT OUT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY IN ANY WAY RELATED TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY OTHER THE ENTERPRISE SOLUTION, EVEN IF A PARTY FOR ANY CONSEQUENTIAL, INDIRECT, OR PUNITIVE DAMAGES, OPPORTUNITY COSTS, OR LOST PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE PARTY WAS AWARE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE IF THE PERFORMANCE AGGREGATE LIABILITY OF HTC AND ITS OBLIGATIONS SUPPLIERS AND LICENSORS UNDER THIS AGREEMENT WILL BE LIMITED TO THE AMOUNT YOU PAID FOR YOUR AFFECTED VIVE DEVICE. THE ENTERPRISE SOLUTION WAS DESIGNED FOR SYSTEMS THAT DO NOT REQUIRE FAIL- SAFE PERFORMANCE. HTC IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT NOT LIABLE FOR USE OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. THE ENTERPRISE SOLUTION IN ANY SUCH CASE, CGM MAY DEVICE OR SYSTEM IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR WHICH A MALFUNCTION OF THE ENTERPRISE SOLUTION WOULD RESULT IN FORESEEABLE RISK OF INJURY OR DEATH TO ANY COMPUTER HARDWARE PERSON. UNLESS THE FOLLOWING LIMITATION IS PROHIBITED BY APPLICABLE LAW, YOU AGREE THAT ANY DISPUTE MUST BE COMMENCED OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS FILED WITHIN ONE (1) YEAR OF THE DATE THE DISPUTE AROSE, OTHERWISE THE UNDERLYING CLAIM IS PERMANENTLY BARRED (WHICH MEANS THAT YOU WILL NO LONGER HAVE THE RIGHT TO ASSERT SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTCLAIM REGARDING THE DISPUTE).

Limitations of Liability. 9.1 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER PARTY SHALL BE LIABLE UNDER ANY LEGAL THEORY (INCLUDING BUT NOT LIMITED TO CONTRACT, NEGLIGENCE, INDEMNIFICATION, STRICT LIABILITY IN NO EVENT WILL CGM BE RESPONSIBLE TORT OR WARRANTY OF ANY KIND) FOR ANY LOSSES INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, MULTIPLE, EXEMPLARY OR CONSEQUENTIAL DAMAGES (INCLUDING BUT NOT LIMITED TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT COSTS OF CGM’S NEGLIGENCE COVER, LOST PROFITS, LOST DATA, LOSS OF BUSINESS, LOSS OF GOODWILL, LOSS OF PROFITS DUE TO PRODUCTS (INCLUDING INSTRUMENTS) DOWN TIME OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY LOSS OF REVENUE) THAT THE OTHER PARTY FOR ANY CONSEQUENTIAL, INDIRECTMIGHT INCUR UNDER THE AGREEMENT, OR PUNITIVE DAMAGES, OPPORTUNITY COSTS, THAT MAY ARISE FROM OR LOST PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER IN CONNECTION WITH THE PRODUCTS EVEN IF SUCH PARTY WAS AWARE HAD NOTICE OF THE POSSIBILITY OF SUCH DAMAGES. THE TOTAL CUMULATIVE LIABILITY OF CODEX DNA IN CONNECTION WITH THIS AGREEMENT, INCLUDING WITHOUT LIMITATION WITH RESPECT TO ANY PRODUCTS SOLD AND/OR ANY SERVICES RENDERED HEREUNDER, THE LIABILITY OF CODEX DNA UNDER ITS INDEMNIFICATION OBLIGATIONS, OR A BREACH BY CODEX DNA HEREOF OR FAILURE TO PERFORM IN CONTRACT, TORT, WARRANTY, OR OTHERWISE, WILL NOT EXCEED THE AMOUNT OF FEES CUSTOMER ACTUALLY PAID TO CODEX DNA FOR THE SPECIFIC PRODUCT OR SERVICE THAT GAVE RISE TO THE APPLICABLE CLAIM(S). CGM SHALL THE CUSTOMER ACKNOWLEDGES THAT THESE LIMITATIONS OF LIABILITY REFLECT THE ALLOCATION OF RISK SET FORTH IN THIS AGREEMENT AND THAT CODEX DNA WOULD NOT ENTER INTO THIS AGREEMENT WITHOUT THESE LIMITATIONS ON ITS LIABILITY. DELIVERY DATES AND TIMES ARE ESTIMATES ONLY AND CODEX DNA WILL NOT BE LIABLE IF THE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED (IN CONTRACT, DELICT, TORT OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY OTHERWISE) FOR ANY LOSS INCURRED LOSSES, EXPENSES, CLAIMS OR DAMAGES CAUSED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTA LATE DELIVERY.

Limitations of Liability. EXCEPT FOR ANY UNAUTHORIZED USE OR DISCLOSURE OF GOOGLE’S INTELLECTUAL PROPERTY RIGHTS, OR A PARTY’S BREACH OF CONFIDENTIALITY OBLIGATIONS HEREUNDER, IN NO EVENT WILL CGM BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO EITHER PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY THE OTHER PARTY FOR ANY INDIRECT, CONSEQUENTIAL, INDIRECTSPECIAL, INCIDENTAL, RELIANCE, OR PUNITIVE DAMAGESDAMAGES OF ANY KIND OR NATURE WHATSOEVER, OPPORTUNITY COSTSINCLUDING BUT NOT LIMITED TO ANY LOST PROFITS, LOST REVENUES, LOST SAVINGS, OR LOST PROFITS (WHETHER HARM TO BUSINESS, AND EXCEPT AS SET FORTH AT THE BEGINNING OF THIS SECTION, EACH PARTY HEREBY RELEASES THE OTHER PARTY, ITS SUBSIDIARIES, PARENT COMPANIES AND AFFILIATES, AND THEIR RESPECTIVE TRUSTEES, OFFICERS, DIRECTORS, MANAGERS, COUNCIL MEMBERS, EMPLOYEES, AND AGENTS, FROM ANY SUCH CLAIM FOR SUCH TYPES OF DAMAGES. EXCEPT FOR ANY BREACH OF GOOGLE’S INTELLECTUAL PROPERTY RIGHTS, OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS A PARTY’S CONFIDENTIALITY, OBLIGATIONS HEREUNDER, IN NO EVENT SHALL THE AGGREGATE LIABILITY OF WHETHER THE EITHER PARTY WAS AWARE FOR ANY BREACH OF THE POSSIBILITY OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE IF THE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROLEXCEED TWO MILLION DOLLARS $2,000,000.00. IN ANY SUCH CASEPARTICULAR WITH RESPECT TO CONSTRUCTION, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO GOOGLE FIBER'S ENTIRE LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE DAMAGE CAUSED TO THE FAILURE CITY BY ANY CONSTRUCTION WORK PERFORMED BY OR MALFUNCTION FOR GOOGLE FIBER WILL BE LIMITED TO THE COST OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTREPAIRING PHYSICAL PROPERTY DAMAGE THAT OCCURS AT THE SITE OF CONSTRUCTION. THE LIMITATION OF LIABILITY SET FORTH IN THIS SECTION 8 IS A FUNDAMENTAL BASIS OF THIS AGREEMENT; AND EACH PARTY UNDERSTANDS AND AGREES THAT THE OTHER WOULD NOT HAVE ENTERED INTO THIS AGREEMENT WITHOUT THIS LIMITATION OF LIABILITY.

Limitations of Liability. EXCEPT AS EXPRESSLY PROVIDED OTHERWISE HEREIN, NETWORK SOLUTIONS SHALL NOT BE LIABLE TO THE RELYING PARTY (OR ANY OTHER PERSON OR ENTITY) WHETHER IN CONTRACT (INCLUDING UNDER ANY INDEMNITY OR WARRANTY), IN TORT (INCLUDING NEGLIGENCE), UNDER STATUTE OR OTHERWISE FOR ANY LOSS OR DAMAGES INCURRED BY SUCH PARTY, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF ANTICIPATED SAVINGS, LOSS OR CORRUPTION OF DATA, LOSS OF CONTRACT OR OPPORTUNITY OR LOSS OF GOODWILL, WHETHER THAT LOSS OR DAMAGE IS DIRECT, INDIRECT OR CONSEQUENTIAL. YOU AGREE THAT OUR ENTIRE MAXIMUM LIABILITY, AND YOUR EXCLUSIVE REMEDY, IN LAW, IN EQUITY, OR OTHERWISE, WITH RESPECT TO ANY NETWORK SOLUTIONS SSL CERTIFICATE SERVICE(S) AND/OR THIS AGREEMENT AND/OR YOUR RELIANCE ON ANY SSL CERTIFICATE SERVICES IS SOLELY LIMITED TO ANY PAYMENT, IF ANY, MADE TO YOU UNDER THE RELYING PARTY GUARANTEE ASSOCIATED WITH THE SSL CERTIFICATE SERVICES UPON WHICH YOU HAVE RELIED IN ACCORDANCE WITH THIS AGREEMENT. IN NO EVENT WILL CGM SHALL NETWORK SOLUTIONS, ITS LICENSORS AND CONTRACTORS (INCLUDING THIRD PARTIES PROVIDING SERVICES AS PART OF THE SUBSCRIPTION SERVICE) BE RESPONSIBLE LIABLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY OTHER PARTY FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, OPPORTUNITY COSTS, OR LOST PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE PARTY WAS AWARE CONSEQUENTIAL DAMAGES EVEN IF NETWORK SOLUTIONS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). CGM TO THE EXTENT THAT A STATE DOES NOT PERMIT THE EXCLUSION OR LIMITATION OF LIABILITY AS SET FORTH HEREIN NETWORK SOLUTIONS' LIABILITY IS LIMITED TO THE FULL EXTENT PERMITTED BY LAW IN SUCH STATE. NETWORK SOLUTIONS SHALL NOT BE LIABLE IF TO THE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE RELYING PARTY FOR ANY LOSS SUFFERED BY THE RELYING PARTY DUE TO FIRETHE SUBSCRIBER'S BREACH OF THE SUBSCRIBER AGREEMENT or EV SSL SUBSCRIBER AGREEMENT, FLOODIF APPLICABLE. NETWORK SOLUTIONS SHALL NOT BE LIABLE TO THE RELYING PARTY FOR ANY LOSS INCLUDING ANY INDIRECT, STRIKEINCIDENTAL, WARSPECIAL OR CONSEQUENTIAL DAMAGES, ACT SUFFERED BY ANY PARTY DUE TO THE LOSS, THEFT, UNAUTHORIZED DISCLOSURE, UNAUTHORIZED MANIPULATION, ALTERATION, LOSS OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTIONUSE, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION COMPROMISE OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTPRIVATE KEY USED BY THE SUBSCRIBER. Additionally, Network Solutions' total aggregate liability to all persons under any Relying Party Guarantee associated with any given Digital Certificate or Network Solutions Site Seal shall be limited as follows: nsProtect™ Secure Xpress - $10,000 (or the local currency equivalent thereof); nsProtect™ Secure Basic - $50,000 (or the local currency equivalent thereof); nsProtect™ Secure Advanced - $1,000,000 (or the local currency equivalent thereof); nsProtect™ Secure Wildcard - $1,000,000 (or the local currency equivalent thereof); nsProtect™ Secure EV - $1,000,000 (or the local currency equivalent thereof); nsProtect™ Assured Site Seal - $50,000 (or the local currency equivalent thereof). Any Relying Party Guarantee is subject to the terms and conditions of the Relying Party Guarantee as provided in the Repository.

Limitations of Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE TOTAL LIABILITY OF HID AND ITS SUPPLIERS FOR ALL DIRECT DAMAGES RELATING TO OR ARISING FROM THIS AGREEMENT, INCLUDING, WITHOUT LIMITATION, CONTRACT DAMAGES AND DAMAGES FOR INJURIES TO PERSONS OR PROPERTY, WHETHER ARISING FROM HID’S BREACH OF THIS AGREEMENT, BREACH OF WARRANTY, NEGLIGENCE, STRICT LIABILITY, OR OTHER TORT WITH RESPECT TO THE PRODUCTS, OR ANY SERVICE PROVIDED IN CONNECTION WITH THE PRODUCTS OR OTHERWISE, SHALL IN NO EVENT EXCEED THE AMOUNT HID RECEIVED FROM YOU FOR THE PARTICULAR PRODUCT OR SERVICE GIVING RISE TO THE LIABILITY. HID WILL CGM NOT BE RESPONSIBLE OR LIABLE FOR ANY LOSSES DAMAGE OR LOSS RESULTING FROM THE OPERATION OR PERFORMANCE OF ANY THIRD PARTY PRODUCT OR ANY SYSTEMS IN WHICH AN HID PRODUCT IS INCORPORATED. TO CUSTOMER THE EXTENT PERMITTED BY APPLICABLE LAW HID SHALL NOT BE LIABLE FOR LOSS OF BUSINESS, REVENUE, PROFITS, GOODWILL, USE, DATA OR OTHER THAN DIRECT LOSSES ECONOMIC ADVANTAGE OR FOR ANY SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES ARISING SOLELY AS A RESULT OUT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY RELATING TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY OTHER PARTY FOR ANY CONSEQUENTIALAGREEMENT, INDIRECT, OR PUNITIVE DAMAGES, OPPORTUNITY COSTS, OR LOST PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE LEGAL THEORY ON WHICH ANY SUCH DAMAGES MAY BE BASED AND EVEN IF A PARTY WAS AWARE HAS BEEN ADVISED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE IF THE PERFORMANCE OF ITS OBLIGATIONS UNDER These limitations shall apply notwithstanding the failure of the essential purpose of any limited remedy specified herein." NOTHING IN THIS AGREEMENT IS DELAYED EXCLUDES OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT LIMITS THE LIABILITY OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, EITHER PARTY: • FOR DEATH OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY PERSONAL INJURY CAUSED BY THAT PARTIES NEGLIGENCE; • FOR ANY LOSS INCURRED BY CUSTOMER DUE MATTER FOR WHICH IT WOULD BE ILLEGAL FOR THAT PARTY TO THE FAILURE EXCLUDE OR MALFUNCTION OF ANY COMPUTER HARDWARE LIMIT ITS LIABILITY AT APPLICABLE LAW; OR SOFTWARE • FOR FRAUD OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.FRAUDULENT MISREPRESENTATION

Limitations of Liability. YOU AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE LIABILITY OF ALL INDEMNIFIED PARTIES TO YOU HEREUNDER OR OTHERWISE IN RESPECT OF THE PRODUCTS EXCEED THE AMOUNT YOU HAVE PAID FOR THE PRODUCTS OR SERVICES OR THE RIGHTS TO USE THE SOFTWARE IN THE TWELVE MONTH PERIOD IMMEDIATELY PRECEDING THE TIME THE CAUSE OF ACTION AROSE, SUBJECT TO ANY LESSER LIMITATION OF LIABILITY IN ANY TERMS INCORPORATED HEREIN BY REFERENCE (INCLUDING, WITHOUT LIMITATION, ANY THIRD PARTY TERMS) IF APPLICABLE. NOTWITHSTANDING ANY OTHER PROVISION IN THIS AGREEMENT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL CGM EITHER PARTY BE RESPONSIBLE LIABLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY OTHER PARTY FOR ANY CONSEQUENTIALSPECIAL, INCIDENTAL, INDIRECT, OR PUNITIVE CONSEQUENTIAL LOSSES OR DAMAGES, OPPORTUNITY COSTSINCLUDING LOSS OF REVENUE OR PROFITS, LOSS OF DATA, BUSINESS INFORMATION OR LOST LOSS OF USE THEREOF, FAILURE TO REALIZE EXPECTED PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS SAVINGS, COST OF WHETHER THE PARTY WAS AWARE CAPITAL, LOSS OF THE POSSIBILITY BUSINESS OPPORTUNITIES, LOSS OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE IF THE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, GOODWILL OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASENON-DIRECT, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY PECUNIARY, COMMERCIAL OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, ECONOMIC LOSS OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION DAMAGE OF ANY COMPUTER HARDWARE KIND WHETHER FORESEEN OR SOFTWARE UNFORESEEN ARISING FROM OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.INCIDENTAL TO THIS AGREEMENT. FOR GREATER CERTAINTY, THE FOREGOING LIMITATIONS AND EXCLUSIONS OF LIABILITY SHALL NOT APPLY TO

Limitations of Liability. IN NO EVENT WILL CGM BE RESPONSIBLE TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER PARTY IS LIABLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY OTHER PARTY FOR ANY CONSEQUENTIALSPECIAL, INDIRECT, INCIDENTAL, PUNITIVE OR PUNITIVE DAMAGESCONSEQUENTIAL DAMAGES (INCLUDING, OPPORTUNITY COSTSWITHOUT LIMITATION, FOR BREACH OF CONTRACT OR WARRANTY, NEGLIGENCE OR STRICT LIABILITY), OR FOR INTERRUPTED COMMUNICATIONS, LOSS OF USE, LOST BUSINESS, LOST DATA OR LOST PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE EVEN IF SUCH PARTY WAS AWARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGESANY OF THE FOREGOING), ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT. CGM SHALL THE FOREGOING EXCLUSION OF LIABILITY WILL NOT BE LIABLE IF THE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE APPLY TO FIRE(i) CLIENT’S INDEMNIFICATION OBLIGATIONS, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR INCLUDING ANY OTHER CAUSE BEYOND CGMAMOUNTS PAYABLE IN CONNECTION THEREWITH; (ii) CLIENT’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGMCONFIDENTIALITY OBLIGATIONS; AND (iii) CLIENT’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES WILL WRAL DIGITAL’S CUMULATIVE, AGGREGATE LIABILITY TO CLIENT OR ANY THIRD PARTY EXCEED THE NET AMOUNTS RECEIVED BY WRAL DIGITAL HEREUNDER DURING THE 12-MONTH PERIOD IMMEDIATELY PRIOR TO THE INCIDENT GIVING RISE TO SUCH LIABILITY. IN LIEU OF REFUND, WRAL DIGITAL WILL BE PERMITTED, IN ITS SOLE DISCRETION, TO CAUSE THE PLACEMENT OF “MAKE- GOOD” ADVERTISING, PROVIDED THAT, SUCH “MAKE-GOOD” ADVERTISING IS PROVIDED WITHIN A REASONABLE PERIOD OF TIME AFTER THE LIABILITY HAS ACCRUED.

Limitations of Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL CGM SHALL ACT BE RESPONSIBLE LIABLE FOR ANY LOSSES LOSS OF, OR DAMAGE TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGMTHE CORD BLOOD OR CORD TISSUE OR STEM CELLS (EXCEPT TO THE LIMITED EXTENT DIRECTLY DUE TO ACT’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY ) OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND ARISING OUT OF OR RELATED TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY OTHER PARTY FOR ANY CONSEQUENTIALTHE SERVICES PROVIDED HEREUNDER, INDIRECTREGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT PRODUCTS LIABILITY, OR PUNITIVE DAMAGESOTHERWISE, OPPORTUNITY COSTS, OR LOST PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE PARTY WAS AWARE EVEN IF ACT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). CGM TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL ACT’S AGGREGATE LIABILITY FOR ANY AND ALL CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT OR THE SERVICES PROVIDED HEREUNDER, WHETHER IN CONTRACT, TORT OR ANY OTHER THEORY OF LIABILITY, EXCEED THE AMOUNTS PAID OR PAYABLE BY CLIENTS TO ACT HEREUNDER DURING THE TWELVE (12) MONTHS PRIOR TO THE DATE OF THE EVENT GIVING RISE TO SUCH LIABILITY. THIS LIMITATION SHALL APPLY NOTWITHSTANDING ANY FAILURE OF PURPOSE OF ANY LIMITED REMEDY PROVIDED HEREIN. BECAUSE SOME JURISDICTIONS LIMIT OR DO NOT ALLOW CERTAIN EXCLUSIONS OR LIMITATIONS OF WARRANTIES OR LIABILITY, SECTIONS 20 AND 21 MAY NOT PARTIALLY OR ENTIRELY APPLY TO CLIENT. TO THE EXTENT THAT ANY SUCH LIMITATION OR EXCLUSION OF LIABILITY OR WARRANTY IS CIRCUMSCRIBED, IT SHALL BE LIABLE IF LIMITED TO THE LEAST EXTENT POSSIBLE UNDER APPLICABLE LAW. THE CLIENT ACKNOWLEDGES THAT ACT’S WILLINGNESS TO PROVIDE THE SERVICES AT THE PRICES SET FORTH HEREIN ARE BASED IN SIGNIFICANT PART UPON THE EXCLUSIONS OF WARRANTIES AND THE LIMITATIONS AND EXCLUSIONS OF LIABILITY SET FORTH IN THIS AGREEMENT. FURTHER, CLIENTS ACKNOWLEDGE THAT NO LIABILITY SHALL BE INCURRED BY ACT IN THE EVENT THAT PERFORMANCE OF ITS OBLIGATIONS PROMISES UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIREPROHIBITED BY LAW, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTIONREGULATION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTCOURT ORDER.

Limitations of Liability. IN NO EVENT WILL CGM INTERRUPTION, DISRUPTION, OR UNAVAILABILITY OF THE LOCALIZED PRODUCT SHALL BE RESPONSIBLE FOR CONSIDERED TO BE A BREACH OF THIS AGREEMENT BY NETSUITE, AND NETSUITE SHALL HAVE NO LIABILITY OR RESPONSIBILITY ARISING OUT OF OR RELATING TO ANY LOSSES SUCH EVENT, IT BEING ACKNOWLEDGED AND AGREED THAT ANY CREDITS THAT MAY BECOME DUE FROM NETSUITE PURSUANT TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT SECTION 6.6 OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED NETSUITE KK’S AND THE CUSTOMERS AND AUTHORIZED RESELLERS’ SOLE REMEDY, AND NETSUITE’S SOLE AND EXCLUSIVE LIABILITY, ARISING OUT OF ANY INTERRUPTION, DISRUPTION, OR UNAVAILABILITY AND FOR ANY BREACH OF THIS AGREEMENT BY NETSUITE. NETSUITE INTENDS TO PAY TAKE SUCH MEASURES AS IT CONSIDERS REASONABLY APPROPRIATE FOR PURPOSES OF MAINTAINING THE WEB SITE, ITS FACILITIES, AND THE SECURITY THEREOF. PROVIDED THAT NETSUITE DOES SO, NETSUITE SHALL HAVE NO LIABILITY OR RESPONSIBILITY FOR ANY FAILURE IN SECURITY OF THE WEB SITE, LOCALIZED PRODUCT, OR ITS FACILITIES. PROVIDED THAT NETSUITE HAS TAKEN REASONABLE PRECAUTIONS TO BACKUP DATA FOR WHICH IT HAS BEEN PAID STORAGE FEES, NETSUITE SHALL HAVE NO LIABILITY OR RESPONSIBILITY FOR ANY LOSS OF DATA. IF NETSUITE FAILED TO TAKE SUCH PRECAUTIONS, NETSUITE’S LIABILITY FOR LOSS OF DATA SHALL NOT EXCEED THE AVERAGE ANNUAL AMOUNTS INVOICED BY NETSUITE FOR THE STORAGE OF DATA FOR THE PARTICULAR CUSTOMER. THE LOCALIZED PRODUCT MAY PROVIDE, OR THIRD PARTIES MAY PROVIDE THROUGH THE LOCALIZED PRODUCT, LINKS TO OTHER INTERNET SITES OR RESOURCES. BECAUSE NETSUITE HAS NO CONTROL OVER SUCH SITES AND RESOURCES, NETSUITE SHALL HAVE NO LIABILITY OR RESPONSIBILITY FOR THE AVAILABILITY OF SUCH EXTERNAL SITES OR RESOURCES OR FOR ANY CONTENT, ADVERTISING, LOCALIZED PRODUCTS OR OTHER MATERIALS ON OR AVAILABLE FROM SUCH OTHER SITES OR RESOURCES. NETSUITE DOES NOT ENDORSE SUCH SITES OR RESOURCES. EXCEPT FOR EITHER PARTY’S LIABILITY ARISING UNDER ARTICLE 10, IN NO EVENT SHALL EITHER PARTY BE LIABLE TO FOR LOST PROFITS OR REVENUE, COST OF SUBSTITUTE GOODS OR SERVICES, OR ANY OTHER PARTY FOR ANY SPECIAL, CONSEQUENTIAL, INDIRECTRELIANCE, INCIDENTAL, EXEMPLARY, OR PUNITIVE DAMAGES, OPPORTUNITY COSTSHOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR LOST PROFITS (WHETHER OTHERWISE. EXCEPT FOR ANY UNAUTHORIZED USE OR NOT EXPLOITATION BY A PARTY OF THE OTHER PARTY’S INTELLECTUAL PROPERTY OR A FAILURE TO COMPLY WITH ARTICLE 10, AND EXCLUDING EACH PARTY’S RESPONSIBILITIES UNDER ARTICLE 11, IN NO EVENT SHALL EITHER PARTY’S LIABILITY ARISING FROM ITS NEGLIGENCE AND OUT OF OR IN CONNECTION WITH THIS AGREEMENT EXCEED THE AVERAGE ANNUAL AMOUNTS PAID OR PAYABLE BY NETSUITE KK UNDER SECTION 6.1 FOR THE LOCALIZED PRODUCT. THE FOREGOING LIMITATIONS SHALL APPLY REGARDLESS OF WHETHER THE EITHER PARTY WAS AWARE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE IF THE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO DAMAGES AND NOTWITHSTANDING THE FAILURE OR MALFUNCTION OF ESSENTIAL PURPOSE OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTLIMITED REMEDY STATED HEREIN.

Limitations of Liability. ‌ YOU AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE LIABILITY OF ALL INDEMNIFIED PARTIES TO YOU HEREUNDER OR OTHERWISE IN RESPECT OF THE PRODUCTS EXCEED THE AMOUNT YOU HAVE PAID FOR THE PRODUCTS OR SERVICES OR THE RIGHTS TO USE THE SOFTWARE IN THE TWELVE MONTH PERIOD IMMEDIATELY PRECEDING THE TIME THE CAUSE OF ACTION AROSE, SUBJECT TO ANY LESSER LIMITATION OF LIABILITY IN ANY TERMS INCORPORATED HEREIN BY REFERENCE (INCLUDING, WITHOUT LIMITATION, ANY THIRD PARTY TERMS) IF APPLICABLE. NOTWITHSTANDING ANY OTHER PROVISION IN THIS AGREEMENT, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL CGM EITHER PARTY BE RESPONSIBLE LIABLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY OTHER PARTY FOR ANY CONSEQUENTIALSPECIAL, INCIDENTAL, INDIRECT, OR PUNITIVE CONSEQUENTIAL LOSSES OR DAMAGES, OPPORTUNITY COSTSINCLUDING LOSS OF REVENUE OR PROFITS, LOSS OF DATA, BUSINESS INFORMATION OR LOST LOSS OF USE THEREOF, FAILURE TO REALIZE EXPECTED PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS SAVINGS, COST OF WHETHER THE PARTY WAS AWARE CAPITAL, LOSS OF THE POSSIBILITY BUSINESS OPPORTUNITIES, LOSS OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE IF THE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, GOODWILL OR ANY OTHER NON-DIRECT, PECUNIARY, COMMERCIAL OR ECONOMIC LOSS OR DAMAGE OF ANY KIND WHETHER FORESEEN OR UNFORESEEN ARISING FROM OR INCIDENTAL TO THIS AGREEMENT. FOR GREATER CERTAINTY, THE FOREGOING LIMITATIONS AND EXCLUSIONS OF LIABILITY SHALL NOT APPLY TO (A) EITHER PARTY’S INDEMNIFICATION OBLIGATIONS HEREUNDER; OR (B) INFRINGEMENT OR MISAPPROPRIATION OF THE OTHER PARTY’S INTELLECTUAL PROPERTY RIGHTS. 18 Applicability‌ THE LIMITATIONS, EXCLUSIONS AND DISCLAIMERS IN THIS AGREEMENT WILL APPLY IRRESPECTIVE OF THE NATURE OR FORM OF THE CLAIM, CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASEOF ACTION, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTEDDEMAND, OR BOTH THROUGH ELECTRONIC ORDER ENTRY ACTION, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, PRODUCT LIABILITY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM OTHER LEGAL OR EQUITABLE THEORY AND SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO APPLY NOTWITHSTANDING THE FAILURE OF THE ESSENTIAL PURPOSE OF THIS AGREEMENT OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTREMEDY CONTAINED HEREIN.

Limitations of Liability. IN NO EVENT TO THE EXTENT PERMITTED BY LAW, NEITHER PARTY WILL CGM BE RESPONSIBLE LIABLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE LOST PROFITS, GOODWILL, OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY REVENUES OR BE LIABLE TO ANY OTHER PARTY FOR ANY INCIDENTAL, CONSEQUENTIAL, SPECIAL, INDIRECT, COVER, BUSINESS INTERRUPTION, OR PUNITIVE DAMAGESDAMAGES IN CONNECTION WITH ANY CLAIM OF ANY NATURE, OPPORTUNITY COSTSWHETHER IN CONTRACT, TORT, OR LOST PROFITS (WHETHER OR NOT UNDER ANY THEORY OF LIABILITY, ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE UNDER THIS AGREEMENT, EVEN IF A PARTY WAS AWARE OF THE POSSIBILITY HAS BEEN GIVEN ADVANCE NOTICE OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE POSSIBLE DAMAGES OR IF THE PERFORMANCE A PARTY’S REMEDY OTHERWISE FAILS OF ITS OBLIGATIONS ESSENTIAL PURPOSE. TO THE EXTENT PERMITTED BY LAW, EACH PARTY’S ENTIRE LIABILITY UNDER THIS AGREEMENT IS DELAYED WILL NOT EXCEED THE FEES PAID BY CUSTOMER TO DISPATCH UNDER THIS AGREEMENT FOR THE SERVICES GIVING RISE TO THE LIABILITY DURING THE TWELVE (12) MONTHS PRIOR TO THE DATE ON WHICH THE LIABILITY AROSE. THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT. THE FOREGOING EXCLUSIONS AND LIABILITY LIMITS IN THIS SECTION 11 SHALL NOT APPLY TO DAMAGES OR RENDERED IMPOSSIBLE DUE TO FIRELIABILITY RESULTING FROM CLAIMS OR OBLIGATIONS ARISING UNDER SECTIONS 2.2 (RESTRICTIONS) OR 10 (INDEMNIFICATION), FLOOD, STRIKE, WAR, ACT INFRINGEMENT OR MISAPPROPRIATION BY A PARTY OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTIONTHE OTHER PARTY’S INTELLECTUAL PROPERTY RIGHTS, OR ANY OTHER CAUSE BEYOND CGMCUSTOMER’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OBLIGATION TO PAY FOR SERVICES OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTTAXES UNDER THIS AGREEMENT.

Limitations of Liability. NEITHER PARTY SHALL BE LIABLE, UNDER ANY CIRCUMSTANCES FOR ANY SPECIAL, CONSEQUENTIAL, PUNITIVE, EXEMPLARY, INCIDENTAL, OR INDIRECT DAMAGES OF ANY KIND RESULTING FROM THE PERFORMANCE OR NON- PERFORMANCE OF OBLIGATIONS UNDER THIS AGREEMENT EVEN IF THOSE DAMAGES ARE ATTRIBUTED TO BREACH OF THIS AGREEMENT, TORT, NEGLIGENCE, OR OTHER CAUSE OF ACTION. THE PARTIES AGREE THAT THIS LIMITATION SHALL APPLY EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF NON-DIRECT DAMAGES OR IF, UNDER APPLICABLE LAW, NON-DIRECT DAMAGES ARE CONSIDERED TO BE DIRECT DAMAGES. CONDUENT SHALL NOT BE LIABLE FOR ANY FAILURE TO REALIZE SAVINGS OR OTHER BENEFITS FROM THE SYSTEM OR SERVICES PROVIDED UNDER THIS AGREEMENT. CLIENT ACKNOWLEDGES THAT CONDUENT HAS SET ITS PRICING AND ENTERED INTO THIS AGREEMENT IN RELIANCE UPON THE LIMITATIONS OF LIABILITY AND THE DISCLAIMERS OF WARRANTY AND DAMAGES SET FORTH IN THIS AGREEMENT, AND THAT THESE LIMITATIONS AND DISCLAIMERS FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE PARTIES. CLIENT UNDERSTANDS AND AGREES THAT CONDUENT EXERCISES NO CONTROL OVER AND HAS NO RESPONSIBILITY OR LIABILITY FOR THE CONTENT OF INFORMATION PASSING THROUGH CONDUENT HOST COMPUTERS, SERVERS, NETWORK HUBS AND POINTS OF PRESENCE, OR THE INTERNET. EXCEPT FOR AMOUNTS EXPRESSLY DUE AND PAYABLE TO CONDUENT UNDER THIS AGREEMENT, IN NO EVENT WILL CGM BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO SHALL EITHER PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY THE OTHER PARTY FOR ANY CONSEQUENTIALCLAIMS, INDIRECTPENALTIES OR DAMAGES, WHETHER IN CONTRACT, TORT, OR PUNITIVE DAMAGESBY WAY OF INDEMNIFICATION, OPPORTUNITY COSTS, IN AN AMOUNT EXCEEDING THE FEES OR LOST PROFITS OTHER CHARGES PAID BY CLIENT TO CONDUENT DURING THE THREE (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER 3) MONTHS PRECEDING THE PARTY WAS AWARE OF THE POSSIBILITY OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE IF THE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTCLAIM.

Limitations of Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ACACIA SHALL NOT BE LIABLE CONCERNING THE SUBJECT MATTER OF THIS AGREEMENT, REGARDLESS OF THE FORM OF ANY CLAIM OR ACTION (WHETHER IN NO EVENT WILL CGM BE RESPONSIBLE CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE), FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT (A) MATTER BEYOND ITS REASONABLE CONTROL, OR COST OF CGM’S NEGLIGENCE PROCURING SUBSTITUTE TECHNOLOGIES, GOODS OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY OTHER PARTY FOR ANY CONSEQUENTIALSERVICES, (B) INDIRECT, PUNITIVE, INCIDENTAL, RELIANCE, SPECIAL, EXEMPLARY OR PUNITIVE CONSEQUENTIAL DAMAGES INCLUDING, BUT NOT LIMITED TO, INTERRUPTION OR LOSS OF DATA, USE, BUSINESS, REVENUES, PROFITS OR GOODWILL OR (C) AGGREGATE DAMAGES, OPPORTUNITY COSTSIN EXCESS OF AMOUNTS PAID TO IT HEREUNDER FOR THE PRODUCT GIVING RISE TO SUCH DAMAGES, OR LOST PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE PARTY WAS AWARE EVEN IF ACACIA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE IF THE PERFORMANCE THESE LIMITATIONS ARE INDEPENDENT FROM ALL OTHER PROVISIONS OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED AND SHALL APPLY NOTWITHSTANDING THE FAILURE OF ANY REMEDY PROVIDED HEREIN. PRODUCTS ARE NOT DESIGNED, MANUFACTURED OR RENDERED IMPOSSIBLE DUE INTENDED FOR USE IN HAZARDOUS ENVIRONMENTS OR WHERE FAIL-SAFE CONTROLS ARE REQUIRED (INCLUDING WITHOUT LIMITATION, OPERATION OF NUCLEAR FACILITIES, AIRCRAFT NAVIGATION OR COMMUNICATION SYSTEMS, AIR TRAFFIC CONTROL, AND LIFE SUPPORT OR WEAPONS SYSTEMS) AND, NOTWITHSTANDING ANYTHING TO FIRETHE CONTRARY HEREIN, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN CUSTOMER HEREBY ASSUMES AND ACCEPTS ALL LIABILITY RELATED TO ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTUSE.

Limitations of Liability. EXCEPT FOR BREACHES STIPULATED IN THE DE-CIX AGREEMENT, OR AMOUNTS PAYABLE PURSUANT TO THE DE-CIX AGREEMENT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO EVENT WILL CGM BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT CIRCUMSTANCES SHALL BE REQUIRED TO PAY OR DE- CIX BE LIABLE TO ANY THE OTHER PARTY FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, INDIRECT, SPECIAL OR PUNITIVE DAMAGES, OPPORTUNITY COSTS, OR LOST PROFITS EXEMPLARY DAMAGES UNDER ANY LEGAL THEORY (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE EVEN IF THAT PARTY WAS AWARE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), ARISING FROM PERFORMANCE UNDER OR FAILURE OF PERFORMANCE OF ANY PROVISION OF THE DE-CIX AGREEMENT (INCLUDING SUCH DAMAGES INCURRED BY THIRD PARTIES), SUCH AS, BUT NOT LIMITED TO, LOSS OF REVENUE OR ANTICIPATED PROFITS OR LOST BUSINESS. CGM EXCEPT FOR BREACHES STIPULATED IN THE DE- CIX AGREEMENT, OR AMOUNTS PAYABLE PURSUANT TO DE-CIX AGREEMENT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL NOT DE-CIX BE LIABLE IF FOR DAMAGES IN EXCESS OF THE PERFORMANCE OF ITS OBLIGATIONS VALUE RECEIVED BY THE OTHER PARTY UNDER THIS THE DE-CIX AGREEMENT. ALL CLAIMS BEYOND THOSE ALLOWED IN THESE DE- CIX TERMS AND CONDITIONS MX OR IN THE DE-CIX AGREEMENT FOR ANY LOSS OR DAMAGE FROM WHATEVER CAUSE ARISING, INCLUDING DAMAGE TO THE OTHER PARTY’S PROPERTY, SHALL BE EXCLUDED AND HEREBY WAIVED BY THE OTHER PARTY UNLESS SUCH CLAIM IS DELAYED MADE BASED ON INTENTIONAL BAD ACTS OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. GROSS NEGLIGENCE BY DE- CIX; IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY DAMAGES SHALL BE LIMITED TO THOSE THAT ARE REASONABLY FORESEEABLE AS A RESULT OF THE INTENTIONAL BAD ACTS OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTBY DE-CIX.

Limitations of Liability. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, AND EXCEPT FOR CLAIMS OF WILLFUL MISCONDUCT OR FRAUD OR DAMAGES RESULTING FROM GROSS NEGLIGENCE OR INTENTIONAL MISCONDUCT, IN NO EVENT WILL CGM BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO EITHER PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY THE OTHER PARTY FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, INDIRECTSPECIAL OR PUNITIVE DAMAGES OF ANY KIND OR NATURE ARISING OUT OF THIS AGREEMENT (FOR EXAMPLE, LOST PROFITS OR LOST REVENUE), WHETHER SUCH LIABILITY IS ASSERTED ON THE BASIS OF CONTRACT, TORT (INCLUDING THE POSSIBILITY OF NEGLIGENCE OR STRICT LIABILITY), OR PUNITIVE DAMAGESOTHERWISE, OPPORTUNITY COSTS, OR LOST PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE EVEN IF A PARTY WAS AWARE HAS BEEN WARNED OF THE POSSIBILITY OF ANY SUCH DAMAGES)LOSS OR DAMAGE, AND EVEN IF ANY OF THE LIMITED REMEDIES IN THIS AGREEMENT FAIL OF THEIR ESSENTIAL PURPOSE. CGM SHALL NOT TO THE MAXIMUM AMOUNT PERMITTED UNDER APPLICABLE LAW, AND EXCEPT FOR CLAIMS OF WILLFUL MISCONDUCT OR FRAUD OR WITH RESPECT TO GROSS NEGLIGENCE OR INTENTIONAL MISCONDUCT, IN NO EVENT WILL EITHER PARTY’S AGGREGATE LIABILITY PURSUANT TO OR IN CONNECTION WITH THIS AGREEMENT EXCEED THE FEES PAID OR TO BE LIABLE IF THE PERFORMANCE OF ITS OBLIGATIONS PAID UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIREPROVIDER IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT WHICH GAVE RISE TO SUCH DAMAGES. THE LIMITATIONS OF LIABILITY IN THIS SECTION ALSO WILL APPLY TO ANY LIABILITY OF DIRECTORS, FLOODOFFICERS, STRIKEEMPLOYEES, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTAGENTS AND VENDORS.

Limitations of Liability. MONUMENTAL PROVIDES THE NFT, AND GRANTS THE RIGHTS DESCRIBED HEREIN TO THE MONUMENTAL CONTENT ASSOCIATED WITH SUCH NFT, TO YOU, ON AN “AS IS” BASIS, AND EXPRESSLY DISCLAIMS ANY WARRANTIES OR CONDITIONS OF ANY KIND ON BEHALF OF ITSELF AND EACH RELEASED PARTY, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OR CONDITIONS OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. IN NO EVENT WILL CGM ANY RELEASED PARTY BE RESPONSIBLE LIABLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY OTHER PARTY FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGESOTHER NON-DIRECT DAMAGES OF ANY KIND, OPPORTUNITY COSTS, OR LOST PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE PARTY WAS AWARE EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). CGM SHALL NFTS ARE INTANGIBLE DIGITAL ASSETS. THEY EXIST ONLY BY VIRTUE OF THE OWNERSHIP RECORD MAINTAINED IN THE APPLICABLE BLOCKCHAIN NETWORK. ANY TRANSFER OF TITLE THAT MIGHT OCCUR IN ANY UNIQUE DIGITAL ASSET OCCURS ON THE DECENTRALIZED LEDGER WITHIN SUCH BLOCKCHAIN NETWORK. WE DO NOT GUARANTEE THAT OPENSEA CAN EFFECT THE TRANSFER OF TITLE OR RIGHT IN ANY NFTS. NO RELEASED PARTY WILL HAVE ANY LIABILITY WITH RESPECT TO TECHNOLOGICAL ISSUES CAUSED BY ANY BLOCKCHAIN, INCLUDING FORKS, TECHNICAL NODE ISSUES OR ANY OTHER ISSUES. NO RELEASED PARTY WILL BE RESPONSIBLE OR LIABLE TO SELLER FOR ANY LOSS AND TAKE NO RESPONSIBILITY FOR, AND WILL NOT BE LIABLE IF THE PERFORMANCE FOR, ANY USE OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED NFTS OR RENDERED IMPOSSIBLE DUE TO FIRETHIRD PARTY SERVICES THAT INTERACT WITH ANY NFT MARKETPLACE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTIONPLATFORM, OR CRYPTOCURRENCY WALLET, INCLUDING ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY LOSSES, DAMAGES OR CLAIMS ARISING FROM: (I) USER ERROR SUCH CASEAS FORGOTTEN PASSWORDS, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTEDINCORRECTLY CONSTRUCTED TRANSACTIONS, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.MISTYPED ADDRESSES;

Limitations of Liability. IN NO EVENT WILL CGM CUSTOMER EXPRESSLY UNDERSTANDS AND AGREES THAT ZEPHYR AND ITS OFFICERS, AGENTS AND EMPLOYEES SHALL NOT BE RESPONSIBLE LIABLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY OTHER PARTY FOR ANY CONSEQUENTIALDIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE OR PUNITIVE OTHER DAMAGES, OPPORTUNITY COSTSINCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, BUSINESS INTERRUPTION OR LOST PROFITS OTHER INTANGIBLE LOSSES (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE PARTY WAS AWARE EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES)DAMAGES OR RESULT IN WHOLE OR IN PART FROM THE NEGLIGENCE OF ZEPHYR OR ITS OFFICERS, AGENTS OR EMPLOYEES) ARISING OR RELATING IN ANY WAY TO ANY SERVICES OR PRODUCTS THAT ZEPHYR MAY PROVIDE. CGM EVEN IF ALL OTHER RELEASES AND WAIVERS CONTAINED IN THIS AGREEMENT ARE DEEMED INAPPLICABLE OR UNENFORCEABLE, CUSTOMER AGREES ITS SOLE REMEDY FOR ANY CLAIM OR DAMAGE OF ANY KIND AGAINST ZEPHYR AND/OR ITS OFFICERS, AGENTS OR EMPLOYEES ARISING OUT OF OR RELATING TO ANY SERVICE OR PRODUCT ZEPHYR MAY PROVIDE SHALL NOT BE LIABLE IF EXCEED THE PERFORMANCE GREATER OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED $1,000 OR RENDERED IMPOSSIBLE DUE THE AMOUNT THE CUSTOMER HAS PAID TO FIRE, FLOOD, STRIKE, WAR, ACT ZEPHYR WITHIN THE MONTH PRECEDING THE OCCURRENCE OF TERRORISM, ACT THE CLAIM OR CAUSE OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS ACTION FOR THE ACCOUNT MAY FROM TIME SERVICE OR PRODUCT THAT ALLEGEDLY CAUSED DAMAGE TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTCUSTOMER.

Limitations of Liability. TO THE MAXIMUM EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT WILL CGM UNYTE-ILS OR ITS SUPPLIERS BE RESPONSIBLE LIABLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT LOSS OF CGM’S NEGLIGENCE USE, LOST OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY INACCURATE DATA, INTERRUPTION OF BUSINESS, LOST PROFITS, COSTS OF DELAY, REPUTATIONAL HARM, OR BE LIABLE TO ANY OTHER PARTY FOR ANY CONSEQUENTIAL, INDIRECT, SPECIAL, INCIDENTAL, COVER, RELIANCE OR PUNITIVE DAMAGESCONSEQUENTIAL DAMAGES OF ANY KIND, OPPORTUNITY COSTSHOWEVER CAUSED, OR LOST PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE PARTY WAS AWARE EVEN IF INFORMED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL UNYTE-ILS’ OR ITS SUPPLIERS’ TOTAL LIABILITY EXCEED IN AGGREGATE THE AMOUNT ACTUALLY PAID OR PAYABLE BY CUSTOMER TO UNYTE-ILS FOR THE APPLICABLE UNYTE-ILS SERVICE OR RELATED SERVICES IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM. FOR FREE ACCESS SUBSCRIPTIONS OR BETA RELEASES PROVIDED WITHOUT CHARGE, UNYTE-ILS’ TOTAL LIABILITY SHALL NOT EXCEED IN AGGREGATE FIFTY U.S. DOLLARS ($50 US). CGM THE LAWS IN SOME JURISDICTIONS MAY NOT ALLOW SOME OF THE LIMITATIONS OF LIABILITY IN THIS SECTION. IF ANY OF THESE LAWS IS FOUND TO APPLY TO THIS AGREEMENT, THIS SECTION 17 SHALL APPLY TO THE MAXIMUM EXTENT NOT BE LIABLE PROHIBITED BY SUCH LAW. EACH PARTY ACKNOWLEDGES AND AGREES THAT THIS SECTION 17 IS A FUNDAMENTAL BASIS OF THE BARGAIN AND A REASONABLE ALLOCATION OF RISK BETWEEN THE PARTIES AND WILL SURVIVE AND APPLY TO ANY CLAIMS ARISING OUT OF OR RELATED TO THIS AGREEMENT, ANY UNYTE-ILS TECHNOLOGY OR ANY RELATED SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE), EVEN IF THE PERFORMANCE OF ITS OBLIGATIONS UNDER ANY LIMITED REMEDY IN THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE FOUND TO FIRE, FLOOD, STRIKE, WAR, ACT HAVE FAILED OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTESSENTIAL PURPOSE.

Limitations of Liability. NOTWITHSTANDING ANY OTHER PROVISION HEREIN OR IN NO EVENT WILL CGM BE RESPONSIBLE FOR ANY LOSSES THE NOTES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY TO THE CONTRARY, ALL AMOUNTS PAYABLE BY THE LESSOR UNDER THE NOTES AND THIS AGREEMENT INDENTURE SHALL BE REQUIRED MADE ONLY FROM THE INCOME AND PROCEEDS OF THE INDENTURE ESTATE AND EACH PURCHASER AND THE SUCCESSORS OR ASSIGNS OF SAID PERSONS, BY ITS ACCEPTANCE OF ITS NOTE, AGREES THAT (A) IT WILL LOOK SOLELY TO PAY OR THE INCOME AND PROCEEDS OF THE INDENTURE ESTATE FOR THE PAYMENT OF SUCH AMOUNTS, TO THE EXTENT AVAILABLE FOR DISTRIBUTION TO IT AS HEREIN PROVIDED, AND (B) THE LESSOR IS NOT AND SHALL NOT BE PERSONALLY LIABLE TO ANY OTHER PARTY PURCHASER NOR THE SUCCESSORS OR ASSIGNS OF SAID PERSONS FOR ANY CONSEQUENTIALAMOUNT PAYABLE UNDER SUCH NOTE OR THIS INDENTURE OR FOR ANY LIABILITY THEREUNDER OR HEREUNDER; PROVIDED, INDIRECTHOWEVER, THAT NOTHING CONTAINED IN THIS SECTION 13.8 SHALL LIMIT, RESTRICT OR PUNITIVE DAMAGES, OPPORTUNITY COSTS, OR LOST PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER IMPAIR THE PARTY WAS AWARE RIGHTS OF THE POSSIBILITY INDENTURE TRUSTEE TO ACCELERATE THE MATURITY OF THE NOTES UPON AN INDENTURE EVENT OF DEFAULT, TO BRING SUIT AND OBTAIN A JUDGMENT AGAINST THE LESSOR ON THE NOTES (SUCH DAMAGES). CGM SHALL NOT JUDGMENT TO BE LIABLE IF LIMITED TO THE PERFORMANCE OF ITS OBLIGATIONS LESSOR'S INTEREST IN THE PROPERTY AND THE COLLATERAL) OR TO EXERCISE ALL RIGHTS AND REMEDIES PROVIDED UNDER THIS AGREEMENT IS DELAYED INDENTURE OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHERWISE REALIZE UPON THE PROPERTIES AND THE OTHER CAUSE BEYOND CGM’S CONTROLCOLLATERAL SECURING THE NOTES. NOTHING IN ANY SUCH CASE, CGM MAY IN THIS SECTION 13.8SHALL RELEASE THE LESSOR FROM LIABILITY HEREUNDER FOR ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S OWN GROSS NEGLIGENCE OR WILLFUL WILFULL MISCONDUCT.

Limitations of Liability. EXCEPT FOR THE EXPRESS WARRANTIES SET FORTH IN ARTICLE VI ABOVE, HEALTHAXIS GRANTS NO WARRANTIES, WHETHER EXPRESS OR IMPLIED, WITH REGARD TO ANY LICENSED SOFTWARE OR SERVICES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. THE STATED EXPRESS WARRANTIES ARE IN LIEU OF ALL LIABILITIES OR OBLIGATIONS OF HEALTHAXIS FOR DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE DELIVERY, USE, OR PERFORMANCE OF THE LICENSED SOFTWARE. IN NO EVENT WILL CGM BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO SHALL EITHER PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY OTHER PARTY FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL OR PUNITIVE CONSEQUENTIAL DAMAGES, OPPORTUNITY COSTSLOSS OF PROFITS, LOSS OF USE OR DATA, OR LOST PROFITS (WHETHER INTERRUPTION OF BUSINESS SUFFERED OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER INCURRED BY THE PARTY WAS AWARE OF THE POSSIBILITY OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE IF THE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OTHER OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. PARTY, WHETHER SUCH DAMAGES ARE LABELED IN ANY SUCH CASETORT, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTEDCONTRACT, OR BOTH THROUGH ELECTRONIC ORDER ENTRY INDEMNITY. EXCEPT AS OTHERWISE PROVIDED IN THIS AGREEMENT, IN NO EVENT OR EXECUTION SYSTEMS. CIRCUMSTANCE WHATSOEVER SHALL EITHER PARTY BE LIABLE OR OBLIGATED TO THE OTHER IN ANY SUCH CASECONTRACT, CGM SHALL HAVE NO LIABILITY TORT OR OTHERWISE FOR ANY LOSS INCURRED AMOUNT IN EXCESS OF THE AMOUNT OF THE ACTUAL PAYMENTS MADE BY CUSTOMER DUE UICI TO HEALTHAXIS DURING THE FAILURE TWELVE (12) MONTH PERIOD IMMEDIATELY PROCEEDING THE EVENT OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS OCCURENCE GIVING RISE TO SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTLIABILITY, EACH PARTY'S MAXIMUM LIABILITY HEREUNDER BEING HEREBY LIMITED TO SUCH AMOUNT.

Limitations of Liability. IN NO EVENT WILL CGM BE RESPONSIBLE 15.1 CARDINAL HEALTH’S LIABILITY UNDER THIS AGREEMENT FOR ANY LOSSES TO CUSTOMER AND ALL CLAIMS FOR LOST, DAMAGED OR DESTROYED API OR OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY OTHER PARTY FOR ANY CONSEQUENTIAL, INDIRECT, OR PUNITIVE DAMAGES, OPPORTUNITY COSTS, OR LOST PROFITS (RELIANT-SUPPLIED MATERIALS WHETHER OR NOT ARISING SUCH API OR RELIANT-SUPPLIED MATERIALS ARE INCORPORATED INTO PRODUCT SHALL NOT EXCEED TWO HUNDRED FIFTY THOUSAND DOLLARS ($250,000) PER BATCH, UP TO A MAXIMUM OF ONE MILLION DOLLARS ($1,000,000) PER CONTRACT YEAR (THE “API CAP”). IN THE EVENT THAT CARDINAL HEALTH LIABILITY FOR LOST API SHALL EXCEED THE API CAP FOR ANY CONTRACT YEAR DURING THE TERM, THE PARTIES SHALL MEET WITHIN THIRTY (30) DAYS FROM ITS NEGLIGENCE THE DATE CARDINAL HEALTH’S LIABILITY FOR LOST API EXCEEDS THE API CAP AND REGARDLESS OF NEGOTIATE IN GOOD FAITH WHETHER (A) CARDINAL HEALTH INCREASES THE PARTY WAS AWARE API CAP FOR SUCH CONTRACT YEAR, OR (B) WHETHER RELIANT’S OBLIGATIONS UNDER SECTION 4.2(B) SHALL BECOME NULL AND VOID. IN THE EVENT THAT THE PARTIES CANNOT REACH AN AGREEMENT WITH REGARD TO THE FOREGOING SENTENCE WITHIN SUCH THIRTY (30) DAY PERIOD, RELIANT SHALL HAVE THE SOLE OPTION TO (X) CONTINUE WITH THE AGREEMENT WITH CARDINAL HEALTH HAVING NO LIABILITY IN EXCESS OF THE POSSIBILITY OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE IF API CAP FOR LOST, DAMAGED OR DESTROYED API FOR THE PERFORMANCE OF THEN CURRENT CONTRACT YEAR, OR (Y) HAVE PRODUCT MANUFACTURED AND PACKAGED BY A QUALIFIED THIRD-PARTY SUPPLIER WITHOUT REGARD TO ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRESECTION 4.2(B). FOR AVOIDANCE OF DOUBT, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. AMOUNTS OWING BY CARDINAL HEALTH HEREUNDER SHALL NOT COUNT AGAINST THE LIABILITY CAP SET FORTH IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTSECTION 15.2 BELOW.

Limitations of Liability. 10.1. SUBJECT TO SECTION 10.3 BELOW, IN NO EVENT WILL CGM EITHER PARTY BE RESPONSIBLE LIABLE HEREUNDER FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY OTHER PARTY FOR ANY CONSEQUENTIALINCIDENTAL, INDIRECT, SPECIAL, CONSEQUENTIAL, PUNITIVE OR PUNITIVE EXEMPLARY DAMAGES, OPPORTUNITY COSTSLOST PROFITS, LOST SALES OR ANTICIPATED ORDERS, OR LOST PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS DAMAGES FOR LOSS OF WHETHER THE GOODWILL, EVEN IF A PARTY WAS AWARE INFORMED OR KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES)DAMAGES OR LOSS. CGM SHALL 10.2. SUBJECT TO SECTION 10.3 BELOW,THE AGGREGATE LIABILITY OF EITHER PARTY FOR ALL CLAIMS RELATING TO THE SERVICES OR CONNECTED WITH THIS AGREEMENT, REGARDLESS OF THE DAMAGES THEORY, WILL NOT EXCEED THE FEES PAID OR OWING TO HUB UNDER THE APPLICABLE ORDER IN THE TWELVE (12) MONTHS PRECEDING THE DATE THE CLAIM AROSE. HUB WILL NOT BE LIABLE IF FOR ANY DAMAGES INCURRED BY YOU TO THE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, EXTENT ARISING FROM ANY UNAUTHORIZED ACCESS RESULTING FROM YOUR ACTIONS OR ANY THIRD PARTY OTHER CAUSE BEYOND CGMTHAN HUB’S CONTROLREPRESENTATIVES. 10.3. SECTIONS 10.1 AND 10.2 OF THESE TERMS NOTWITHSTANDING, IN ANY THE EVENT OF INDEMNIFICATION CLAIMS ARISING FROM SECTION 9.1(c) OF THESE TERMS, THE AGGREGATE TOTAL LIABILITY RELATING TO SUCH CASECLAIMS OR CONNECTED WITH AND/OR ARISING PURSUANT TO SUCH CLAIMS, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR REGARDLESS OF THE ACCOUNT MAY FROM TIME TO TIME BE ENTEREDDAMAGES THEORY, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTWILL NOT EXCEED ONE HUNDRED THOUSAND U.S. DOLLARS (US$100,000).

Limitations of Liability. TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO ------------------------ EVENT WILL CGM BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE BLACKBOARD OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR ITS LICENSORS BE LIABLE TO ANY OTHER PARTY DEVELOPER OR ITS CUSTOMERS FOR ANY CONSEQUENTIALOF THE FOLLOWING TYPES OF LOSS OR DAMAGE ARISING IN ANY WAY OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE SOFTWARE, INDIRECT, OR PUNITIVE DAMAGES, OPPORTUNITY COSTS, OR LOST PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE PARTY BLACKBOARD WAS AWARE ADVISED IN ADVANCE OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE: (A) ANY LOSS OF BUSINESS, CONTRACTS, PROFITS, ANTICIPATED SAVINGS, GOODWILL OR REVENUE; (B) ANY LOSS OR CORRUPTION OF DATA; OR (C) ANY INCIDENTAL INDIRECT OR CONSEQUENTIAL LOSSES OR DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, SPECIAL, PUNITIVE, OR EXEMPLARY DAMAGES). CGM IN NO EVENT SHALL NOT BE LIABLE IF BLACKBOARD'S CUMULATIVE LIABILITY FOR ALL CLAIMS ARISING FROM OR RELATING TO THIS AGREEMENT, REGARDLESS OF THE PERFORMANCE NATURE OF ITS OBLIGATIONS THE CLAIM, EXCEED THE AMOUNT OF FEES PAID BY DEVELOPER UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE FOR THE PARTICULAR SOFTWARE WITH RESPECT TO FIRE, FLOOD, STRIKE, WARWHICH THE RELEVANT CLAIM AROSE DURING THE TWELVE (12)-MONTH PERIOD IMMEDIATELY PRIOR TO THE EVENT, ACT OR OMISSION GIVING RISE TO SUCH LIABILITY. THIS LIMITATION OF TERRORISM, ACT LIABILITY IS INTENDED TO APPLY WITHOUT REGARD TO WHETHER OTHER PROVISIONS OF GOD, GOVERNMENTAL ACTION, THIS AGREEMENT HAVE BEEN BREACHED OR ANY OTHER CAUSE BEYOND CGM’S CONTROLHAVE PROVEN INEFFECTIVE. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.10.3

Limitations of Liability. NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY OR OTHERWISE, IN NO EVENT WILL CGM BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR NUCLEUS BIOLOGICS BE LIABLE TO UNDER OR IN CONNECTION WITH THESE TERMS UNDER ANY OTHER PARTY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE, FOR ANY ANY: (a) CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR PUNITIVE DAMAGES, OPPORTUNITY ; (b) INCREASED COSTS, DIMINUTION IN VALUE OR LOST PROFITS BUSINESS, PRODUCTION, REVENUES, OR PROFITS; (WHETHER c) LOSS OF GOODWILL OR NOT ARISING FROM ITS NEGLIGENCE AND REPUTATION; (d) USE, INABILITY TO USE, LOSS, INTERRUPTION, DELAY OR RECOVERY OF ANY DATA, OR BREACH OF DATA OR SYSTEM SECURITY; OR (e) COST OF REPLACEMENT GOODS OR SERVICES, IN EACH CASE REGARDLESS OF WHETHER THE PARTY NUCLEUS BIOLOGICS WAS AWARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES)LOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE. CGM SHALL NOT BE LIABLE IF THE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE NOTWITHSTANDING ANYTHING HEREIN TO THE FAILURE CONTRARY OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S OTHERWISE, EXCEPT FOR NUCLEUS BIOLOGICS’ GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, IN NO EVENT WILL NUCLEUS BIOLOGICS’ AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE EXCEED THE TOTAL AMOUNTS PAID TO NUCLEUS BIOLOGICS UNDER THESE TERMS IN THE THREE MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

Limitations of Liability. IN NO EVENT WILL CGM BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY OTHER PARTY FOR ANY CONSEQUENTIALTHE OTHER, INDIRECTREGARDLESS OF THE LEGAL THEORY USED TO MAKE A CLAIM, OR PUNITIVE DAMAGES, OPPORTUNITY COSTS, OR LOST PROFITS (AND WHETHER OR NOT BASED UPON NEGLIGENCE, BREACH OF WARRANTY, STRICT LIABILITY, IN TORT OR ANY OTHER CAUSE OF ACTION, FOR ANY (A) COST OF PROCUREMENT OF ANY SUBSTITUTE PRODUCTS OR SERVICES, OR COST OF REPLACEMENT OR RESTORATION OF ANY LOST OR ALTERED CONTENT, (B) DELAYS OR UNAVAILABILITY OF ANY PRODUCTS OR SERVICES (OTHER THAN AS PROVIDED IN THE SUPPORT SERVICES), ECONOMIC LOSSES, EXPECTED OR LOST PROFITS, REVENUE, OR ANTICIPATED SAVINGS, LOSS OF BUSINESS, LOSS OF CONTRACTS, LOSS OF OR DAMAGE TO GOODWILL OR REPUTATION, AND/OR (C) INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL LOSS OR DAMAGE, WHETHER ARISING FROM ITS NEGLIGENCE AND REGARDLESS OUT OF WHETHER PERFORMANCE OR BREACH OF THIS AGREEMENT OR THE USE OR INABILITY TO USE THE PRODUCTS, OR FOR ANY MATTER BEYOND THE PARTY’S REASONABLE CONTROL, EVEN IF THE PARTY WAS AWARE OF HAS BEEN ADVISED AS TO THE POSSIBILITY OF SUCH LOSS OR DAMAGES). CGM SHALL NOT BE LIABLE IF EXCEPT FOR THE PERFORMANCE PARTIES’ OBLIGATIONS SET FORTH IN SECTIONS 4 AND 9 OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED AND CUSTOMER’S PAYMENT OBLIGATIONS HEREUNDER AND/OR RENDERED IMPOSSIBLE DUE UNDER THE AWS MARKETPLACE TERMS (AS APPLICABLE), TO FIRETHE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, FLOODEACH PARTY AGREES THAT THE MAXIMUM AGGREGATE LIABILITY OF EITHER PARTY ON ALL CLAIMS OF ANY KIND UNDER THE AGREEMENT, STRIKEWHETHER BASED ON CONTRACT, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTIONTORT, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. LEGAL OR EQUITABLE THEORY OR RESULTING FROM THIS AGREEMENT OR ANY PRODUCTS OR SERVICES, SHALL NOT EXCEED THE GREATER OF (A) THE FEES PAID OR PAYABLE TO PALANTIR BY CUSTOMER IN ANY SUCH CASE, CGM MAY RELATION TO THE PRODUCTS AND/OR SERVICES UNDER THE APPLICABLE ORDER FORM AND/OR THE AWS MARKETPLACE TERMS (AS APPLICABLE) IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS THE TWELVE (12) MONTHS PRECEDING THE CLAIM FOR THE ACCOUNT MAY FROM TIME PRODUCTS OR SERVICES THAT GAVE RISE TO TIME BE ENTEREDSUCH CLAIM OR (B) FIFTY THOUSAND DOLLARS (USD 50,000), EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY AND THAT SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTREMEDY IS FAIR AND ADEQUATE.

Limitations of Liability. 14.1. EXCEPT FOR PALANTIR’S OBLIGATIONS SET FORTH IN NO EVENT WILL CGM BE RESPONSIBLE SECTION 11 OF THIS AGREEMENT, AND EXCEPT FOR DEATH OR PERSONAL INJURY RESULTING FROM PALANTIR’S NEGLIGENCE AND EXCEPT FOR ANY LOSSES OTHER LIABILITY WHICH CANNOT BE LIMITED OR EXCLUDED BY APPLICABLE LAW OR BREACH OF THE TERMS IMPLIED BY SECTION 2 OF THE SUPPLY OF GOODS AND SERVICES ACT 1982, TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AND NOTWITHSTANDING ANYTHING IN THIS AGREEMENT TO THE CONTRARY, PALANTIR DISCLAIMS ALL AND SHALL BE REQUIRED TO PAY OR NOT BE LIABLE TO CUSTOMER OR TO ANY OTHER THIRD PARTY WITH RESPECT TO ANY PRODUCT, SERVICE OR OTHERWISE ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT FOR ANY CONSEQUENTIAL, INDIRECT, OR PUNITIVE DAMAGES, OPPORTUNITY COSTSSPECIAL, OR LOST PROFITS (CONSEQUENTIAL DAMAGES OR LOSS, REGARDLESS OF THE LEGAL THEORY USED TO MAKE A CLAIM, AND WHETHER OR NOT BASED UPON PALANTIR’S NEGLIGENCE, MISREPRESENTATION (OTHER THAN FRAUDULENT MISREPRESENTATION), BREACH OR ALLEGED BREACH OF WARRANTY OR OTHER TERM, EXPRESS OR IMPLIED, STATUTORY DUTY, STRICT LIABILITY, TORT OR ANY OTHER CAUSE OF ACTION, INCLUDING WITHOUT LIMITATION, LOSS OF USE, LOSS, ALTERATION, CORRUPTION, OR BREACH OF DATA, SOFTWARE OR SYSTEMS, DELAYS, ECONOMIC LOSSES, LOST PROFITS, ANTICIPATED SAVINGS, LOSS OF BUSINESS, LOSS OF CONTRACTS, LOSS OF OR DAMAGE TO GOODWILL OR REPUTATION ARISING FROM ITS NEGLIGENCE AND REGARDLESS OUT OF WHETHER PERFORMANCE, NON-PERFORMANCE OR BREACH OR ALLEGED BREACH OF THIS AGREEMENT OR THE USE OR INABILITY TO USE THE PRODUCTS, OR FOR ANY MATTER BEYOND PALANTIR’S REASONABLE CONTROL, EVEN IF SUCH PARTY WAS AWARE OF HAS BEEN ADVISED AS TO THE POSSIBILITY OF SUCH LOSS OR DAMAGES). CGM SHALL NOT BE LIABLE IF THE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.

Limitations of Liability. HID OR ITS SUPPLIERS SHALL ONLY BE LIABLE FOR THE VIOLATION OF AN OBLIGATION, THE PARTICULAR FULFILMENT OF WHICH IS OF PARTICULAR SIGNIFICANCE FOR THE ACHIEVEMENT OF THE CONTRACTUAL PURPOSE (CARDINAL OBLIGATION). IN SUCH CASE HID´S OR ITS SUPPLIERS´ LIABILITY SHALL BE LIMITED TO THE REASONABLE FORESEEABLE DAMAGE WHICH CAN BE TYPICALLY EXPECTED TO ARISE WITHIN THE SCOPE OF THIS AGREEMENT. WHERE HID’S OR ITS SUPPLIERS´ LIABILITY IS LIMITED TO THE REASONABLE FORSEEBALE DAMAGE, HID OR ITS SUPPLIERS SHALL ONLY BE LIABLE UNDER THIS AGREEMENT FOR DIRECT DAMAGES AND ITS LIABILITY SHALL IN NO EVENT WILL CGM EXCEED THE AMOUNT HID RECEIVED FROM YOU FOR THE PARTICULAR PRODUCT OR SERVICE GIVING RISE TO THE LIABILITY. TO THE EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL HID BE RESPONSIBLE LIABLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES ARISING SOLELY AS A RESULT OUT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY RELATING TO THIS AGREEMENT SHALL BE REQUIRED AGREEMENT, INCLUDING BUT NOT LIMITED TO PAY LOSS OF BUSINESS, REVENUE, PROFITS, GOODWILL, USE, DATA OR BE LIABLE TO OTHER ECONOMIC ADVANTAGE AND ANY OTHER PARTY FOR ANY CONSEQUENTIALNON-ECONOMIC LOSSES, INDIRECT, OR PUNITIVE DAMAGES, OPPORTUNITY COSTS, OR LOST PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE LEGAL THEORY ON WHICH ANY SUCH DAMAGES MAY BE BASED AND EVEN IF A PARTY WAS AWARE HAS BEEN ADVISED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES). CGM NOTHING IN THIS CLAUSE SHALL NOT BE LIABLE IF THE PERFORMANCE OF LIMIT HID’S OR ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO SUPPLIERS´ LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S DAMAGES WHICH, FOR WHATEVER LEGAL REASON, WERE CAUSED WITH GROSS NEGLIGENCE OR WILLFUL MISCONDUCTWILFUL INTENT, FOR DAMAGES TO LIFE, BODY AND HEALTH AND FROM THE ACCEPTANCE OF A GUARANTEE OR OF A PRODUCT LIABILITY RISK OR WHICH OTHERWISE MAY NOT BE EXCLUDED BY MANDATORY STATUTORY LAWS.

Limitations of Liability. IN NO EVENT WILL CGM ECOBOT BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE LIABLE UNDER OR WILLFUL MISCONDUCT. NO PARTY TO IN CONNECTION WITH THIS AGREEMENT SHALL BE REQUIRED TO PAY UNDER ANY LEGAL OR BE LIABLE TO ANY OTHER PARTY EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE, FOR ANY ANY: (a) CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR PUNITIVE DAMAGES, OPPORTUNITY ; (b) INCREASED COSTS, DIMINUTION IN VALUE OR LOST PROFITS BUSINESS, PRODUCTION, REVENUES, OR PROFITS; (WHETHER c) LOSS OF GOODWILL OR NOT ARISING FROM ITS NEGLIGENCE AND REPUTATION; (d) USE, INABILITY TO USE, LOSS, INTERRUPTION, DELAY, OR RECOVERY OF ANY DATA, OR BREACH OF DATA OR SYSTEM SECURITY; OR (e) COST OF REPLACEMENT GOODS OR SERVICES, IN EACH CASE REGARDLESS OF WHETHER THE PARTY ECOBOT WAS AWARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGESLOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE. IN NO EVENT WILL ECOBOT'S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE). CGM SHALL NOT BE LIABLE IF , STRICT LIABILITY, AND OTHERWISE EXCEED THE PERFORMANCE OF ITS OBLIGATIONS TOTAL AMOUNTS PAID TO ECOBOT UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE IN THE ONE YEAR PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROLTHE CLAIM. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR NO EVENT WILL ECOBOT’S LIABILITY UNDER THIS AGREEMENT EQUAL MORE THAN THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED AMOUNTS PAID BY CUSTOMER DUE TO ECOBOT IN THE 12 MONTHS IMMEDIATELY PRIOR TO THE FAILURE OR MALFUNCTION EVENT GIVING RISE TO THE CAUSE OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTACTION.

Limitations of Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EXCEPT FOR LIABILITY ARISING OUT OF: (i) PERSONAL INJURY OR DEATH; (ii) MISUSE OR VIOLATION OF DRAGOS’S INTELLECTUAL PROPERTY RIGHTS BY CUSTOMER; (iii) PAYMENT OBLIGATIONS FOR OFFERINGS; (iv) WILLFUL MISCONDUCT OR FRAUD BY A PARTY; AND/OR (v) AMOUNTS PAYABLE TO THIRD PARTIES UNDER SECTION 9 (INDEMNIFICATION), IN NO EVENT WILL CGM BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO WILL: (a): EITHER PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY OTHER PARTY FOR ANY CONSEQUENTIAL, SPECIAL, INDIRECT, INCIDENTAL, OR PUNITIVE DAMAGESDAMAGES WHATSOEVER (INCLUDING, OPPORTUNITY COSTSWITHOUT LIMITATION, LOSS OF PROFITS, DATA OR INFORMATION, COSTS OF PROCUREMENT OF SUBSTITUTE PRODUCTS OR SERVICES, OR LOST PROFITS (WHETHER BUSINESS INTERRUPTION) ARISING OUT OF OR NOT ARISING FROM ITS NEGLIGENCE RELATED TO THIS AGREEMENT AND REGARDLESS OF WHETHER THE ANY PRODUCTS OR SERVICES, EVEN IF SUCH PARTY WAS AWARE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES); AND (b) EITHER PARTY’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT AND ANY OFFERINGS EXCEED THE FEES PAID OR PAYABLE BY CUSTOMER FOR THE APPLICABLE OFFERING WHICH IS THE SUBJECT OF SUCH CLAIM IN THE TWELVE (12) MONTHS PERIOD BEFORE THE EVENT GIVING RISE TO SUCH LIABILITY. CGM THESE LIMITATIONS WILL APPLY NOTWITHSTANDING ANY FAILURE OF THE ESSENTIAL PURPOSE OF ANY REMEDY SPECIFIED IN THIS AGREEMENT. MULTIPLE CLAIMS SHALL NOT BE LIABLE IF EXPAND THE PERFORMANCE OF ITS OBLIGATIONS UNDER LIMITATIONS SPECIFIED IN THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTSECTION.

Limitations of Liability. IN THE EVENT THAT TREND MICRO HAS NOT ISSUED OR MANAGED A CERTIFICATE IN COMPLETE COMPLIANCE WITH THE CA/BROWSER FORUM BASELINE REQUIREMENTS AND TREND MICRO’S RELATED POLICIES AND SUCH ACTIONS HAVE CAUSED HARM OR INJURY TO A SUBSCRIBER AND/OR RELYING PARTY, IN NO EVENT WILL CGM BE RESPONSIBLE SHALL THE CUMULATIVE LIABILITY OF TREND MICRO TO ANY SUBSCRIBER AND/OR ANY RELYING PARTY FOR ALL CLAIMS RELATED TO THE INSTALLATION OF, USE OF OR RELIANCE UPON A CERTIFICATE OR FOR THE SERVICES PROVIDED HEREUNDER, (INCLUDING WITHOUT LIMITATION ANY CAUSE OF ACTION OR LEGAL THEORY INVOLVED FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AND ALL CLAIMS, LOSSES, OR DAMAGES SUFFERED AS A RESULT OF CGM’S NEGLIGENCE THE USE OR RELIANCE ON SUCH CERTIFICATE FOR LEGALLY RECOGNIZED AND PROVABLE CLAIMS) EXCEED TWO THOUSAND U.S. DOLLARS ($2,000.00) PER SUBSCRIBER OR RELYING PARTY PER EV CERTIFICATE. EXCEPT FOR THE FOREGOING, AND EXCEPT TO THE EXTENT CAUSED BY TREND MICRO'S WILLFUL MISCONDUCT, IN NO EVENT SHALL THE CUMULATIVE LIABILITY OF TREND MICRO TO SUBSCRIBERS AND/OR ANY RELYING PARTIES FOR ALL CLAIMS RELATED TO THE INSTALLATION OF, USE OF OR RELIANCE UPON A CERTIFICATE OR FOR THE SERVICES PROVIDED HEREUNDER INCLUDING WITHOUT LIMITATION ANY CAUSE OF ACTION SOUNDING IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, FOR BREACH OF A STATUTORY DUTY OR IN ANY OTHER WAY EXCEED TEN THOUSAND U.S. DOLLARS ($10,000.00) IN THE AGGREGATE ALL CLAIMS AND ALL CLAIMANTS PER EV CERTIFICATE. NO PARTY TO THIS AGREEMENT TREND MICRO SHALL BE REQUIRED TO PAY OR NOT BE LIABLE TO IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, FOR BREACH OF A STATUTORY DUTY OR IN ANY OTHER PARTY FOR ANY CONSEQUENTIAL, INDIRECT, OR PUNITIVE DAMAGES, OPPORTUNITY COSTS, OR LOST PROFITS WAY (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE PARTY WAS AWARE EVEN IF TREND MICRO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE IF THE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.) FOR:

Limitations of Liability. THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED IN THE CONTRACT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE OF DAMAGES IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY, THE OBLIGOR'S LIABILITY SHALL BE LIMITED AS SET FORTH IN SUCH PROVISION, AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. IF NO EVENT WILL CGM REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR'S LIABILITY SHALL BE RESPONSIBLE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE DAMAGES. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL BE LIABLE FOR ANY LOSSES CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR INDIRECT DAMAGES, LOST PROFITS OR OTHER BUSINESS INTERRUPTION DAMAGES, BY STATUTE, IN TORT OR CONTRACT OR OTHERWISE, EXCEPT TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY THE EXTENT SUCH LIABILITIES ARISE AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO A THIRD PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY OTHER PARTY CLAIM FOR ANY CONSEQUENTIAL, INDIRECTWHICH INDEMNIFICATION IS OWED UNDER THE RFP, OR PUNITIVE DAMAGES, OPPORTUNITY COSTS, OR LOST PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS ARISE AS A RESULT OF WHETHER THE PARTY WAS AWARE OF THE POSSIBILITY OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE IF THE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S A PARTY'S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTMISCONDUCT (TO THE EXTENT SUCH DAMAGES ARE AUTHORIZED AGAINST DOC UNDER APPLICABLE LAW). TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINE, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSS. THE PARTIES AGREE THAT (1) IN THE EVENT THAT ANY TAX CREDITS CLAIMED OR RECEIVED BY CONTRACTOR (OR ITS TAX INVESTORS) WITH RESPECT TO THE SYSTEM ARE RECAPTURED, THE RECAPTURED AMOUNT SHALL BE DEEMED TO BE DIRECT AND NOT INDIRECT OR CONSEQUENTIAL DAMAGES, AND (2) IN THE EVENT THAT A BREACH OF THE CONTRACT CAUSES CONTRACTOR TO LOSE THE BENEFIT OF ANY ENVIRONMENTAL ATTRIBUTES OR ANY ENVIRONMENTAL INCENTIVES, THE AMOUNT OF SUCH ENVIRONMENTAL ATTRIBUTES OR ENVIRONMENTAL INCENTIVES SHALL BE DIRECT AND NOT INDIRECT OR CONSEQUENTIAL DAMAGES.

Limitations of Liability. IN THE EVENT OF ANY PROBLEM WITH EPICCARE LINK OR ANY OF ITS CONTENT, PROVIDER AGREES THAT PROVIDER’S SOLE REMEDY IS TO CEASE USING EPICCARE LINK. UNDER NO EVENT WILL CGM CIRCUMSTANCES SHALL SOUTH SHORE BE RESPONSIBLE LIABLE IN ANY WAY FOR PROVIDER’S USE OF EPICCARE LINK OR ANY OF ITS CONTENT, INCLUDING, BUT NOT LIMITED TO, ANY ERRORS OR OMISSIONS IN ANY CONTENT, ANY INFRINGEMENT BY ANY CONTENT OF THE INTELLECTUAL PROPERTY RIGHTS OR OTHER RIGHTS OF THIRD PARTIES, OR FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCTTHE USE OF ANY CONTENT. UNDER NO PARTY TO THIS AGREEMENT CIRCUMSTANCES SHALL BE REQUIRED TO PAY OR SOUTH SHORE BE LIABLE TO ANY OTHER PARTY FOR ANY PUNITIVE, EXEMPLARY, CONSEQUENTIAL, INDIRECTINCIDENTAL, INDIRECT OR PUNITIVE DAMAGESSPECIAL DAMAGES (INCLUDING, OPPORTUNITY COSTSWITHOUT LIMITATION, ANY LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR LOST PROFITS (WHETHER OTHER DATA ON PROVIDER’S INFORMATION HANDLING SYSTEM OR NOT OTHERWISE) ARISING FROM ITS NEGLIGENCE AND REGARDLESS OR IN CONNECTION WITH PROVIDER’S USE OF EPICCARE LINK, WHETHER THE PARTY WAS AWARE UNDER A THEORY OF BREACH OF CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF SOUTH SHORE HAD BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE IF THE PERFORMANCE OF ITS OBLIGATIONS UNDER NOTWITHSTANDING ANY PROVISION IN THIS AGREEMENT IS DELAYED TO THE CONTRARY, PROVIDER HEREBY RELEASES AND AGREES TO HOLD SOUTH SHORE HARMLESS FROM ANY AND ALL CLAIMS, DEMANDS, AND DAMAGES OF EVERY KIND AND NATURE (INCLUDING, WITHOUT LIMITATION, ACTUAL, SPECIAL, INCIDENTAL AND CONSEQUENTIAL), KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED, ARISING OUT OF OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMSWAY CONNECTED WITH PROVIDER’S USE OF EPICCARE LINK. ORDERS FOR PROVIDER WAIVES THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION PROVISIONS OF ANY COMPUTER HARDWARE STATE OR SOFTWARE LOCAL LAW LIMITING OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTPROHIBITING A GENERAL RELEASE.

Limitations of Liability. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, EXCEPT AS OTHERWISE PROVIDED IN THIS SECTION 18: (a) IN NO EVENT WILL CGM SHALL EITHER PARTY, ITS AFFILIATES OR THEIR EMPLOYEES, AGENTS, CONTRACTORS, OFFICERS OR DIRECTORS BE RESPONSIBLE LIABLE FOR ANY LOSSES TO CUSTOMER INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR BUSINESS INTERRUPTION, LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER THAN DIRECT INTANGIBLE LOSSES ARISING SOLELY AS A RESULT OUT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY RELATING TO THIS AGREEMENT; AND (b) IN NO EVENT SHALL EITHER PARTY’S CUMULATIVE AND AGGREGATE LIABILITY UNDER THIS AGREEMENT SHALL BE REQUIRED EXCEED THE FEES PAID TO PAY Botprise BY CUSTOMER UNDER THE APPLICABLE ORDER(S), INCLUDING PRIOR ORDERS FOR THE SAME SERVICES, IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO THE LIABILITY. THE EXCLUSIONS AND LIMITATIONS IN THIS SECTION (COLLECTIVELY, THE “EXCLUSIONS”) APPLY WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR BE LIABLE TO ANY OTHER BASIS, EVEN IF THE NON-BREACHING PARTY FOR ANY CONSEQUENTIAL, INDIRECT, OR PUNITIVE DAMAGES, OPPORTUNITY COSTS, OR LOST PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE PARTY WAS AWARE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES)DAMAGE. CGM THE EXCLUSIONS SHALL NOT BE LIABLE IF APPLY TO A PARTY’S INDEMNIFICATION OBLIGATIONS UNDER SECTION 17, CUSTOMER’S BREACH OF SECTION 8.2, OR CUSTOMER’S PAYMENT OBLIGATIONS TO Botprise UNDER THIS AGREEMENT. THE PERFORMANCE PROVISIONS OF ITS OBLIGATIONS THIS SECTION 18 ALLOCATE THE RISKS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE BETWEEN THE PARTIES, AND THE PARTIES HAVE RELIED ON THE EXCLUSIONS IN DETERMINING TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS ENTER INTO THIS AGREEMENT AND THE PRICING FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTSERVICES.

Limitations of Liability. JUNIPER’S CUMULATIVE AND AGGREGATE LIABILITY ARISING OUT OF THIS AGREEMENT AND/OR SALE OF THE PRODUCTS OR SERVICES SHALL BE LIMITED TO THE GREATER OF U.S. $100,000 OR THE AMOUNT PAID BY RESELLER FOR JUNIPER PRODUCTS (AS SUCH TERM IS DEFINED IN THIS AGREEMENT), UP TO A MAXIMUM OF U.S. $2,000,000. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AND NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS AGREEMENT, IN NO EVENT WILL CGM BE RESPONSIBLE SHALL JUNIPER HAVE ANY LIABILITY OR OBLIGATION WHATSOEVER FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT LOST PROFITS, LOSS OF CGM’S NEGLIGENCE DATA OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR BE LIABLE TO ANY OTHER PARTY SERVICES, OR FOR ANY CONSEQUENTIALSPECIAL, INCIDENTAL, INDIRECT, OR PUNITIVE DAMAGES, OPPORTUNITY COSTSEXEMPLARY, OR LOST PROFITS (CONSEQUENTIAL DAMAGES ARISING OUT OF OR UNDER THIS AGREEMENT OR ANY TRANSACTION CONTEMPLATED HEREUNDER, WHETHER ARISING BY CONTRACT, TORT, OR NOT ARISING UNDER ANY OTHER THEORY OF LIABILITY, INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM ITS NEGLIGENCE AND REGARDLESS THE USE OF WHETHER PRODUCT PURCHASED HEREUNDER, OR THE PARTY WAS AWARE FAILURE OF PRODUCTS OR SERVICES TO PERFORM, OR FOR ANY OTHER REASON, EVEN IF JUNIPER IS INFORMED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES)DAMAGES OCCURRING. CGM THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING THE FAILURE OF THE ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. THIS SECTION WILL NOT EXCLUDE ANY LIABILITY FOR DAMAGES THAT CANNOT BE LIABLE IF EXCLUDED BY APPLICABLE LAW, PROVIDED THAT TO THE PERFORMANCE OF MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW ANY SUCH DAMAGES WILL BE SUBJECT TO THE TOTAL AGGREGATE LIABILITY LIMIT SET FORTH IN THIS SECTION ABOVE. RESELLER ACKNOWLEDGES AND AGREES THAT JUNIPER HAS ESTABLISHED ITS OBLIGATIONS UNDER PRICES AND ENTERED INTO THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIREIN RELIANCE UPON THE WARRANTY DISCLAIMERS AND THE LIABILITY LIMITATIONS SET FORTH HEREIN, FLOOD, STRIKE, WAR, ACT THAT THESE DISCLAIMERS AND LIMITATIONS REFLECT AN ALLOCATION OF TERRORISM, ACT RISK BETWEEN THE PARTIES (INCLUDING THE RISK OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR FAILURE OF THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION ESSENTIAL PURPOSE OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTCONTRACT REMEDY AND RISK OF CONSEQUENTIAL LOSS), AND THAT THESE DISCLAIMERS AND LIMITATIONS FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE PARTIES.

Limitations of Liability. NEITHER PARTY LIMITS NOR EXCLUDES ITS LIABILITY FOR DEATH OR PERSONAL INJURY, FRAUD OR ANY OTHER MATTER THAT CANNOT BE LAWFULLY EXCLUDED. NEVERTHELESS, EACH PARTY’S’S SOLE LIABILITY HEREUNDER SHALL BE LIMITED TO DIRECT AND OBJECTIVELY MEASURABLE DAMAGES. IN NO EVENT WILL CGM BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO SHALL EITHER PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY OTHER PARTY ANYONE FOR ANY CONSEQUENTIAL, INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGESOTHER DAMAGES OF ANY TYPE OR KIND (INCLUDING LOSS OF DATA, OPPORTUNITY COSTSREVENUE, PROFITS, USE, BUSINESS INTERUPTIONS OR OTHER ECONOMIC ADVANTAGE) ARISING OUT OF, OR LOST PROFITS (WHETHER IN ANY WAY CONNECTED WITH C3 RESERVATIONS, INCLUDING BUT NOT LIMITED TO THE USE OR NOT ARISING INABILITY TO USE C3 RESERVATIONS, OR FOR ANY CONTENT OBTAINED FROM ITS NEGLIGENCE AND OR THROUGH C3 RESERVATIONS, ANY INTERRUPTION, INACCURACY, ERROR OR OMISSION, REGARDLESS OF WHETHER CAUSE IN THE CONTENT, EVEN IF THE PARTY WAS AWARE HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. EXCEPT FOR LIABILITIES ARISING FROM A CLAIM RELATED TO DEATH, PERSONAL INJURIES, FRAUD OR PURSUANT TO SECTION 10 (MUTUAL INDEMNIFICATION) OR SECTION 4 (CUSTOMER USE OF C3 RESERVATIONS), IN NO EVENT SHALL EITHER PARTY'S AGGREGATE LIABILITY EXCEED THE AMOUNTS ACTUALLY PAID BY AND/OR DUE FROM THE CUSTOMER IN THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM. CGM IF NO SUCH AMOUNT WAS PAID AND/OR IS DUE YET, THEN IT SHALL NOT BE LIABLE IF THE PERFORMANCE AMOUNT REPRESENTING THE CURRENT BASE COST PER TRANSACTION MULTIPLIED BY THE NUMBER OF ITS OBLIGATIONS TRANSACTION EXECUTED BY THE CUSTOMER IN THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM.THE PARTIES ACKNOWLEDGE THAT THESE LIMITATIONS ON POTENTIAL LIABILITIES WERE AN ESSENTIAL ELEMENT IN SETTING CONSIDERATION UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTAGREEMENT.

Limitations of Liability. IN NO EVENT WILL CGM BE RESPONSIBLE FOR ANY LOSSES (a) TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, A RESULT OF CGMPARTY’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY MAXIMUM, CUMULATIVE AND SOLE LIABILITY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY THE OTHER PARTY FOR ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF THIS AGREEMENT, THE SERVICES, RECIPIENT’S AND ITS AFFILIATES’ ACTS OR OMISSIONS, OR PROVIDER’S, ITS AFFILIATES’ AND ITS AND THEIR THIRD PARTY PROVIDERS’ ACTS OR OMISSIONS IN CONNECTION WITH THIS AGREEMENT SHALL NOT EXCEED THE FEES PAID BY RECIPIENT TO PROVIDER PURSUANT TO THIS AGREEMENT DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE FIRST SUCH CLAIM OR CAUSE OF ACTION; PROVIDED THAT NO SUCH LIMITATION SHALL APPLY IN RESPECT OF ANY INDEMNIFICATION OBLIGATION DESCRIBED IN SECTION 5.3(a)(iii); PROVIDED, FURTHER, THAT, WITH RESPECT TO ANY LIABILITY OF A PARTY PURSUANT TO THIS AGREEMENT THAT RELATES TO DATA PRIVACY OR CYBERSECURITY, IF SUCH PARTY, USING COMMERCIALLY REASONABLE EFFORTS AND EXERCISING GOOD FAITH, IS ABLE TO RECOVER AN AMOUNT GREATER THAN THE FOREGOING LIABILITY CAP FROM ITS APPLICABLE THIRD PARTY SERVICE PROVIDERS, SUCH PARTY SHALL PASS A PRO RATA PORTION OF SUCH EXCESS RECOVERY THROUGH TO THE OTHER PARTY (BASED ON THE RELATIVE AMOUNT OF SUCH LIABILITY IN COMPARISON TO DAMAGES SUFFERED BY SUCH LIABLE PARTY FOR WHICH SUCH RECOVERY IS OBTAINED). NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS AGREEMENT, TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW, NEITHER PARTY NOR ITS AFFILIATES, NOR ITS AND, SOLELY WITH RESPECT TO PROVIDER, THEIR THIRD PARTY PROVIDERS SHALL HAVE ANY LIABILITY HEREUNDER FOR, AND DAMAGES SHALL NOT INCLUDE, ANY PUNITIVE, INCIDENTAL, CONSEQUENTIAL, INDIRECTSPECIAL OR INDIRECT DAMAGES, OR PUNITIVE DAMAGESDAMAGES CALCULATED BASED UPON LOST PROFITS, OPPORTUNITY COSTSLOSS IN VALUE OR MULTIPLE OF EARNINGS. ANY CLAIM OR CAUSE OF ACTION REQUESTING OR CLAIMING SUCH DAMAGES IS SPECIFICALLY WAIVED AND BARRED, OR LOST PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE SUCH DAMAGES WERE FORESEEABLE OR A PARTY WAS AWARE NOTIFIED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES). CGM WITHOUT LIMITING THE FOREGOING, THE AMOUNT OF ANY DAMAGES PAYABLE BY ANY PARTY HEREUNDER SHALL NOT BE LIABLE IF NET OF ANY AMOUNTS RECOVERED BY THE PERFORMANCE OF ITS OBLIGATIONS OTHER PARTY UNDER THIS AGREEMENT IS DELAYED APPLICABLE INSURANCE POLICIES OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR FROM ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY PERSON OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME ENTITY ALLEGED TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTRESPONSIBLE THEREFOR.

Limitations of Liability. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN NO EVENT THESE TERMS AND CONDITIONS, HOTSCHEDULES WILL CGM BE RESPONSIBLE FOR NOT, UNDER ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR CIRCUMSTANCES, BE LIABLE TO ANY OTHER PARTY SUBSCRIBER OR SUBSCRIBER’S USERS FOR ANY CONSEQUENTIAL, INDIRECTINCIDENTAL, SPECIAL, OR PUNITIVE DAMAGESEXEMPLARY DAMAGES ARISING OUT OF OR RELATED TO THESE TERMS AND CONDITIONS, OPPORTUNITY COSTSINCLUDING BUT NOT LIMITED TO LOST GOODWILL OR BUSINESS VALUE, LOST PROFITS, OR LOST PROFITS LOSS OF BUSINESS, EVEN IF HOTSCHEDULES IS APPRISED OR SHOULD HAVE KNOWN OF THE LIKELIHOOD OF SUCH DAMAGES OCCURRING. UNDER NO CIRCUMSTANCES WILL HOTSCHEDULES' TOTAL LIABILITY OF ANY KIND ARISING OUT OF OR RELATED TO THESE TERMS AND CONDITIONS (WHETHER OR INCLUDING BUT NOT ARISING FROM ITS NEGLIGENCE LIMITED TO WARRANTY CLAIMS), REGARDLESS OF THE FORUM AND REGARDLESS OF WHETHER ANY ACTION OR CLAIM IS BASED ON CONTRACT, TORT, OR OTHERWISE, EXCEED THE PARTY WAS AWARE TOTAL SUBSCRIPTION FEES PAID BY SUBSCRIBER TO HOTSCHEDULES UNDER THESE TERMS AND CONDITIONS DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE DATE OF THE POSSIBILITY EVENT GIVING RISE TO THE CLAIM. THE EXISTENCE OF SUCH DAMAGES). CGM MORE THAN ONE CLAIM SHALL NOT BE LIABLE IF THE PERFORMANCE INCREASE THIS LIMIT. EACH PROVISION OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRETHESE TERMS AND CONDITIONS THAT PROVIDES FOR A LIMITATION OF LIABILITY, FLOOD, STRIKE, WAR, ACT DISCLAIMER OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTIONWARRANTIES, OR ANY EXCLUSION OF DAMAGES IS TO ALLOCATE THE RISKS OF THESE TERMS AND CONDITIONS BETWEEN THE PARTIES. THIS ALLOCATION IS REFLECTED IN THE PRICING OFFERED BY HOTSCHEDULES TO SUBSCRIBER AND IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER CAUSE BEYOND CGM’S CONTROLPROVISIONS OF THESE TERMS AND CONDITIONS. THE LIMITATIONS IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THIS SECTION 9 WILL APPLY NOTWITHSTANDING THE FAILURE OR MALFUNCTION OF ESSENTIAL PURPOSE OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTLIMITED REMEDY IN THESE TERMS AND CONDITIONS.

Limitations of Liability. EXCEPT FOR EITHER PARTY’S INDEMNIFICATION OBLIGATIONS IN SECTION 9 and 10, EITHER PARTY’S BREACH OF CONFIDENTIALITY OBLIGATIONS, AND PARTNER’S MISAPPROPRIATION OF DRUVA’S INTELLECTUAL PROPERTY RIGHTS, IN NO EVENT WILL CGM SHALL EITHER PARTY BE RESPONSIBLE LIABLE FOR ANY LOSSES TO CUSTOMER INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY TYPE OR KIND (INCLUDING LOSS OF BUSINESS, GOODWILL, REVENUE, USE OR OTHER THAN DIRECT LOSSES ECONOMIC ADVANTAGE, OR ANY ALTERATION, COMPROMISE, CORRUPTION OR LOSS OF DATA) ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OUT OF, OR WILLFUL MISCONDUCT. NO PARTY TO IN ANY WAY CONNECTED WITH THE CLOUD SERVICES, THE DOCUMENTATION OR USE THEREOF, OR THIS AGREEMENT SHALL BE REQUIRED TO PAY AGREEMENT, WHETHER BASED ON CONTRACT, TORT OR BE LIABLE TO ANY OTHER PARTY FOR ANY CONSEQUENTIALLEGAL THEORY, INDIRECT, OR PUNITIVE DAMAGES, OPPORTUNITY COSTS, OR LOST PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE PARTY WAS AWARE EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE IF EXCEPT FOR THE PERFORMANCE OF ITS OBLIGATIONS EXCLUSIONS SET FORTH IN THE PRECEDING SENTENCE, EACH PARTY’S AGGREGATE LIABILITY UNDER THIS AGREEMENT IS DELAYED SHALL BE LIMITED TO THE FEES PAID OR RENDERED IMPOSSIBLE DUE PAYABLE BY PARTNER TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS DRUVA UNDER THIS AGREEMENT FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TWELVE MONTHS IMMEDIATELY PRIOR TO THE FAILURE OR MALFUNCTION EVENT GIVING RISE TO THE CLAIM. FOR CLARITY, THE ABOVE LIMITATIONS SHALL NOT LIMIT PARTNER’S PAYMENT OBLIGATIONS FOR PURCHASES UNDER SECTIONS 5 OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTTHIS AGREEMENT. No claim against Druva may be brought more than one year after the facts giving rise to such claim has arisen. The limitations of liability and exclusions of damages in this section form an essential basis of the bargain between the parties and shall survive and apply even if any remedy specified in this Agreement is found to have failed its essential purpose.

Limitations of Liability. EXCEPT FOR INDEMNIFICATION, TO THE EXTENT PERMITTED BY APPLICABLE LAW, CREDITOR NAME'S AND ITS LICENSORS' AGGREGATE LIABILITY UNDER THIS AGREEMENT, WHETHER FOR BREACH OR IN TORT, IS LIMITED: (1) FOR MONTHLY CUSTOMERS, TO THE FEES PAID UNDER THIS AGREEMENT FOR THE TWO MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH LIABILITY; AND (2) FOR ANNUAL CUSTOMERS, TO THE FEES PAID UNDER THIS AGREEMENT FOR THE TWELVE MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH LIABILITY. THE FOREGOING LIMITATION IS THE CUSTOMER’S SOLE AND EXCLUSIVE REMEDY UNDER THIS AGREEMENT. IN NO EVENT WILL CGM CREDITOR NAME OR ITS LICENSORS BE RESPONSIBLE LIABLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES INDIRECT, PUNITIVE, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH OR ARISING SOLELY AS A RESULT OUT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY OTHER PARTY FOR ANY CONSEQUENTIAL, INDIRECT, OR PUNITIVE DAMAGES, OPPORTUNITY COSTS, OR LOST PROFITS (WHETHER OR NOT INCLUDING DAMAGES ARISING FROM ITS NEGLIGENCE LOSS OR DELAYED USE OF EMAIL, WEB TRAFFIC OR DATA; LOST PROFITS, SAVINGS OR REVENUE; DAMAGE TO EQUIPMENT; FALSE POSITIVES OR FALSE NEGATIVES; LOSS OF OR DAMAGE TO RECORDS OR DATA; RE-PROCUREMENT COSTS; AND THIRD PARTY CLAIMS AGAINST CUSTOMER) HOWEVER CAUSED AND REGARDLESS OF WHETHER THE PARTY WAS AWARE LEGAL THEORY OF LIABILITY, EVEN IF CREDITOR NAME HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE , AND EVEN IF THE PERFORMANCE ANY EXCLUSIVE REMEDY PROVIDED FOR HEREIN FAILS OF ITS OBLIGATIONS UNDER ESSENTIAL PURPOSE. NOTWITHSTANDING THE FOREGOING, NOTHING IN THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGMWILL LIMIT CREDITOR NAME’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTDEATH AND PERSONAL INJURY.

Limitations of Liability. TO THE EXTENT NOT PROHIBITED BY LAW, YOU AGREE THAT IN NO EVENT WILL CGM THE ARPEGGI ENTITIES BE RESPONSIBLE LIABLE (A) FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY OTHER PARTY FOR ANY INDIRECT, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL, INDIRECT, OR PUNITIVE DAMAGESDAMAGES (INCLUDING, OPPORTUNITY COSTSBUT NOT LIMITED TO, PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, LOSS OF USE, DATA, OR LOST PROFITS PROFITS, BUSINESS INTERRUPTION, OR ANY OTHER DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE THE AI MODEL), HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, WHETHER UNDER THESE LICENSE TERMS OR OTHERWISE ARISING IN ANY WAY IN CONNECTION WITH THE AI MODEL OR THESE LICENSE TERMS AND WHETHER IN CONTRACT, PRODUCT LIABILITY, OR TORT (WHETHER INCLUDING STRICT LIABILITY OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER NEGLIGENCE) OR OTHERWISE, EVEN IF THE PARTY WAS AWARE ARPEGGI ENTITIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE IF DAMAGE, OR (B) FOR ANY OTHER CLAIM, DEMAND OR DAMAGES WHATSOEVER RESULTING FROM OR ARISING OUT OF OR IN CONNECTION WITH THESE LICENSE TERMS OR THE DELIVERY, USE OR PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT THE AI MODEL. THE MAXIMUM AGGREGATE LIABILITY OF TERRORISM, ACT THE ARPEGGI ENTITIES FOR ALL DAMAGES AND CAUSES OF GOD, GOVERNMENTAL ACTION, WHETHER IN CONTRACT, TORT (INCLUDING STRICT LIABILITY OR ANY OTHER CAUSE BEYOND CGM’S CONTROLNEGLIGENCE) OR OTHERWISE, SHALL BE THE GREATER OF (I) $1,000 OR (II) THE TOTAL AMOUNT YOU PAID FOR SUBSCRIPTIONS IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY. IN ANY SUCH CASESOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, CGM SO THE ABOVE EXCLUSION OR LIMITATION MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME NOT APPLY TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTYOU.

Limitations of Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EXCEPT FOR LIABILITY ARISING OUT OF: (i) PERSONAL INJURY OR DEATH; (ii) MISUSE OR VIOLATION OF DRAGOS’S INTELLECTUAL PROPERTY RIGHTS BY CUSTOMER; (iii) PAYMENT OBLIGATIONS FOR OFFERINGS; (iv) WILLFUL MISCONDUCT OR FRAUD BY A PARTY; AND/OR (v) AMOUNTS PAYABLE TO THIRD PARTIES UNDER SECTION 9 (INDEMNIFICATION), IN NO EVENT WILL CGM BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO WILL: (a): EITHER PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY OTHER PARTY FOR ANY CONSEQUENTIAL, SPECIAL, INDIRECT, INCIDENTAL, OR PUNITIVE DAMAGESDAMAGES WHATSOEVER (INCLUDING, OPPORTUNITY COSTSWITHOUT LIMITATION, LOSS OF PROFITS, DATA OR INFORMATION, COSTS OF PROCUREMENT OF SUBSTITUTE PRODUCTS OR SERVICES, OR LOST PROFITS (WHETHER BUSINESS INTERRUPTION) ARISING OUT OF OR NOT ARISING FROM ITS NEGLIGENCE RELATED TO THIS AGREEMENT AND REGARDLESS OF WHETHER THE ANY OFFERING, EVEN IF SUCH PARTY WAS AWARE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES); AND (b) EITHER PARTY’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT AND ANY OFFERINGS EXCEED THE FEES PAID OR PAYABLE BY CUSTOMER FOR THE APPLICABLE OFFERING WHICH IS THE SUBJECT OF SUCH CLAIM IN THE TWELVE (12) MONTHS PERIOD BEFORE THE EVENT GIVING RISE TO SUCH LIABILITY. CGM THESE LIMITATIONS WILL APPLY NOTWITHSTANDING ANY FAILURE OF THE ESSENTIAL PURPOSE OF ANY REMEDY SPECIFIED IN THIS AGREEMENT. MULTIPLE CLAIMS SHALL NOT BE LIABLE IF EXPAND THE PERFORMANCE OF ITS OBLIGATIONS UNDER LIMITATIONS SPECIFIED IN THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTSECTION.

Limitations of Liability. NOTWITHSTANDING ANYTHING TO THE CONTRARY AND TO THE MAXIMUM EXTENT UNDER APPLICABLE LAW, IN NO EVENT WILL CGM REEF OR ANY OF ITS AFFILIATES BE RESPONSIBLE LIABLE, WHETHER BASED ON CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER THEORY, TO COMPANY OR ANY THIRD PARTY UNDER OR IN CONNECTION WITH THIS AGREEMENT OR ITS SUBJECT MATTER FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY OTHER PARTY FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, INDIRECTSPECIAL, OR PUNITIVE EXEMPLARY DAMAGES, OPPORTUNITY COSTS, INCLUDING LOSS OF REVENUE OR PROFITS OR LOST PROFITS BUSINESS (WHETHER EVEN IF REEF OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE PARTY WAS AWARE AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE IF NOTWITHSTANDING ANYTHING TO THE PERFORMANCE CONTRARY AND TO THE MAXIMUM EXTENT UNDER APPLICABLE LAW, IN NO EVENT WILL THE COLLECTIVE AGGREGATE LIABILITY OF REEF AND ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIREAFFILIATES, FLOODWHETHER BASED ON CONTRACT, STRIKEWARRANTY, WARTORT (INCLUDING NEGLIGENCE), ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTIONSTRICT LIABILITY, OR ANY OTHER CAUSE BEYOND CGM’S CONTROLTHEORY, UNDER OR IN CONNECTION WITH THIS AGREEMENT OR ITS SUBJECT MATTER EXCEED TWELVE (12) MONTHS OF SERVICES FEES PAID TO COMPANY IN THE TWELVE MONTHS IMMEDIATELY PRECEDING THE CLAIM UNDER THIS AGREEMENT. THE LIMITATIONS SPECIFIED IN THIS SECTION WILL APPLY EVEN IF ANY SUCH CASE, CGM MAY REMEDY SPECIFIED IN THIS AGREEMENT IS FOUND TO HAVE FAILED IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTESSENTIAL PURPOSE.

Limitations of Liability. IN NO EVENT WILL CGM EXCEPT FOR CLAIMS ARISING FROM (A) BREACH OF CONFIDENTIALITY, (B) AN INDEMNIFICATION OBLIGATION, (C) WILLFUL MISCONDUCT OR (D) INFRINGEMENT OF A THIRD PARTY’S INTELLECTUAL PROPERTY RIGHTS BY THE OTHER PARTY, NEITHER PARTY, INCLUDING ITS AFFILIATES AND LICENSORS, SHALL BE RESPONSIBLE LIABLE HEREUNDER FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY INDIRECT, INCIDENTAL, PUNITIVE, EXEMPLARY, SPECIAL, OR CONSEQUENTIAL DAMAGES, OR FOR ANY LOSS OF PROFITS OR REVENUE, USE, GOODWILL, DATA, OR COSTS OF SUBSTITUTE GOODS OR SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (INCLUDING NEGLIGENCE). XXXXX XXXXXX SHALL NOT USE THE MONITORED EQUIPMENT IN CONNECTION WITH NUCLEAR POWER FACILITIES OR LIFE SUPPORT EQUIPMENT AND AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY BETWEEN THE PARTIES TO THIS AGREEMENT SHALL BE REQUIRED TO PAY AGREEMENT, XXXXX XXXXXX IS SOLELY RESPONSIBLE FOR, AND BEARS ALL RISKS ASSOCIATED WITH THE CONTROL, OPERATION, AND USE OF MONITORED EQUIPMENT IN CONNECTION WITH NUCLEAR POWER FACILITIES AND ANY REAL TIME OR BE LIABLE TO ANY OTHER PARTY FOR ANY CONSEQUENTIALULTRA HAZARDOUS ACTIVITIES. GE DIGITAL, INDIRECTINCLUDING ITS AFFILIATES AND LICENSORS, OR PUNITIVE DAMAGES, OPPORTUNITY COSTS, OR LOST PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE PARTY WAS AWARE OF THE POSSIBILITY OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE IF FOR DAMAGES UNDER THIS AGREEMENT ARISING OUT OF A DATA BREACH, CYBER ATTACK, OR OTHER SECURITY BREACH, EXCEPT TO THE PERFORMANCE EXTENT CAUSED BY GE DIGITAL’S BREACH OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGMAGREEMENT. EACH PARTY’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO CUMULATIVE LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE CLAIMS ARISING UNDER THIS AGREEMENT SHALL BE LIMITED TO THE FAILURE CUMULATIVE AMOUNTS PAID OR MALFUNCTION PAYABLE UNDER THIS AGREEMENT IN THE ONE (1) YEAR PERIOD PRECEDING THE EVENTS GIVING RISE TO THE CLAIM, EXCEPT FOR CLAIMS ARISING FROM (A) BREACH OF ANY COMPUTER HARDWARE CONFIDENTIALITY, (B) AN INDEMNIFICATION OBLIGATION, (C) WILLFUL MISCONDUCT OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM(D) INFRINGEMENT OF A PARTY’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTINTELLECTUAL PROPERTY RIGHTS BY THE OTHER PARTY.

Limitations of Liability. TO THE EXTENT NOT PROHIBITED BY APPLICABLE LAW AND NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE: (A) IN NO EVENT WILL CGM SHALL EITHER PARTY BE RESPONSIBLE LIABLE FOR ANY LOSSES TO CUSTOMER DAMAGES FOR LOSS OF PROFITS, LOSS OF BUSINESS, LOSS OF USE OR DATA, OR INTERRUPTION OF BUSINESS, OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND OR OTHER THAN DIRECT LOSSES ECONOMIC LOSS ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE FROM OR WILLFUL MISCONDUCT. NO PARTY RELATING TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY OTHER AGREEMENT, EVEN IF SUCH PARTY FOR ANY CONSEQUENTIAL, INDIRECT, OR PUNITIVE DAMAGES, OPPORTUNITY COSTS, OR LOST PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE PARTY WAS AWARE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). CGM , HOWEVER CAUSED, AND (B) NOTWITHSTANDING ANYTHING IN THIS AGREEMENT TO THE CONTRARY, EACH PARTY’S ENTIRE LIABILITY ARISING FROM OR RELATING TO THIS AGREEMENT OR THE SUBJECT MATTER THEREOF, UNDER ANY LEGAL THEORY (WHETHER IN CONTRACT, TORT, INDEMNITY OR OTHERWISE) WILL BE LIMITED IN EACH INSTANCE TO THE AMOUNT OF ACTUAL DAMAGES INCURRED BY THAT PARTY, PROVIDED, HOWEVER, THAT IN NO EVENT SHALL NOT BE LIABLE IF THE PERFORMANCE OF ITS OBLIGATIONS AGGREGATE LIABILITY EXCEED THE FEES PAID OR PAYABLE BY CUSTOMER TO QOMPLX UNDER THIS AGREEMENT IS DELAYED DURING THE TWELVE (12) MONTH PERIOD PRIOR TO THE DATE THE FIRST CLAIM GIVING RISE TO SUCH LIABILITY AROSE (OR, IF SUCH FIRST CLAIM AROSE DURING THE INITIAL TWELVE (12) MONTHS OF THE TERM, THE FEES PAID OR RENDERED IMPOSSIBLE DUE PAYABLE BY CUSTOMER WITH RESPECT TO FIRETHE INITIAL TWELVE (12) MONTHS OF THE TERM). IN NO EVENT SHALL QOMPLX BE LIABLE FOR ANY DIRECT OR INDIRECT DAMAGES ARISING OUT OF OR RESULTING FROM ANY CUSTOMER’S CONTENT, FLOODRECOMMENDATIONS, STRIKEAUTONOMOUS ACTIONS, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTIONTHIRD-PARTY CONTENT, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN THIRD- PARTY SERVICES OR FOR CLAIMS MADE A SUBJECT OF A LEGAL PROCEEDING AGAINST QOMPLX MORE THAN TWO YEARS AFTER ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION CAUSE OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTACTION FIRST AROSE.

Limitations of Liability. NOTWITHSTANDING ANY DAMAGES THAT CUSTOMER MIGHT INCUR FOR ANY REASON WHATSOEVER, IN NO EVENT WILL CGM FMX BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE LIABLE UNDER OR WILLFUL MISCONDUCT. NO PARTY TO IN CONNECTION WITH THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO OTHERWISE UNDER ANY OTHER PARTY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE, FOR ANY ANY: (a) CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR PUNITIVE DAMAGES, OPPORTUNITY ; (b) INCREASED COSTS, DIMINUTION IN VALUE OR LOST PROFITS BUSINESS, PRODUCTION, REVENUES, OR PROFITS; (WHETHER c) LOSS OF GOODWILL OR NOT ARISING FROM ITS NEGLIGENCE AND REPUTATION; (d) USE, INABILITY TO USE, LOSS, INTERRUPTION, DELAY, OR RECOVERY OF ANY DATA, OR BREACH OF DATA OR SYSTEM SECURITY; OR (e) COST OF REPLACEMENT GOODS OR SERVICES, IN EACH CASE REGARDLESS OF WHETHER THE PARTY FMX WAS AWARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGESLOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE. IN NO EVENT WILL FMX’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE). CGM SHALL NOT BE LIABLE IF , STRICT LIABILITY, AND OTHERWISE EXCEED THE PERFORMANCE LESSER OF ITS OBLIGATIONS THE ACTUAL, DIRECT DAMAGES INCURRED OR THE AMOUNT ACTUALLY PAID OR PAYABLE BY CUSTOMER UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR DURING THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.SIX

Limitations of Liability. IN NO EVENT WILL CGM SHALL EITHER PARTY BE RESPONSIBLE LIABLE FOR LOST PROFITS OR BUSINESS, LOSS OF GOODWILL, LOSS OF DATA, INTERRUPTION OF BUSINESS, OR FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY OTHER PARTY FOR ANY CONSEQUENTIALEXEMPLARY, PUNITIVE, SPECIAL, INDIRECT, OR PUNITIVE DAMAGES, OPPORTUNITY COSTSINCIDENTAL, OR LOST PROFITS CONSEQUENTIAL DAMAGES (INCLUDING, WITHOUT LIMITATION, CLAIMS RELATED TO DIAGNOSTIC ACCURACY AND/OR MEDICAL MALPRACTICE), REGARDLESS OF WHETHER SUCH DAMAGES ARISE UNDER ANY THEORY OF TORT, CONTRACT, STRICT LIABILITY, OR NOT ARISING FROM ITS NEGLIGENCE OTHERWISE, AND REGARDLESS OF WHETHER THE SUCH PARTY WAS AWARE IS ADVISED OF THE POSSIBILITY OF ANY SUCH DAMAGES). CGM SHALL NOT BE LIABLE IF THE PERFORMANCE EXCEPTING INSTANCES OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTMISCONDUCT AND THE SPECIFIC OBLIGATIONS OF EFL UNDER SECTION 6.1, THE CUSTOMER ACKNOWLEDGES AGGREGATE LIABILITY OF IMPACT APPLICATIONS, INC. TO THE EFL FOR ANY AND ALL CLAIMS ARISING UNDER OR IN CONNECTION WITH THIS AGREEMENT OR ITS SUBJECT MATTER SHALL NOT EXCEED THE FEES PAID BY EFL TO IMPACT APPLICATIONS, INC., DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE DATE ON WHICH ANY SUCH CLAIM FIRST ARISES. NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, THE CUSTOMER ACKNOWLEDGES AND AGREES THAT ANY LIABILITY ON THE PART OF THE EFL TO THE CUSTOMER (INCLUDING UNDER ANY LIMITATION OF LIABILITY ABOVE IN THIS SECTION 6.3 OR ANY INDEMNITY OR OTHERWISE) WILL BE FURTHER LIMITED SUCH THAT THE CUSTOMER SHALL ONLY BE ENTITLED TO RECEIVE A PRO-RATA AMOUNT OF ANY SUMS THE EFL ACTUALY RECOVERS FROM IMPACT APPLICATIONS, AS ANY AMOUNT RECOVERED FROM IMPACT APPLICATIONS SHALL BE APPORTIONED BY THE EFL ON A PRO-RATA BASIS BETWEEN ALL THOSE CUSTOMERS WHICH ARE MEMBER CLUBS OF THE EFL AND ARE AFFECTED BY THE EVENT GIVING RISE TO LIABILITY. THE EFL SHALL MAKE SUCH PRO-RATA PAYMENT TO THE CUSTOMER WITHIN 30 DAYS OF RECEIPT OF AGGREGATE MONIES FROM IMPACT APPLICATIONS. SUCH PRO-RATA PAYMENT BEING THE CUSTOMER’S SOLE REMEDY FOR THE EVENT(S) GIVING RISE TO THE LIABILITY HEREUNDER.

Limitations of Liability. IN NO EVENT WILL CGM BE RESPONSIBLE SHALL ANY PARTY HAVE ANY LIABILITY, WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE OR STRICT LIABILITY), WARRANTY OR ANY OTHER LEGAL OR EQUITABLE GROUNDS, FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY OTHER PARTY FOR ANY PUNITIVE, CONSEQUENTIAL, INDIRECT, EXEMPLARY, SPECIAL OR PUNITIVE DAMAGES, OPPORTUNITY COSTS, INCIDENTAL LOSS OR LOST PROFITS (WHETHER OR NOT DAMAGE SUFFERED BY THE OTHER ARISING FROM ITS NEGLIGENCE AND REGARDLESS OR RELATED TO THE PERFORMANCE OR NONPERFORMANCE OF WHETHER THE THIS AGREEMENT, INCLUDING LOSS OF DATA, PROFITS, INTEREST OR REVENUE OR INTERRUPTION OF BUSINESS, EVEN IF SUCH PARTY WAS AWARE HAS BEEN INFORMED OF OR MIGHT OTHERWISE HAVE ANTICIPATED OR FORESEEN THE POSSIBILITY OF SUCH LOSSES OR DAMAGES). CGM NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY, THE LIMITATIONS OF LIABILITY SET FORTH IN THIS SECTION 4.6 SHALL NOT BE LIABLE IF APPLY TO: PERSONAL INJURY, INCLUDING DEATH, AND DAMAGES TO TANGIBLE PROPERTY CAUSED BY THE PERFORMANCE WILLFUL OR INTENTIONAL ACTS OF A PARTY OR ITS OBLIGATIONS UNDER EMPLOYEES, AGENTS OR SUBCONTRACTORS. SHARER HEREBY EXPRESSLY DISCLAIMS ANY AND ALL SUCH LIABILITY WITH RESPECT TO SHAREE’S STATION, AND XXXXXX HEREBY EXPRESSLY DISCLAIMS ANY AND ALL SUCH LIABILITY WITH RESPECT TO SHARER’S STATION NOTWITHSTANDING ANYTHING IN THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE CONTRARY, BUT SUBJECT TO ALL OF THE OTHER LIMITATIONS IN THIS AGREEMENT, THE MAXIMUM AGGREGATE LIABILITY OF EITHER PARTY IN CONNECTION WITH ALL LOSSES OR MALFUNCTION OTHERWISE ARISING OUT OF OR RELATED TO THIS AGREEMENT AND THE TRANSACTIONS CONTEMPLATED HEREBY SHALL BE LIMITED TO THE ACTUAL REASONABLE AND DOCUMENTED COSTS OF RELOCATING SUCH PARTY’S BROADCAST SIGNAL TO A DIFFERENT TRANSMITTER SITE WITHIN THE SAME MARKET. THIS SECTION 4.6 SHALL SURVIVE ANY COMPUTER HARDWARE TERMINATION OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTEXPIRATION OF THIS AGREEMENT.

Limitations of Liability. IN NO EVENT WILL CGM INTERPERSONAL FREQUENCY BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE LIABLE UNDER OR WILLFUL MISCONDUCT. NO PARTY TO IN CONNECTION WITH THIS AGREEMENT SHALL BE REQUIRED TO PAY UNDER ANY LEGAL OR BE LIABLE TO ANY OTHER PARTY EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY AND/OR OTHERWISE, FOR ANY ANY: (a) CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR PUNITIVE DAMAGES, OPPORTUNITY ; (b) INCREASED COSTS, DIMINUTION IN VALUE OR LOST PROFITS BUSINESS, PRODUCTION, REVENUES, OR PROFITS; (WHETHER c) LOSS OF GOODWILL OR NOT ARISING FROM ITS NEGLIGENCE AND REPUTATION; (d) USE, INABILITY TO USE, LOSS, INTERRUPTION, DELAY OR RECOVERY OF ANY DATA OR BREACH OF DATA OR SYSTEM SECURITY; OR (e) COST OF REPLACEMENT GOODS OR SERVICES, IN EACH CASE REGARDLESS OF WHETHER THE PARTY INTERPERSONAL FREQUENCY WAS AWARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGESLOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE. IN NO EVENT WILL INTERPERSONAL FREQUENCY’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE). CGM SHALL NOT BE LIABLE IF , STRICT LIABILITY AND/OR OTHERWISE EXCEED THE PERFORMANCE OF ITS OBLIGATIONS TOTAL AMOUNTS PAID TO INTERPERSONAL FREQUENCY BY CITY UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE DURING THE SIX (6) MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTCLAIM(S).

Limitations of Liability. IN NO EVENT TO THE EXTENT PERMITTED BY LAW, NEITHER PARTY WILL CGM BE RESPONSIBLE LIABLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE LOST PROFITS, GOODWILL, OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY REVENUES OR BE LIABLE TO ANY OTHER PARTY FOR ANY INCIDENTAL, CONSEQUENTIAL, SPECIAL, INDIRECT, COVER, BUSINESS INTERRUPTION, OR PUNITIVE DAMAGESDAMAGES IN CONNECTION WITH ANY CLAIM OF ANY NATURE, OPPORTUNITY COSTSWHETHER IN CONTRACT, TORT, OR LOST PROFITS (WHETHER OR NOT UNDER ANY THEORY OF LIABILITY, ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE UNDER THIS AGREEMENT, EVEN IF A PARTY WAS AWARE OF THE POSSIBILITY HAS BEEN GIVEN ADVANCE NOTICE OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE POSSIBLE DAMAGES OR IF THE PERFORMANCE A PARTY’S REMEDY OTHERWISE FAILS OF ITS OBLIGATIONS ESSENTIAL PURPOSE. TO THE EXTENT PERMITTED BY LAW, EACH PARTY’S ENTIRE LIABILITY UNDER THIS AGREEMENT IS DELAYED WILL NOT EXCEED THE FEES PAID BY CUSTOMER TO BRANDFOLDER UNDER THIS AGREEMENT FOR THE SERVICES GIVING RISE TO THE LIABILITY DURING THE TWELVE (12) MONTHS PRIOR TO THE DATE ON WHICH THE LIABILITY AROSE. THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT ENLARGE THIS LIMIT. THE FOREGOING EXCLUSIONS AND LIABILITY LIMITS IN THIS SECTION 9 SHALL NOT APPLY TO DAMAGES OR RENDERED IMPOSSIBLE DUE TO FIRELIABILITY RESULTING FROM CLAIMS OR OBLIGATIONS ARISING UNDER SECTIONS 1.2 (RESTRICTIONS) OR 8 (INDEMNIFICATION), FLOOD, STRIKE, WAR, ACT INFRINGEMENT OR MISAPPROPRIATION BY A PARTY OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTIONTHE OTHER PARTY’S INTELLECTUAL PROPERTY RIGHTS, OR ANY OTHER CAUSE BEYOND CGMCUSTOMER’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OBLIGATION TO PAY FOR SERVICES OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTTAXES UNDER THIS AGREEMENT.

Limitations of Liability. IN NO EVENT WILL CGM BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT THE TOTAL LIABILITY OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO EACH PARTY TO THIS AGREEMENT SHALL BE REQUIRED THE OTHER PARTY FOR DAMAGES UNDER ANY NETWORK ORDER, EXCLUDING LIABILITIES UNDER [***], IS LIMITED TO PAY OR THE TOTAL AMOUNT PAYABLE BY OPERATOR TO NEXTG FOR SERVICES PROVIDED UNDER THE AFFECTED NETWORK ORDER(S). EXCLUDING LIABILITIES UNDER [***], NEITHER PARTY WILL BE LIABLE TO ANY THE OTHER PARTY FOR ANY CONSEQUENTIALSPECIAL, INCIDENTAL, INDIRECT, OR PUNITIVE DAMAGES, OPPORTUNITY COSTSPUNITIVE, OR LOST PROFITS (WHETHER CONSEQUENTIAL DAMAGES ARISING OUT OF OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER IN CONNECTION WITH THIS AGREEMENT OR ANY NETWORK ORDER EVEN IF THE PARTY WAS AWARE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES)THE DAMAGE AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. CGM SHALL NOT THE LIMITATIONS SET FORTH IN THIS §10.2 WILL APPLY, WITHOUT LIMITATION, TO LOSS OF PROFITS OR REVENUE (WHETHER ARISING OUT OF TRANSMISSION INTERRUPTIONS OR PROBLEMS, ANY INTERRUPTION OR DEGRADATION OF SERVICE, OR OTHERWISE) OR CLAIMS OF CUSTOMERS, WHETHER OCCASIONED BY ANY CONSTRUCTION, RECONSTRUCTION, RELOCATION, REPAIR, OR MAINTENANCE PERFORMED BY, OR FAILED TO BE LIABLE IF PERFORMED BY, THE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OTHER PARTY OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASEWHATSOEVER, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTEREDINCLUDING BREACH OF CONTRACT, EXECUTEDBREACH OF WARRANTY, NEGLIGENCE, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTSTRICT LIABILITY.

Limitations of Liability. TO THE EXTENT NOT PROHIBITED BY LAW, YOU AGREE THAT IN NO EVENT WILL CGM THE CREATOR ENTITIES BE RESPONSIBLE LIABLE (A) FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT INDIRECT, SPECIAL, EXEMPLARY, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING, BUT NOT LIMITED TO, PROCUREMENT OF CGM’S NEGLIGENCE SUBSTITUTE GOODS OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY SERVICES, LOSS OF USE, DATA OR BE LIABLE TO PROFITS, BUSINESS INTERRUPTION OR ANY OTHER PARTY FOR DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE THE PROJECT NFT OR THE NFT MEDIA), HOWEVER CAUSED AND UNDER ANY CONSEQUENTIALTHEORY OF LIABILITY, INDIRECTWHETHER UNDER THESE TERMS OR OTHERWISE ARISING IN ANY WAY IN CONNECTION WITH THE PROJECT NFTS AND NFT MEDIA OR THESE TERMS AND WHETHER IN CONTRACT, PRODUCT LIABILITY OR PUNITIVE DAMAGESTORT (INCLUDING STRICT LIABILITY OR NEGLIGENCE) OR OTHERWISE, OPPORTUNITY COSTS, OR LOST PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER EVEN IF THE PARTY WAS AWARE CREATOR ENTITIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE IF DAMAGE, OR (B) FOR ANY OTHER CLAIM, DEMAND OR DAMAGES WHATSOEVER RESULTING FROM OR ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR THE DELIVERY, USE OR PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT THE PROJECT NFTS AND NFT MEDIA. THE MAXIMUM AGGREGATE LIABILITY OF TERRORISM, ACT THE CREATOR ENTITIES FOR ALL DAMAGES AND CAUSES OF GOD, GOVERNMENTAL ACTION, WHETHER IN CONTRACT, TORT (INCLUDING STRICT LIABILITY OR ANY OTHER CAUSE BEYOND CGM’S CONTROLNEGLIGENCE) OR OTHERWISE, SHALL BE THE GREATER OF (I) $1,000 OR (II) THE AMOUNT YOU PAID FOR YOUR PROJECT NFT. IN ANY SUCH CASESOME JURISDICTIONS) DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, CGM SO THE ABOVE EXCLUSION OR LIMITATION MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME NOT APPLY TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTYOU.

Limitations of Liability. (a) SUBJECT TO THE SPECIFIC REMEDIES SET OUT IN THIS AGREEMENT, IN NO EVENT WILL CGM SHALL RIM BE RESPONSIBLE LIABLE FOR ANY LOSSES OF THE FOLLOWING TYPES OF DAMAGES: CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, INDIRECT, SPECIAL, PUNITIVE, MORAL OR AGGRAVATED DAMAGES, DAMAGES FOR LOSS OF BUSINESS PROFITS OR REVENUES, FAILURE TO CUSTOMER REALIZE ANY EXPECTED SAVINGS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, LOSS OF BUSINESS OPPORTUNITY, OR CORRUPTION OR LOSS OF DATA OR BREACHES OF DATA SECURITY, FAILURES TO TRANSMIT OR RECEIVE ANY DATA, PROBLEMS ASSOCIATED WITH ANY APPLICATIONS USED IN CONJUNCTION WITH YOUR BLACKBERRY SOLUTION OR RESULTING FROM ANY ALTERATIONS OR ATTEMPTED ALTERATIONS TO YOUR BLACKBERRY SOLUTION, OR ANY PORTION THEREOF, BY ANYONE OTHER THAN DIRECT RIM, DOWNTIME COSTS, LOSS OF THE USE OF YOUR BLACKBERRY SOLUTION OR ANY PORTION THEREOF OR OF ANY THIRD PARTY SERVICES OR THIRD PARTY ITEMS, COST OF SUBSTITUTE GOODS, COSTS OF COVER, FACILITIES OR SERVICES, COST OF CAPITAL, OR OTHER SIMILAR PECUNIARY LOSSES ARISING SOLELY AS A RESULT OUT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY RELATED TO THIS AGREEMENT SHALL BE REQUIRED OR YOUR BLACKBERRY SOLUTION, INCLUDING THE USE, INABILITY TO PAY USE, THE PERFORMANCE OR BE LIABLE TO ANY OTHER PARTY FOR ANY CONSEQUENTIALNON-PERFORMANCE OF YOUR BLACKBERRY SOLUTION, INDIRECT, OR PUNITIVE DAMAGES, OPPORTUNITY COSTS, OR LOST PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE SUCH DAMAGES WERE FORESEEN OR UNFORESEEN, AND REGARDLESS OF WHETHER THE PARTY WAS AWARE EVEN IF RIM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE IF THE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.

Limitations of Liability. IN NO EVENT WILL CGM MATERIALISE BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE LIABLE UNDER OR WILLFUL MISCONDUCT. NO PARTY TO IN CONNECTION WITH THIS AGREEMENT SHALL BE REQUIRED TO PAY UNDER ANY LEGAL OR BE LIABLE TO ANY OTHER PARTY EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE, FOR ANY ANY: (A) CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR PUNITIVE DAMAGES, OPPORTUNITY ; (B) INCREASED COSTS, DIMINUTION IN VALUE OR LOST PROFITS BUSINESS, PRODUCTION, REVENUES, OR PROFITS; (WHETHER C) LOSS OF GOODWILL OR NOT ARISING FROM ITS NEGLIGENCE AND REPUTATION; (D) USE, INABILITY TO USE, LOSS, INTERRUPTION, DELAY OR RECOVERY OF ANY DATA, OR BREACH OF DATA OR SYSTEM SECURITY; OR (E) COST OF REPLACEMENT GOODS OR SERVICES, IN EACH CASE REGARDLESS OF WHETHER THE PARTY MATERIALISE WAS AWARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGESLOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE. IN NO EVENT WILL MATERIALISE’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE). CGM SHALL NOT BE LIABLE IF , STRICT LIABILITY, AND OTHERWISE EXCEED THE PERFORMANCE OF ITS OBLIGATIONS TOTAL AMOUNTS PAID TO MATERIALISE UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE SIX (6) MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTCLAIM.

Limitations of Liability. IN NO EVENT WILL CGM CLIENT AGREES THAT GIA AND ITS EMPLOYEES AND AGENTS SHALL NOT BE RESPONSIBLE LIABLE FOR ANY LOSSES INDIRECT, CONSEQUENTIAL, INCIDENTAL, EXEMPLARY, PUNITIVE, STATUTORY, OR SPECIAL DAMAGES, INCLUDING WITHOUT LIMITATION LOST PROFITS, WITH RESPECT TO CUSTOMER OTHER THAN DIRECT LOSSES OR ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE UNDER OR WILLFUL MISCONDUCT. NO PARTY RELATED TO THIS AGREEMENT SHALL BE REQUIRED TO PAY AGREEMENT, THE SERVICES OR BE LIABLE TO ANY OTHER PARTY FOR ANY CONSEQUENTIALA REPORT, INDIRECT, OR PUNITIVE DAMAGES, OPPORTUNITY COSTS, OR LOST PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE PARTY WAS AWARE EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). CGM EXCEPT FOR GIA’S OBLIGATION TO PAY CLIENT THE INSURANCE PROCEEDS REFERENCED ABOVE, IN NO EVENT SHALL NOT BE LIABLE IF THE PERFORMANCE TOTAL, CUMULATIVE LIABILITY OF ITS OBLIGATIONS GIA EXCEED THE PRICE OF THE SERVICES PROVIDED BY GIA UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT CLIENT FOR WHICH LIABILITY ARISES. THE LIMITATIONS ON LIABILITY IN THIS AGREEMENT (i) SHALL APPLY TO ANY CLAIMS AND CAUSES OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR UNDER ANY OTHER CAUSE BEYOND CGM’S CONTROL. THEORY OF LIABILITY, WHETHER IN ANY SUCH CASECONTRACT, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTEREDTORT (INCLUDING WITHOUT LIMITATION NEGLIGENCE), EXECUTEDINDEMNITY, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OTHERWISE; AND (ii) SHALL BE DEEMED TO APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW AND NOTWITHSTANDING THE FAILURE OF THE ESSENTIAL PURPOSE OF ANY LIMITED REMEDY SET FORTH IN THIS AGREEMENT. CLIENT AGREES THAT XXX IS NOT OBLIGATED TO DEFEND, INDEMNIFY, OR EXECUTION SYSTEMSHOLD CLIENT HARMLESS IN CONNECTION WITH ANY THIRD PARTY CLAIMS, SUITS, OR ACTIONS BROUGHT AGAINST CLIENT, INCLUDING WITHOUT LIMITATION CLAIMS BROUGHT BY ANY ARTICLE OWNER, PURCHASER, OR DOWNSTREAM PURCHASER. THE PARTIES HAVE FULLY CONSIDERED THE FOREGOING ALLOCATION OF RISK AND THE REMEDIES SET FORTH IN ANY THIS AGREEMENT AND FIND SUCH CASEALLOCATION AND REMEDIES TO BE REASONABLE, CGM AND AGREE THAT THE FOREGOING LIMITATION AND THE OTHER LIMITATIONS IN THIS AGREEMENT ARE AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN THE PARTIES. THIS SECTION SHALL HAVE NO NOT OPERATE IN SUCH A WAY AS TO LIMIT GIA’S LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE GIA’S ACTS OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTOMISSIONS FOR WHICH LIABILITY MAY NOT BE LIMITED UNDER APPLICABLE LAW.

Limitations of Liability. IN NO EVENT WILL CGM BE RESPONSIBLE THE LIABILITY OF ANY PARTY FOR A CLAIM ASSERTED BY ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS PARTY BASED ON A RESULT BREACH OF CGM’S NEGLIGENCE ANY COVENANT UNDER, AGREEMENT IN, OR WILLFUL MISCONDUCT. NO PARTY TO UNDERTAKING REQUIRED BY, THIS AGREEMENT SHALL BE REQUIRED NOT EXCEED, IN THE AGGREGATE, AN AMOUNT EQUAL TO PAY OR BE LIABLE THE "MAXIMUM LIABILITY AMOUNT" (AS HEREINAFTER DEFINED) CALCULATED FOR THE FISCAL YEAR (SUBJECT TO ANY OTHER PARTY FOR ANY CONSEQUENTIAL, INDIRECT, OR PUNITIVE DAMAGES, OPPORTUNITY COSTS, OR LOST PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS THE LAST TWO SENTENCES OF WHETHER THIS SECTION) IMMEDIATELY PRIOR TO THE PARTY WAS AWARE OF YEAR IN WHICH SUCH LIABILITY ARISES; PROVIDED THAT THE POSSIBILITY OF SUCH DAMAGES). CGM MAXIMUM LIABILITY AMOUNT SHALL NOT BE LIABLE IF THE PERFORMANCE APPLICABLE IN RESPECT OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED ANY CLAIMS BASED ON A PARTY'S (i) GROSS NEGLIGENCE, (ii) WILLFUL MISCONDUCT, (iii) IMPROPER USE OR RENDERED IMPOSSIBLE DUE TO FIREDISCLOSURE OF CONFIDENTIAL INFORMATION, FLOOD, STRIKE, WAR, ACT (iv) VIOLATIONS OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTIONLAW, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL(v) INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OF A PERSON OR ENTITY WHO IS NOT A PARTY HERETO OR THE SUBSIDIARY OF A PARTY HERETO. IN ANY SUCH CASEFor purposes hereof, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS"Maximum Liability Amount" means, for any fiscal year, the amount equal to 1.25% of PI's annual gross revenues that are attributable to the use of the FNF Title Plants and/or use of the Software, as determined in accordance with generally accepted accounting principles consistently applied throughout the applicable period. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTEREDIn the event that liability hereunder shall arise during the first 2 calendar years of the effectiveness of this Agreement (i.e., EXECUTEDarising any time prior to December 31, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS2005 ), for purposes of calculating the Maximum Liability Amount, the amount of PI's annual gross revenues shall be equal to the product of (x) the average monthly gross revenues that are attributable to the use of the FNF Title Plants and/or use of the Software for the entire period immediately prior to the date on which such liability arises, multiplied by (y) 12. IN ANY SUCH CASEWithout limiting and subject to the foregoing and to Section 7.02, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTthe parties acknowledge that if the obligation to provide Services under this Agreement is terminated pursuant to Sections 8.01(c), (e) or (h), then PI shall be liable for compensatory damages in an amount equal to the actual increased marginal costs incurred by the Companies in obtaining updated title plant information from the FNF Title Plants.

Limitations of Liability. THE LIABILITY OF FECA BILLING AND FECA BILLING’s PERSONNEL, AGENTS, AFFILIATES, SUBCONTRACTORS AND LICENSORS TO CUSTOMER AND CUSTOMER’S PERSONNEL, AGENTS, AFFILIATES, SUBCONTRACTORS AND CUSTOMERS ARISING OUT OF THIS AGREEMENT AND/OR THE SERVICES AND PRODUCTS PROVIDED TO CUSTOMER HEREUNDER SHALL BE LIMITED TO DIRECT DAMAGES AND SHALL NOT EXCEED, IN THE AGGREGATE, THE AMOUNT OF THE SERVICE FEES PAID BY CUSTOMER TO FECA BILLING UNDER THIS AGREEMENT DURING THE TWELVE (12) MONTHS PRECEDING THE DATE ON WHICH SUCH LIABILITY AROSE. IN NO EVENT WILL CGM BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE SHALL FECA BILLING OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR FECA BILLING’s PERSONNEL, AGENTS, AFFILIATES, SUBCONTRACTORS AND LICENSORS BE LIABLE FOR THIRD PARTY CONTENT THAT GETS UPLOADED OR INCORPORTATED IN ANY WAY INTO DEVELOPMENT TOOLS SOLUTION OR YOUR WEBSITE AND WHICH FAILS TO MEET GUIDELINES OR VIOLATES THE AMERICANS WITH DISABILITIES ACT, §§504, or 508 OF THE REHIBILITATION ACT OF 1973 et seq. OR ANY OTHER PARTY FOR ANY CONSEQUENTIALSTATE LAWS REGARDING DISABILITY ACCOMODATIONS, INDIRECTINCIDENTAL, SPECIAL, INDIRECT OR PUNITIVE DAMAGES, OPPORTUNITY COSTS, OR CONSEQUENTIAL DAMAGES (INCLUDING LOST PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE PARTY WAS AWARE MISSED SAVINGS) SUFFERED BY CUSTOMER, CUSTOMER’s PERSONNEL, AGENTS, AFFILIATES, SUBCONTRACTORS OR END-USER, EVEN IF FECA BILLING HAS PREVIOUSLY BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES). CGM IN NO EVENT SHALL A CAUSE OF ACTION BE ASSERTED BY ONE PARTY AGAINST THE OTHER PARTY PURSUANT TO THIS AGREEMENT MORE THAN TWO (2) YEARS AFTER SUCH CAUSE OF ACTION AROSE; PROVIDED, HOWEVER, THAT SUCH LIMITATION SHALL NOT BE LIABLE IF THE PERFORMANCE APPLY TO INFRINGEMENT OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIREFECA BILLING’s INTELLECTUAL PROPERTY, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BREACHES BY CUSTOMER DUE OF FECA BILLING’s INTELLECTUAL PROPERTY RIGHTS OR CUSTOMER’S DUTY OF CONFIDENTIALITY TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTFECA BILLING HEREUNDER.

Limitations of Liability. EXCEPT FOR THE EXPRESS WARRANTIES SET FORTH IN ARTICLE VI ABOVE, HEALTHAXIS GRANTS NO WARRANTIES, WHETHER EXPRESS OR IMPLIED, WITH REGARD TO ANY LICENSED SOFTWARE OR SERVICES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. THE STATED EXPRESS WARRANTIES ARE IN LIEU OF ALL LIABILITIES OR OBLIGATIONS OF HEALTHAXIS FOR DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE DELIVERY, USE, OR PERFORMANCE OF THE LICENSED SOFTWARE. IN NO EVENT WILL CGM BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO SHALL EITHER PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY OTHER PARTY FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL OR PUNITIVE CONSEQUENTIAL DAMAGES, OPPORTUNITY COSTSLOSS OF PROFITS, LOSS OF USE OR DATA, OR LOST PROFITS (WHETHER INTERRUPTION OF BUSINESS SUFFERED OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER INCURRED BY THE PARTY WAS AWARE OF THE POSSIBILITY OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE IF THE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OTHER OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. PARTY, WHETHER SUCH DAMAGES ARE LABELED IN ANY SUCH CASETORT, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTEDCONTRACT, OR BOTH THROUGH ELECTRONIC ORDER ENTRY INDEMNITY. EXCEPT AS OTHERWISE PROVIDED IN THIS AGREEMENT, IN NO EVENT OR EXECUTION SYSTEMS. CIRCUMSTANCE WHATSOEVER SHALL EITHER PARTY BE LIABLE OR OBLIGATED TO THE OTHER IN ANY SUCH CASECONTRACT, CGM SHALL HAVE NO LIABILITY TORT OR OTHERWISE FOR ANY LOSS INCURRED AMOUNT IN EXCESS OF THE AMOUNT OF THE ACTUAL PAYMENTS MADE BY CUSTOMER DUE UICI TO HEALTHAXIS DURING THE FAILURE TWELVE (12) MONTH PERIOD IMMEDIATELY PROCEEDING THE EVENT OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS OCCURANCE GIVING RISE TO SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTLIABILITY, EACH PARTY'S MAXIMUM LIABILITY HEREUNDER BEING HEREBY LIMITED TO SUCH AMOUNT.

Limitations of Liability. EXCEPT WITH RESPECT TO ANY BREACH OF ANY OBLIGATION OF CONFIDENTIALITY ARISING UNDER SECTION 5, ABOVE, THE FURNISHING OF ANY SUSPECT/COUNTERFEIT PARTS UNDER SECTION 9 ABOVE, OR ANY INDEMNITY OBLIGATION RELATED TO THIRD PARTY CLAIMS ARISING UNDER SECTION 10, ABOVE, NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY, THE EXTENT OF LIABILITY OF SELLER (EXCEPT AS TO TITLE) FOR BUYER’S DIRECT DAMAGES ARISING OUT OF SAID GOODS, OR SERVICES, OR THEIR USE (WHETHER USED SINGLY OR IN NO EVENT WILL CGM BE RESPONSIBLE FOR COMBINATION WITH OTHER PRODUCTS), INCLUDING ANY LOSSES ADDITION OF VALUE BY BUYER TO CUSTOMER OTHER THAN DIRECT LOSSES PRODUCTS PURCHASED FROM SELLER, WHETHER ARISING SOLELY AS A RESULT OF CGM’S FROM WARRANTY, CONTRACT, NEGLIGENCE OR WILLFUL MISCONDUCTOTHERWISE, SHALL NOT IN ANY CASE EXCEED, IN VALUE, ONE HUNDRED THOUSAND DOLLARS ($100,000) PER LOT DELIVERED PER PURCHASE ORDER. EXCEPT WITH RESPECT TO BUYER'S RIGHT TO OBTAIN SUBSTITUTE PRODUCTS PURSUANT TO SECTION 2, ABOVE, ANY BREACH OF ANY OBLIGATION OF CONFIDENTIALITY ARISING UNDER SECTION 5, ABOVE, ANY REIMBURSEMENT OBLIGATION OF SELLER ARISING UNDER SECTION 8(B), ABOVE, THE FURNISHING OF ANY SUSPECT/COUNTERFEIT PARTS UNDER SECTION 9 ABOVE OR ANY INDEMNITY OBLIGATION RELATED TO THIRD PARTY CLAIMS ARISING UNDER SECTION 10, ABOVE, UNDER NO PARTY TO THIS AGREEMENT CIRCUMSTANCES SHALL BE REQUIRED TO PAY EITHER BUYER OR SELLER BE LIABLE TO ANY THE OTHER PARTY FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL, INDIRECTEXEMPLARY, PUNITIVE, OR PUNITIVE INCIDENTAL DAMAGES, OPPORTUNITY COSTSWHETHER ARISING OUT OF ANY EXPRESS OR IMPLIED WARRANTY, OR LOST PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS BREACH OF WHETHER THE PARTY WAS AWARE OF THE POSSIBILITY OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE IF THE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRECONTRACT, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTIONNEGLIGENCE, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION THEORY OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTLIABILITY.

Limitations of Liability. EXCEPT FOR BREACH OF SECTION 13 (CONFIDENTIALITY) OR FOR LIABILITY FOR INDEMNIFICATION OBLIGATIONS OR FOR A PARTY’S INTENTIONAL TORTIOUS CONDUCT, IN NO EVENT WILL CGM EITHER PARTY BE RESPONSIBLE LIABLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE INCIDENTAL, CONSEQUENTIAL, PUNITIVE, TREBLE, SPECIAL, OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY EXEMPLARY DAMAGES, OR BE LIABLE TO ANY OTHER PARTY FOR ANY CONSEQUENTIALCOSTS OF PROCURING SUBSTITUTE PRODUCTS OR SERVICES, INDIRECTANY LOSS OF USE, DATA OR PROFITS, OR PUNITIVE DAMAGESANY INTERRUPTION OF SERVICES, OPPORTUNITY COSTSDOWNTIME OR BUSINESS DAMAGES ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, OR LOST PROFITS (HOWEVER CAUSED, AND WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE PARTY WAS AWARE IT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGESDAMAGE. EXCEPT FOR BREACH OF SECTION 13 (CONFIDENTIALITY). CGM SHALL , FOR LIABILITY FOR INDEMNIFICATION OBLIGATIONS OR FOR A PARTY’S INTENTIONAL TORTIOUS CONDUCT, THE TOTAL CUMULATIVE LIABILITY OF EITHER PARTY WITH REGARD TO THE SUBJECT MATTER OF THIS AGREEMENT WILL NOT BE LIABLE IF THE PERFORMANCE OF ITS OBLIGATIONS EXCEED ANY FEES PAID TO EYEOTA BY YOU UNDER THIS AGREEMENT IS DELAYED IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE ASSERTION OF THE RELEVANT CLAIM. THE FOREGOING LIMITATIONS AND EXCLUSIONS OF LIABILITY WILL APPLY REGARDLESS OF THE FORM OF THE ACTION, WHETHER BASED ON CONTRACT, STRICT LIABILITY, OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTIONTORT (INCLUDING NEGLIGENCE), OR ANY OTHER CAUSE BEYOND CGM’S CONTROLLEGAL OR EQUITABLE REMEDY, AND WHETHER OR NOT ANY REMEDY SET FORTH HEREIN FAILS OF ITS ESSENTIAL PURPOSE. THE PARTIES ACKNOWLEDGE AND AGREE THAT THIS SECTION DESCRIBES A REASONABLE ALLOCATION OF RISK AND THAT, IN ANY SUCH CASETHE ABSENCE OF THESE LIMITATIONS OF LIABILITY, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME TERMS OF THIS AGREEMENT WOULD BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTSUBSTANTIALLY DIFFERENT.

Limitations of Liability. EXCEPT WITH RESPECT TO P3TECH’S INDEMNIFICATION OBLIGATIONS OR A BREACH OF EITHER PARTY'S CONFIDENTIALITY OBLIGATIONS, P3TECH’S AGGREGATE LIABILITY (WHETHER IN CONTRACT, TORT OR OTHERWISE) FOR ALL CLAIMS OF LIABILITY ARISING OUT OF, OR IN CONNECTION WITH ANY WORK PROVIDED PURSUANT TO THIS MSA SHALL NOT EXCEED THE AMOUNTS PAID BY CLIENT FOR THE SPECIFIC WORK GIVING RISE TO SUCH CLAIM DURING THE PRIOR TWELVE (12) MONTH PERIOD. IN NO EVENT WILL CGM BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO SHALL EITHER PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR BE LIABLE TO ANY THE OTHER PARTY FOR ANY CONSEQUENTIALLOSS OF PROFITS, INDIRECTANY INCIDENTAL, SPECIAL, EXEMPLARY, OR PUNITIVE CONSEQUENTIAL DAMAGES, OPPORTUNITY COSTSWHETHER FORESEEABLE OR UNFORESEEABLE, BASED ON CLAIMS (INCLUDING, BUT NOT LIMITED TO, CLAIMS FOR LOSS OF DATA, GOODWILL, USE OF MONEY OR LOST PROFITS (WHETHER USE OF THE SOFTWARE, INTERRUPTION IN USE OR NOT AVAILABILITY OF DATA, STOPPAGE OF OTHER WORK OR IMPAIRMENT OF OTHER ASSETS), ARISING FROM ITS NEGLIGENCE AND REGARDLESS OUT OF WHETHER THE BREACH OR FAILURE OF EXPRESS OR IMPLIED WARRANTY, BREACH OF CONTRACT, MISREPRESENTATION, NEGLIGENCE, STRICT LIABILITY IN TORT OR OTHERWISE, EVEN IF SUCH PARTY WAS AWARE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES)CLAIMS OR DEMANDS. CGM SHALL NOT BE LIABLE EACH PARTY ACKNOWLEDGES THAT THESE LIMITATIONS APPLY EVEN IF A PARTY HAS BEEN ADVISED OF THE PERFORMANCE POSSIBILITY OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED SUCH DAMAGES OR RENDERED IMPOSSIBLE DUE TO FIRETHE REMEDIES FAIL OF THEIR ESSENTIAL PURPOSE AND THAT, FLOODWITHOUT THESE LIMITATIONS, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS THE FEE FOR THE ACCOUNT MAY FROM TIME TO TIME WORK PROVIDED HEREUNDER WOULD BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTHIGHER.

Limitations of Liability. TO THE GREATEST EXTENT ALLOWED BY LAW, IN NO EVENT WILL CGM BE RESPONSIBLE FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR SUBMITTABLE BE LIABLE TO UNDER OR IN CONNECTION WITH THIS TOS OR ITS EXHIBITS UNDER ANY OTHER PARTY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE, FOR ANY ANY: (a) CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR PUNITIVE DAMAGES, OPPORTUNITY ; (b) INCREASED COSTS, DIMINUTION IN VALUE OR LOST PROFITS BUSINESS, PRODUCTION, REVENUES, OR PROFITS; (WHETHER c) LOSS OF GOODWILL OR NOT ARISING FROM ITS NEGLIGENCE AND REPUTATION; (d) USE, INABILITY TO USE, LOSS, INTERRUPTION, DELAY OR RECOVERY OF ANY DATA; OR (e) COST OF REPLACEMENT GOODS OR SERVICES, IN EACH CASE REGARDLESS OF WHETHER THE PARTY SUBMITTABLE WAS AWARE ADVISED OF THE POSSIBILITY OF SUCH DAMAGES)LOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE. CGM SHALL NOT BE LIABLE IF THE PERFORMANCE IN NO EVENT WILL SUBMITTABLE’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS TOS OR ANY OF ITS OBLIGATIONS EXHIBITS UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE EXCEED THE TOTAL AMOUNTS PAID TO SUBMITTABLE UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. TOS IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE ONE YEAR PERIOD PRECEDING THE EVENT GIVING RISE TO THE FAILURE CLAIM OR MALFUNCTION $5,000.00, WHICHEVER IS LESS. THE FOREGOING LIMITATIONS APPLY EVEN IF ANY REMEDY FAILS OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTITS ESSENTIAL PURPOSE.

Limitations of Liability. STREAM ENERGY WILL ENDEAVOR TO PROVIDE SERVICE IN A COMMERCIALLY REASONABLE MANNER: HOWEVER WE DO NOT GUARANTEE A CONTINUOUS SUPPLY OF ELECTRICAL ENERGY. EVENTS THAT ARE OUTSIDE OF OUR CONTROL, REFERRED TO AS FORCE MAJEURE EVENTS, MAY RESULT IN SERVICE INTERRUPTIONS. STREAM WILL NOT BE LIABLE FOR SERVICE INTERRUPTIONS CAUSED BY FORCE MAJEURE EVENTS. STREAM ENERGY DOES NOT GENERATE ELECTRICITY, NOR DOES IT TRANSPORT IT FROM THE GENERATION POINT TO CUSTOMER’S SERVICE ADDRESS. ACCORDINGLY, CUSTOMER AGREES, CONSENTS TO, AND UNDERTSANDS THAT STREAM ENERGY IS NOT LIABLE FOR DAMAGES CAUSED BY EVENTS OF NEGLIGENCE, INCLUDING GROSS NEGLIGENCE, BY ANY EMPLOYEE, AFFILIATE, VENDOR OR CONTRACTOR OF STREAM ENERGY, OR OF FORCE MAJEURE, INCLUDING ACTS OF GOD, ACTS OF ANY GOVERNMENTAL AUTHORITY, ACCIDENTS, STRIKES, LABOR TROUBLE, EVENTS OF FORCE MAJEURE OCCURRING WITH RESPECT TO THIRD PARTY SYSTEMS OR ASSETS, OR ANY CAUSE BEYOND OUR CONTROL. FURTHERMORE, CUSTOMER SPECIFICALLY AGREES THAT STREAM ENERGY HAS NO LIABILITY OR RESPONSIBILITY FOR THE OPERATIONS OF THE LOCAL DISTRIBUTION UTILITY OR INDEPENDENT OPERATOR AND MAINTENANCE OF ITS SYSTEM OR THE ELECTRICAL GRID SYSTEM, AS APPLICABLE, OR FOR INTERRUPTIONS, TERMINATION, OR DETERIORATION OF THAT SERVICE. IF THE LOCAL DISTRIBUTION UTILITY OR OTHER THIRD PARTY EXPERIENCES AN EVENT WILL CGM BE RESPONSIBLE FOR ANY LOSSES OF FORCE MAJEURE, THAT, DIRECTLY OR INDIRECTLY, AFFECTS THE DELIVERY AND CUSTOMER’S RECEIPT OF ELECTRICITY, STREAM ENERGY IS LIKEWISE ENTITLED TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT CLAIM AN EVENT OF CGM’S NEGLIGENCE FORCE MAJEURE UNDER THE TERMS OF SERVICE. LIABILITIES NOT EXCUSED BY REASON OF FORCE MAJEURE OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT OTHERWISE SHALL BE REQUIRED LIMITED TO PAY DIRECT ACTUAL DAMAGES ONLY AND SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES AT LAW OR IN EQUITY ARE WAIVED. NEITHER PARTY WILL BE LIABLE TO ANY THE OTHER PARTY FOR ANY CONSEQUENTIAL, INDIRECTINCIDENTAL, PUNITIVE, EXEMPLARY OR PUNITIVE INDIRECT DAMAGES, OPPORTUNITY COSTS, OR LOST PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE PARTY WAS AWARE OF THE POSSIBILITY OF SUCH DAMAGES). CGM SHALL NOT BE LIABLE IF THE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE THESE LIMITATIONS APPLY WITHOUT REGARD TO THE FAILURE OR MALFUNCTION CAUSE OF ANY COMPUTER HARDWARE LIABILITY OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTDAMAGE. THERE ARE NO THIRD PARTY BENEFICIARIES TO THE TERMS OF SERVICE.

Limitations of Liability. IN NO EVENT WILL CGM BE RESPONSIBLE SHALL THE CUMULATIVE LIABILITY OF AIRCALL OR ITS AFFILIATES EXCEED ONE TIME THE TOTAL AMOUNTS PAID OR PAYABLE BY CUSTOMER DURING THE TWELVE (12) MONTHS PRIOR TO THE CLAIM GIVING RISE TO SUCH DAMAGES OR ONE HUNDRED DOLLARS (US$100) IF FOR ANY LOSSES TO CUSTOMER OTHER THAN DIRECT LOSSES ARISING SOLELY AS A RESULT OF CGM’S NEGLIGENCE FREE TRIAL PERIOD. IN NO EVENT SHALL AIRCALL OR WILLFUL MISCONDUCT. NO PARTY TO THIS AGREEMENT SHALL BE REQUIRED TO PAY OR ITS AFFILIATES BE LIABLE TO ANY OTHER PARTY FOR FOR: (I) ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, EXEMPLARY, REPUTATIONAL, SPECIAL, OR PUNITIVE DAMAGES, OPPORTUNITY COSTSDAMAGES OF ANY KIND SUCH AS LOSS OF DATA OR PROFIT, OR LOST PROFITS BUSINESS INTERRUPTION, LOSS OF BUSINESS OPPORTUNITY, HARM TO THE IMAGE OR REPUTATION, WHETHER IN ANY OF THE FOREGOING, ARISING UNDER CONTRACT, WARRANTY, TORT (WHETHER INCLUDING NEGLIGENCE OR NOT ARISING FROM STRICT LIABILITY) OR ANY OTHER THEORY OF LIABILITY EVEN IF AIRCALL OR ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE PARTY WAS AWARE AFFILIATES HAVE BEEN NOTIFIED ORALLY OR IN WRITING OF THE POSSIBILITY OF SUCH DAMAGES). CGM ANY CLAIM OR CAUSE OF ACTION RESULTING FROM CUSTOMER’S USE OF THE SITE AND THE SERVICES MUST BE PROVIDED OFFICIALLY IN WRITING TO AIRCALL BY REGISTERED MAIL WITH RECEIPT ACKNOWLEDGEMENT ADDRESSED TO ITS HEAD OFFICE WITHIN ONE (1) YEAR AFTER THE CLAIM OR CAUSE OF ACTION HAS ARISEN OR IT SHALL NOT BE LIABLE IF THE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED DEEMED WAIVED BY CUSTOMER DUE TO THE FAILURE OR MALFUNCTION OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTCUSTOMER.

Limitations of Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE TOTAL LIABILITY OF HID AND ITS SUPPLIERS FOR ALL DIRECT DAMAGES RELATING TO OR ARISING FROM THIS AGREEMENT, IN THE AGGREGATE, WHETHER ARISING FROM HID’S BREACH OF THIS AGREEMENT, BREACH OF WARRANTY, NEGLIGENCE, STRICT LIABILITY, OR OTHER TORT, OR ANY SERVICE PROVIDED IN CONNECTION WITH THE PRODUCTS OR OTHERWISE, SHALL IN NO EVENT EXCEED THE AMOUNT HID RECEIVED FROM CUSTOMER FOR THE PARTICULAR PRODUCT OR SERVICE GIVING RISE TO THE LIABILITY. HID WILL CGM NOT BE RESPONSIBLE OR LIABLE FOR ANY LOSSES DAMAGE OR LOSS RESULTING FROM THE OPERATION OR PERFORMANCE OF ANY THIRD PARTY PRODUCT OR SERVICE OR ANY SYSTEMS IN WHICH A PRODUCT IS INCORPORATED. THE ABOVE LIMITATIONS OF HID’S LIABILITY SHALL NOT APPLY IN THE EVENT OF FRAUD OR GROSS NEGLIGENCE ON THE PART OF HID OR TO CUSTOMER OTHER THAN DIRECT LOSSES HID’S INDEMNITY OBLIGATIONS UNDER SECTION 11. TO THE EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL HID BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES ARISING SOLELY AS A RESULT OUT OF CGM’S NEGLIGENCE OR WILLFUL MISCONDUCT. NO PARTY RELATING TO THIS AGREEMENT SHALL BE REQUIRED INCLUDING BUT NOT LIMITED TO PAY LOSS OF BUSINESS, REVENUE, PROFITS, GOODWILL, USE, DATA OR BE LIABLE TO OTHER ECONOMIC ADVANTAGE AND ANY OTHER PARTY FOR ANY CONSEQUENTIALNON-ECONOMIC LOSSES, INDIRECT, OR PUNITIVE DAMAGES, OPPORTUNITY COSTS, OR LOST PROFITS (WHETHER OR NOT ARISING FROM ITS NEGLIGENCE AND REGARDLESS OF WHETHER THE PARTY WAS AWARE LEGAL THEORY ON WHICH ANY SUCH DAMAGES MAY BE BASED AND EVEN IF HID HAS BEEN ADVISED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES). CGM THESE LIMITATIONS SHALL NOT BE LIABLE IF THE PERFORMANCE OF ITS OBLIGATIONS UNDER THIS AGREEMENT IS DELAYED OR RENDERED IMPOSSIBLE DUE TO FIRE, FLOOD, STRIKE, WAR, ACT OF TERRORISM, ACT OF GOD, GOVERNMENTAL ACTION, OR ANY OTHER CAUSE BEYOND CGM’S CONTROL. IN ANY SUCH CASE, CGM MAY IN ITS REASONABLE DISCRETION CANCEL ORDERS RESTING ON ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. ORDERS FOR THE ACCOUNT MAY FROM TIME TO TIME BE ENTERED, EXECUTED, OR BOTH THROUGH ELECTRONIC ORDER ENTRY OR EXECUTION SYSTEMS. IN ANY SUCH CASE, CGM SHALL HAVE NO LIABILITY FOR ANY LOSS INCURRED BY CUSTOMER DUE TO APPLY NOTWITHSTANDING THE FAILURE OR MALFUNCTION OF THE ESSENTIAL PURPOSE OF ANY COMPUTER HARDWARE OR SOFTWARE OR TRANSMISSION DEVICE OR SERVICE UTILIZED UNLESS SUCH FAILURE OR MALFUNCTION DIRECTLY RESULTS FROM CGM’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCTLIMITED REMEDY SPECIFIED HEREIN.