Common use of Indemnity and Limitation of Liability Clause in Contracts

Indemnity and Limitation of Liability. BY AGREEING TO THESE TERMS AND CONDITIONS, YOU AGREE TO INDEMNIFY AND HOLD SPINTOUCH AND ITS OFFICERS, DIRECTORS, AGENTS, REPRESENTATIVES, EMPLOYEES, AND RESELLERS HARMLESS AS TO ALL CLAIMS AND/OR DEMANDS ARISING FROM YOUR USAGE OF RAPIDSCREEN. YOU EXPRESSLY AGREE THAT SPINTOUCH, RESELLER AND THEIR THIRD-PARTY SUPPLIERS, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES RESULTING FROM USE OF RAPIDSCREEN. THE MAXIMUM LIABILITY OF EITHER SPINTOUCH AND/OR RESELLER UNDER THESE TERMS AND CONDITIONS IS LIMITED TO THE CUMULATIVE AMOUNT PAID BY CUSTOMER TO SPINTOUCH OR RESELLER FOR THE PURCHASE OF DEVICES AND THE PAYMENT OF SERVICE FEES DURING THE SIX (6) MONTH PERIOD IMMEDIATELY PRIOR TO THE EVENT GIVING RISE TO ANY CLAIM OR CAUSE OF ACTION. CUSTOMER ACKNOWLEDGES THAT PROCESSING AND ACCEPTANCE OF A RETURN BY SPINTOUCH WITH RESPECT TO A SINGLE DEVICE (OR AN ACCOMODATION WHEREIN SPINTOUCH AGREES TO PROCESS AND RETURN MULTIPLE DEVICES), AND THE FURNISHING BY SPINTOUCH OF THE PURCHASE PRICE PAID BY CUSTOMER LESS ANY RESTOCKING FEES AND/OR COSTS, OR ANY OTHER COMPENSATION, RELEASES SPINTOUCH OF ANY FURTHER OBLIGATION WITH RESPECT TO THE SAME. CUSTOMER AGREES AND ACCEPTS THE COMPENSATION OFFERED BY SPINTOUCH WITH RESPECT TO A DEVICE OR ACCOMODATION IS FINAL AND BINDING.

Indemnity and Limitation of Liability. BY AGREEING Each party as an “Indemnitor” respectively as the case may be, will defend or settle at its sole expense, any third party product liability “Claim” (including demands or suits) made against the other party (“Indemnitee”) as it concerns damage to tangible property, bodily injury and/or death to the extent caused by the Indemnitor’s defective design (if design is warranted) or manufacture of product (including, as the case may be, Product made by Seller), or provision of services, or its negligent acts, omissions or willful misconduct, or “duty to warn” to the extent such duty may exist. Indemnitee will provide: prompt written notice of the Claim, all requested information about the Claim, reasonable cooperation and assistance, and sole authority to defend or settle any Claim. Indemnitor will keep Indemnitee informed of the progress of the Claim and will confer with Indemnitee on strategies for the defense and settlement of the Claim as may be appropriate. NOTWITHSTANDING ANYTHING HEREIN TO THESE TERMS AND CONDITIONSTHE CONTRARY, YOU AGREE TO INDEMNIFY AND HOLD SPINTOUCH AND ITS OFFICERSEXCEPT FOR BREACH OF OBLIGATIONS OF CONFIDENTIALITY, DIRECTORSMISAPPROPRIATION OF INTELLECTUAL PROPERTY, AGENTSOR LOSS OF SELLER’S ANTICIPATED PROFITS, REPRESENTATIVES, EMPLOYEES, AND RESELLERS HARMLESS AS TO ALL CLAIMS AND/OR DEMANDS ARISING FROM YOUR USAGE OF RAPIDSCREEN. YOU EXPRESSLY AGREE THAT SPINTOUCH, RESELLER AND THEIR THIRD-NEITHER PARTY SUPPLIERS, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS SHALL NOT BE LIABLE TO YOU THE OTHER PARTY OR ANY THIRD PARTY FOR ANY DIRECTSPECIAL, INCIDENTAL, INDIRECT, INCIDENTALCONSEQUENTIAL, SPECIAL, CONSEQUENTIALPUNITIVE, OR EXEMPLARY DAMAGES OF ANY KIND ARISING FROM OR RELATING TO THE OBLIGATIONS UNDER THIS CONTRACT. THE TERM “CONSEQUENTIAL DAMAGES, INCLUDING” INCLUDES, BUT IS NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA LOSS OF REVENUE AND COST OF CAPITAL. EXCEPT FOR PERSONAL INJURY OR OTHER INTANGIBLE LOSSES RESULTING FROM USE OF RAPIDSCREEN. DEATH DUE TO SELLER’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, SELLER’S AGGREGATE LIABILITY RELATING TO SELLER’S OBLIGATIONS UNDER THIS CONTRACT (WHETHER BASED IN CONTRACT, TORT OR OTHERWISE SHALL IN NO EVENT EXCEED: (I) ON AN AGGREGATED CLAIM BASIS, THE MAXIMUM LIABILITY OF EITHER SPINTOUCH AND/OR RESELLER UNDER THESE TERMS AND CONDITIONS IS LIMITED TO THE CUMULATIVE AMOUNT PAID BY CUSTOMER TO SPINTOUCH OR RESELLER FOR THE PURCHASE OF DEVICES AND THE PAYMENT OF SERVICE FEES SELLER UNDER THIS AGREEMENT DURING THE SIX TWELVE (612) MONTH PERIOD IMMEDIATELY PRIOR TO PRECEDING THE EVENT GIVING RISE TO ANY CLAIM OR CAUSE OF ACTION. CUSTOMER ACKNOWLEDGES THAT PROCESSING AND ACCEPTANCE OF A RETURN BY SPINTOUCH WITH RESPECT TO A SINGLE DEVICE SUCH LIABILITY (OR AN ACCOMODATION WHEREIN SPINTOUCH AGREES TO PROCESS AND RETURN MULTIPLE DEVICES“THE COMBINED TOTAL”), AND THE FURNISHING BY SPINTOUCH OR (II) 10% OF THE PURCHASE PRICE PAID BY CUSTOMER LESS ANY RESTOCKING FEES AND/OR COSTS, OR ANY OTHER COMPENSATION, RELEASES SPINTOUCH COMBINED TOTAL ON A PER CLAIM BASIS.. THE PARTIES EXPRESSLY AGREE THAT THE ABOVE LIMITATIONS ON LIABILITY PROVISION SHALL REMAIN IN FULL FORCE AND EFFECT EVEN IF IT IS FOUND THAT PURCHASER’S EXCLUSIVE REMEDY FAILS OF ANY FURTHER OBLIGATION WITH RESPECT TO THE SAME. CUSTOMER AGREES AND ACCEPTS THE COMPENSATION OFFERED BY SPINTOUCH WITH RESPECT TO A DEVICE OR ACCOMODATION IS FINAL AND BINDINGITS ESSENTIAL PURPOSE.

Indemnity and Limitation of Liability. BY AGREEING TO THESE TERMS AND CONDITIONSThe Vendor agrees to indemnify and hold harmless and defend TIPS, YOU AGREE TO INDEMNIFY AND HOLD SPINTOUCH AND ITS OFFICERSTIPS Member(s), DIRECTORSofficers and employees from and against all claims and suits by third parties for physical injuries to persons (including death), AGENTStangible personal property damages, REPRESENTATIVESlosses, EMPLOYEESand expenses including court costs and reasonable attorney’s fees resulting from the negligence or willful misconduct of the Vendor, its officers, employees, agents, subcontractors, licensees during performance under this Agreement.. Per Texas Education Code §44.032(f), reasonable Attorney’s fees are recoverable by the prevailing party in any dispute resulting in litigation. UNDER NO CIRCUMSTANCES, AND RESELLERS HARMLESS AS TO ALL CLAIMS AND/NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY SET FORTH HEREIN, WILL EITHER PARTY, ITS AFFILIATES OR DEMANDS ARISING FROM YOUR USAGE OF RAPIDSCREEN. YOU EXPRESSLY AGREE THAT SPINTOUCH, RESELLER AND ITS OR THEIR THIRD-PARTY SUPPLIERS, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS SHALL NOT SUBCONTRACTORS OR AGENTS BE LIABLE TO YOU FOR FOR: ANY DIRECTINCIDENTAL, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILLBUSINESS, USEREVENUES OR SAVINGS, AND LOSS, DAMAGE OR CORRUPTION OF DATA OR SOFTWARE, EVEN IF THE PARTY HAS BEEN ADVISED OF THE POSSIBILITIES OF SUCH DAMAGES OR IF SUCH DAMAGES ARE OTHERWISE FORESEEABLE, IN EACH CASE, AND WHETHER A CLAIM FOR ANY SUCH LIABILITY IS PREMISED UPON BREACH OF CONTRACT, WARRANTY, NEGLIGENCE, STRICT LIABILITY OR OTHER INTANGIBLE LOSSES RESULTING FROM USE THEORY OF RAPIDSCREENLIABILITY. EXCEPT AS OTHERWISE AGREED BELOW, IN THE MAXIMUM EVENT OF ANY LIABILITY INCURRED BY EITHER PARTY OR ANY OF ITS AFFILIATES HEREUNDER, THE ENTIRE LIABILITY OF EITHER SPINTOUCH AND/OR RESELLER UNDER THESE TERMS THE PARTY AND CONDITIONS IS LIMITED TO ITS AFFILIATES FOR DAMAGES FROM ANY CAUSE WHATSOEVER WILL NOT EXCEED THE CUMULATIVE DOLLAR AMOUNT PAID BY CUSTOMER TO SPINTOUCH OR RESELLER THE TIPS MEMBER FOR THE PURCHASE OF DEVICES AND THE PAYMENT OF SERVICE FEES DURING THE SIX (6SPECIFIC PURCHASED ITEM(S) MONTH PERIOD IMMEDIATELY PRIOR TO THE EVENT GIVING RISE TO THE XXXXX.XX THE EVENT OF ANY CLAIM CLAIMS FOR DAMAGE TO TANGIBLE PERSONAL PROPERTY OR CAUSE OF ACTION. CUSTOMER ACKNOWLEDGES THAT PROCESSING AND ACCEPTANCE OF A RETURN BY SPINTOUCH WITH RESPECT TO A SINGLE DEVICE PHYSICAL INJURY (OR AN ACCOMODATION WHEREIN SPINTOUCH AGREES TO PROCESS AND RETURN MULTIPLE DEVICESINCLUDING DEATH), AND THE FURNISHING BY SPINTOUCH OF THE PURCHASE PRICE PAID BY CUSTOMER LESS ANY RESTOCKING FEES AND/OR COSTSVENDOR’S TOTAL AGGREGATE LIABILITY FOR SUCH CLAIMS SHALL NOT EXCEED $5,000,000. Multiple Vendor Awards TIPS reserves the right to award multiple vendor Agreements for categories when deemed in the best interest of the TIPS Membership. Bidders scoring the solicitation’s specified minimum score or above will be considered for an award. Categories are established at the discretion of TIPS. State of Texas Franchise Tax By signature hereon, OR ANY OTHER COMPENSATIONthe bidder hereby certifies that heƒshe is not currently delinquent in the payment of any franchise taxes owed the State of Texas under Chapter 171, RELEASES SPINTOUCH OF ANY FURTHER OBLIGATION WITH RESPECT TO THE SAME. CUSTOMER AGREES AND ACCEPTS THE COMPENSATION OFFERED BY SPINTOUCH WITH RESPECT TO A DEVICE OR ACCOMODATION IS FINAL AND BINDINGTax Code.

Indemnity and Limitation of Liability. BY AGREEING TO THESE TERMS AND CONDITIONS(a) World Fuel and Customer acknowledge and agree that the Agreement and the transactions consummated pursuant hereto and any applicable purchase order or agreement are not intended to benefit or create any rights or causes of action in or on behalf of any person other than World Fuel and Customer. In that regard, YOU AGREE TO INDEMNIFY AND HOLD SPINTOUCH AND ITS OFFICERSCustomer agrees to indemnify, DIRECTORSdefend and hold harmless World Fuel, AGENTSits affiliates, REPRESENTATIVESand their respective equity holders, EMPLOYEESofficers, AND RESELLERS HARMLESS AS TO ALL CLAIMS AND/OR DEMANDS ARISING FROM YOUR USAGE OF RAPIDSCREENmanagers, directors, employees, agents and permitted assigns from and against any and all liabilities, losses, claims, costs, expenses and damages (including reasonable attorneys' fees) of whatever nature incurred by any such indemnitee as a result of any claim brought by any third party in connection with any fuel or services provided hereunder except to the extent such liabilities result directly out of world fuel’s gross negligence or willful misconduct. YOU EXPRESSLY AGREE THAT SPINTOUCHFURTHERMORE, RESELLER AND THEIR THIRD-PARTY SUPPLIERS, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS WORLD FUEL SHALL NOT BE LIABLE HAVE ANY LIABILITY TO YOU CUSTOMER OR ANY THIRD PARTY FOR (1) ANY DIRECTDELAY OR (2) LOSS OF ACTUAL OR ANTICIPATED PROFIT OR (3) LOSSES CAUSED BY BUSINESS INTERRUPTION OR (4) LOSS OF GOODWILL OR REPUTATION OR (5) ACTS OR OMISSIONS OF THIRD PARTY VENDORS OR (6) FOR INDIRECT, INDIRECTSPECIAL, INCIDENTAL, SPECIALEXEMPLARY, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGESCONSEQUENTIAL DAMAGES WHETHER OR NOT FORESEEABLE, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS ARISING FROM THE EXERCISE OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES RESULTING FROM USE OF RAPIDSCREEN. THE MAXIMUM LIABILITY OF EITHER SPINTOUCH WORLD FUEL’S RIGHT TO SUSPEND AND/OR RESELLER UNDER THESE TERMS AND CONDITIONS IS LIMITED TO THE CUMULATIVE AMOUNT PAID BY CUSTOMER TO SPINTOUCH OR RESELLER FOR THE PURCHASE TERMINATE DELIVERY OF DEVICES AND THE PAYMENT OF SERVICE FEES DURING THE SIX (6) MONTH PERIOD IMMEDIATELY PRIOR TO THE EVENT GIVING RISE TO ANY CLAIM OR CAUSE OF ACTION. CUSTOMER ACKNOWLEDGES THAT PROCESSING AND ACCEPTANCE OF A RETURN BY SPINTOUCH WITH RESPECT TO A SINGLE DEVICE (OR AN ACCOMODATION WHEREIN SPINTOUCH AGREES TO PROCESS AND RETURN MULTIPLE DEVICES), AND THE FURNISHING BY SPINTOUCH OF THE PURCHASE PRICE PAID BY CUSTOMER LESS ANY RESTOCKING FEES AND/OR COSTS, OR ANY OTHER COMPENSATION, RELEASES SPINTOUCH OF ANY FURTHER OBLIGATION WITH RESPECT TO THE SAME. CUSTOMER AGREES AND ACCEPTS THE COMPENSATION OFFERED BY SPINTOUCH WITH RESPECT TO A DEVICE OR ACCOMODATION IS FINAL AND BINDINGFUEL.

Indemnity and Limitation of Liability. BY AGREEING TO THESE TERMS AND CONDITIONS, YOU AGREE TO WILL INDEMNIFY AND HOLD SPINTOUCH YOUR SERVICE PROVIDER AND ITS OFFICERSAFFILIATES, DIRECTORSSUPPLIERS AND AGENTS HARM- LESS FROM AND AGAINST ANY LOSS OR DAMAGE TO ANY PERSON, AGENTS, REPRESENTATIVES, EMPLOYEES, AND RESELLERS HARMLESS AS TO ALL CLAIMS EQUIPMENT AND/OR DEMANDS ARISING PROPERTY ON WHICH THE EQUIPMENT IS LOCATED OR WHICH IT MAY BE CONNECTED TO OR INTEGRATED WITH AND FROM ALL CLAIMS, LOSSES, INJURIES, TAXES, EXPENSES, COSTS OR OTHER AMOUNTS RELATED TO OR IN CONNECTION WITH THESE TERMS OF SALE AND ANY DOCUMENT FORMING PART THEREOF, INCLUDING WITHOUT LIMITATION THE USE, MAINTE- XXXXX OR CONDITION OF THE EQUIPMENT, TRANSFER OF EQUIPMENT TO YOU OR YOUR TERMINATION OF OR DEFAULT UNDER, OR BREACH OF ANY OF, THESE TERMS OF SALE, WHETHER OR NOT YOU RECEIVE THE SERVICE UNDER THE SERVICE AGREEMENT. IN THE EVENT OF ANY BREACH, INCLUDING WITHOUT LIMITATION A BREACH OF ANY FUNDAMENTAL TERM, BY YOUR SERVICE PROVIDER OR ANY OF ITS AFFILIATES, SUPPLIERS OR AGENTS OF THESE TERMS OF SALE OR IN THE EVENT OF ANY NEGLIGENCE, YOUR EXCLUSIVE REMEDY UNDER THESE TERMS OF SALE WILL BE TO RECEIVE FROM YOUR USAGE SERVICE PROVIDER THE TOTAL COLLECTIVE PAYMENT FOR ACTUAL AND DIRECT DAMAGES NOT TO EXCEED THE AMOUNT OF RAPIDSCREENTHE PURCHASE PRICE ACTUALLY PAID BY YOU TO YOUR SERVICE PROVIDER FOR THE EQUIPMENT. YOU EXPRESSLY AGREE THAT SPINTOUCHTO THE EXTENT PERMITTED BY APPLICABLE LAW AND EXCEPT AS OTHER- WISE SET OUT IN THIS SECTION, RESELLER YOUR SERVICE PROVIDER OR ITS AFFILIATES, SUPPLIERS AND THEIR THIRD-PARTY SUPPLIERS, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS SHALL AGENTS WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY, WHETHER IN CONTRACT, TORT OR OTHERWISE, AND EVEN IF YOUR SERVICE PROVIDER, OR ANY OF its affiliates, SUPPLIERS OR agents, HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LIABILITY, FOR (I) ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE OR EXEMPLARY DAMAGESINCIDENTAL DAM- AGES OF ANY KIND OR FOR ANY REASON WHATSOEVER, INCLUDINGINCLUDING WITHOUT LIMITATION LOST TIME, BUT NOT LIMITED TOLOSS OF USE OF THE EQUIPMENT, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES RESULTING FROM USE LOSS OF RAPIDSCREEN. THE MAXIMUM LIABILITY OF EITHER SPINTOUCH AND/OR RESELLER UNDER THESE TERMS AND CONDITIONS IS LIMITED TO THE CUMULATIVE AMOUNT PAID BY CUSTOMER TO SPINTOUCH OR RESELLER FOR THE PURCHASE OF DEVICES AND THE PAYMENT OF SERVICE FEES DURING THE SIX (6) MONTH PERIOD IMMEDIATELY PRIOR TO THE EVENT GIVING RISE TO ANY CLAIM OR CAUSE OF ACTION. CUSTOMER ACKNOWLEDGES THAT PROCESSING AND ACCEPTANCE OF A RETURN BY SPINTOUCH WITH RESPECT TO A SINGLE DEVICE (OR AN ACCOMODATION WHEREIN SPINTOUCH AGREES TO PROCESS AND RETURN MULTIPLE DEVICES), AND THE FURNISHING BY SPINTOUCH OF THE PURCHASE PRICE PAID BY CUSTOMER LESS ANY RESTOCKING FEES AND/OR COSTS, BUSINESS OPPORTUNITY OR ANY OTHER COMPENSATIONDAMAGES RESULTING FROM THE BREAKDOWN OR FAILURE OF EQUIPMENT, RELEASES SPINTOUCH DELAYS IN EQUIPMENT SERVICING OR INABILITY TO ACCESS THE NETWORK OR SIGNAL AND PROVIDE THE SERVICE, or any such damages that arise in connection with or result in any way from any claim, allegation or action relating to PERSONAL INJURY, PROPERTY DAMAGE or DEATH, OR (II) ANY LOSSES, expenses (including WITHOUT LIMITATION legal fees) OR OTHER AMOUNTS arising out of, or in connection with THESE TERMS OF ANY FURTHER OBLIGATION WITH RESPECT TO THE SAME. CUSTOMER AGREES AND ACCEPTS THE COMPENSATION OFFERED BY SPINTOUCH WITH RESPECT TO A DEVICE OR ACCOMODATION IS FINAL AND BINDINGSALE, INCLUDING, WITHOUT LIMITATION, any allegation, claim, suit or other proceeding based upon a contention that the use of EQUIPMENT by you or a third party through your SERVICE Account infringes the intellectual property rights or contractual rights of any third party.

Indemnity and Limitation of Liability. BY AGREEING TO THESE TERMS AND CONDITIONS, YOU AGREE TO WILL INDEMNIFY AND HOLD SPINTOUCH YOUR SERVICE PROVIDER AND ITS OFFICERSAFFILIATES, DIRECTORSSUPPLIERS, AGENTSAUTHORIZED CONTRACTORS AND AGENTS HARMLESS FROM AND AGAINST ANY LOSS OR DAMAGE TO ANY PERSON, REPRESENTATIVES, EMPLOYEES, AND RESELLERS HARMLESS AS TO ALL CLAIMS EQUIPMENT AND/OR DEMANDS ARISING PROPERTY ON WHICH ANY OF THE BELL MODEM KIT CONTENTS ARE LOCATED OR TO WHICH THEY MAY BE CONNECTED TO OR INTEGRATED WITH AND FROM ALL CLAIMS, LOSSES, INJURIES, TAXES, EXPENSES, COSTS OR OTHER AMOUNTS RELATED TO OR IN CONNECTION WITH THESE TERMS OF SALE AND ANY DOCUMENT FORMING PART THEREOF, INCLUDING WITHOUT LIMITATION THE USE, MAINTENANCE OR CONDITION OF THE BELL MODEM KIT, TRANSFER OF THE BELL MODEM KIT TO YOU OR YOUR TERMINATION OF OR DEFAULT UNDER, OR BREACH OF ANY OF, THESE TERMS OF SALE, WHETHER OR NOT YOU RECEIVE THE SERVICE UNDER THE SERVICE AGREEMENT. IN THE EVENT OF ANY BREACH, INCLUDING WITHOUT LIMITATION A BREACH OF ANY FUNDAMENTAL TERM, BY YOUR SERVICE PROVIDER OR ANY OF ITS AFFILIATES, SUPPLIERS, AUTHORIZED CONTRACTORS OR AGENTS OF THESE TERMS OF SALE OR IN THE EVENT OF ANY NEGLIGENCE, TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOUR EXCLUSIVE REMEDY UNDER THESE TERMS OF SALE WILL BE TO RECEIVE FROM YOUR USAGE SERVICE PROVIDER THE TOTAL COLLECTIVE PAYMENT FOR ACTUAL AND DIRECT DAMAGES NOT TO EXCEED THE AMOUNT OF RAPIDSCREENTHE PURCHASE PRICE ACTUALLY PAID BY YOU TO YOUR SERVICE PROVIDER FOR THE BELL MODEM KIT. YOU EXPRESSLY AGREE THAT SPINTOUCHTO THE EXTENT PERMITTED BY APPLICABLE LAW AND EXCEPT AS OTHERWISE SET OUT IN THIS SECTION, RESELLER AND THEIR THIRD-PARTY YOUR SERVICE PROVIDER OR ITS AFFILIATES, SUPPLIERS, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AUTHORIZED CONTRACTORS AND LICENSORS SHALL AGENTS WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY, WHETHER IN CONTRACT, TORT OR OTHERWISE, AND EVEN IF YOUR SERVICE PROVIDER, OR ANY OF ITS AFFILIATES, SUPPLIERS, AUTHORIZED CONTRACTORS OR AGENTS, HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH LIABILITY, FOR (I) ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE OR EXEMPLARY DAMAGESINCIDENTAL DAMAGES OF ANY KIND OR FOR ANY REASON WHATSOEVER, INCLUDINGINCLUDING WITHOUT LIMITATION LOST TIME, BUT NOT LIMITED TOLOSS OF USE OF THE BELL MODEM KIT, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA LOSS OF BUSINESS OPPORTUNITY OR ANY OTHER INTANGIBLE LOSSES DAMAGES RESULTING FROM USE THE BREAKDOWN OR FAILURE OF RAPIDSCREEN. THE MAXIMUM LIABILITY OF EITHER SPINTOUCH BELL MODEM KIT, DELAYS IN SERVICING OR INABILITY TO ACCESS THE NETWORK OR SIGNAL AND PROVIDE THE SERVICE, OR ANY SUCH DAMAGES THAT ARISE IN CONNECTION WITH OR RESULT IN ANY WAY FROM ANY CLAIM, ALLEGATION OR ACTION RELATING TO PERSONAL INJURY, PROPERTY DAMAGE OR DEATH, AND/OR RESELLER UNDER (II) ANY LOSSES, EXPENSES (INCLUDING WITHOUT LIMITATION LEGAL FEES) OR OTHER AMOUNTS ARISING OUT OF, OR IN CONNECTION WITH THESE TERMS AND CONDITIONS IS LIMITED TO OF SALE, INCLUDING, WITHOUT LIMITATION, ANY ALLEGATION, CLAIM, SUIT OR OTHER PROCEEDING BASED UPON A CONTENTION THAT THE CUMULATIVE AMOUNT PAID BY CUSTOMER TO SPINTOUCH OR RESELLER FOR THE PURCHASE OF DEVICES AND THE PAYMENT OF SERVICE FEES DURING THE SIX (6) MONTH PERIOD IMMEDIATELY PRIOR TO THE EVENT GIVING RISE TO ANY CLAIM OR CAUSE OF ACTION. CUSTOMER ACKNOWLEDGES THAT PROCESSING AND ACCEPTANCE OF A RETURN BY SPINTOUCH WITH RESPECT TO A SINGLE DEVICE (OR AN ACCOMODATION WHEREIN SPINTOUCH AGREES TO PROCESS AND RETURN MULTIPLE DEVICES), AND THE FURNISHING BY SPINTOUCH USE OF THE PURCHASE PRICE PAID BELL MODEM KIT BY CUSTOMER LESS ANY RESTOCKING FEES AND/YOU OR COSTS, A THIRD PARTY THROUGH YOUR SERVICE ACCOUNT INFRINGES THE INTELLECTUAL PROPERTY RIGHTS OR ANY OTHER COMPENSATION, RELEASES SPINTOUCH CONTRACTUAL RIGHTS OF ANY FURTHER OBLIGATION WITH RESPECT TO THE SAME. CUSTOMER AGREES AND ACCEPTS THE COMPENSATION OFFERED BY SPINTOUCH WITH RESPECT TO A DEVICE OR ACCOMODATION IS FINAL AND BINDINGTHIRD PARTY.

Indemnity and Limitation of Liability. BY AGREEING TO THESE TERMS AND CONDITIONS, YOU AGREE TO WILL INDEMNIFY AND HOLD SPINTOUCH YOUR SERVICE PROVIDER AND ITS OFFICERSAFFILIATES, DIRECTORSSUPPLIERS, AGENTSAUTHORIZED CONTRACTORS AND AGENTS HARMLESS FROM AND AGAINST ANY LOSS OR DAMAGE TO ANY PERSON, REPRESENTATIVES, EMPLOYEES, AND RESELLERS HARMLESS AS TO ALL CLAIMS EQUIPMENT AND/OR DEMANDS ARISING PROPERTY ON WHICH ANY OF THE BELL MODEM KIT CONTENTS ARE LOCATED OR TO WHICH THEY MAY BE CONNECTED TO OR INTEGRATED WITH AND FROM ALL CLAIMS, LOSSES, INJURIES, TAXES, EXPENSES, COSTS OR OTHER AMOUNTS RELATED TO OR IN CONNECTION WITH THESE TERMS OF SALE AND ANY DOCUMENT FORMING PART THEREOF, INCLUDING WITHOUT LIMITATION THE USE, MAINTENANCE OR CONDITION OF THE BELL MODEM KIT, TRANSFER TO YOU OR INSTALLATION OF THE BELL MODEM KIT OR YOUR TERMINATION OF OR DEFAULT UNDER, OR BREACH OF ANY OF, THESE TERMS OF SALE, WHETHER OR NOT YOU RECEIVE THE SERVICE UNDER THE SERVICE AGREEMENT. IN THE EVENT OF ANY BREACH, INCLUDING WITHOUT LIMITATION A BREACH OF ANY FUNDAMENTAL TERM, BY YOUR SERVICE PROVIDER OR ANY OF ITS AFFILIATES, SUPPLIERS, AUTHORIZED CONTRACTORS OR AGENTS OF THESE TERMS OF SALE OR IN THE EVENT OF ANY NEGLIGENCE, TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOUR EXCLUSIVE REMEDY UNDER THESE TERMS OF SALE WILL BE TO RECEIVE FROM YOUR USAGE SERVICE PROVIDER THE TOTAL COLLECTIVE PAYMENT FOR ACTUAL AND DIRECT DAMAGES NOT TO EXCEED THE AMOUNT OF RAPIDSCREENTHE PURCHASE PRICE ACTUALLY PAID BY YOU TO YOUR SERVICE PROVIDER FOR THE BELL MODEM KIT. YOU EXPRESSLY AGREE THAT SPINTOUCHTO THE EXTENT PERMITTED BY APPLICABLE LAW AND EXCEPT AS OTHERWISE SET OUT IN THIS SECTION, RESELLER AND THEIR THIRD-PARTY YOUR SERVICE PROVIDER OR ITS AFFILIATES, SUPPLIERS, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AUTHORIZED CONTRACTORS AND LICENSORS SHALL AGENTS WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY, WHETHER IN CONTRACT, TORT OR OTHERWISE, AND EVEN IF YOUR SERVICE PROVIDER, OR ANY OF ITS AFFILIATES, SUPPLIERS, AUTHORIZED CONTRACTORS OR AGENTS, HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LIABILITY, FOR (I) ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE OR EXEMPLARY DAMAGESINCIDENTAL DAMAGES OF ANY KIND OR FOR ANY REASON WHATSOEVER, INCLUDINGINCLUDING WITHOUT LIMITATION LOST TIME, BUT NOT LIMITED TOLOSS OF USE OF THE BELL MODEM KIT, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA LOSS OF BUSINESS OPPORTUNITY OR ANY OTHER INTANGIBLE LOSSES DAMAGES RESULTING FROM USE THE BREAKDOWN OR FAILURE OF RAPIDSCREEN. THE MAXIMUM LIABILITY OF EITHER SPINTOUCH BELL MODEM KIT, DELAYS IN SERVICING OR INABILITY TO ACCESS THE NETWORK OR SIGNAL AND PROVIDE THE SERVICE, OR ANY SUCH DAMAGES THAT ARISE IN CONNECTION WITH OR RESULT IN ANY WAY FROM ANY CLAIM, ALLEGATION OR ACTION RELATING TO PERSONAL INJURY, PROPERTY DAMAGE OR DEATH, AND/OR RESELLER UNDER (II) ANY LOSSES, EXPENSES (INCLUDING WITHOUT LIMITATION LEGAL FEES) OR OTHER AMOUNTS ARISING OUT OF, OR IN CONNECTION WITH THESE TERMS AND CONDITIONS IS LIMITED TO OF SALE, INCLUDING, WITHOUT LIMITATION, ANY ALLEGATION, CLAIM, SUIT OR OTHER PROCEEDING BASED UPON A CONTENTION THAT THE CUMULATIVE AMOUNT PAID BY CUSTOMER TO SPINTOUCH OR RESELLER FOR THE PURCHASE OF DEVICES AND THE PAYMENT OF SERVICE FEES DURING THE SIX (6) MONTH PERIOD IMMEDIATELY PRIOR TO THE EVENT GIVING RISE TO ANY CLAIM OR CAUSE OF ACTION. CUSTOMER ACKNOWLEDGES THAT PROCESSING AND ACCEPTANCE OF A RETURN BY SPINTOUCH WITH RESPECT TO A SINGLE DEVICE (OR AN ACCOMODATION WHEREIN SPINTOUCH AGREES TO PROCESS AND RETURN MULTIPLE DEVICES), AND THE FURNISHING BY SPINTOUCH USE OF THE PURCHASE PRICE PAID BELL MODEM KIT BY CUSTOMER LESS ANY RESTOCKING FEES AND/YOU OR COSTS, A THIRD PARTY THROUGH YOUR SERVICE ACCOUNT INFRINGES THE INTELLECTUAL PROPERTY RIGHTS OR ANY OTHER COMPENSATION, RELEASES SPINTOUCH CONTRACTUAL RIGHTS OF ANY FURTHER OBLIGATION WITH RESPECT TO THE SAME. CUSTOMER AGREES AND ACCEPTS THE COMPENSATION OFFERED BY SPINTOUCH WITH RESPECT TO A DEVICE OR ACCOMODATION IS FINAL AND BINDINGTHIRD PARTY.

Indemnity and Limitation of Liability. (A) TO THE EXTENT PERMITTED BY AGREEING TO THESE TERMS AND CONDITIONSAPPLICABLE LAW, (a) YOU AGREE TO SHALL INDEMNIFY AND HOLD SPINTOUCH BELL TV HARMLESS FROM AND ITS OFFICERSAGAINST ANY LOSS OR DAMAGE TO ANY PERSON, DIRECTORS, AGENTS, REPRESENTATIVES, EMPLOYEES, AND RESELLERS HARMLESS AS TO ALL CLAIMS EQUIPMENT AND/OR DEMANDS ARISING PROPERTY ON WHICH EQUIPMENT IS LOCATED AND FROM ALL CLAIMS, LOSSES, INJURIES, TAXES, EXPENSES AND COSTS RELATED TO THE INSTALLATION, REMOVAL, USE, MAINTENANCE OR CONDITION OF THE EQUIPMENT, TRANSFER OF EQUIPMENT TO YOU OR YOUR USAGE TERMINATION OF RAPIDSCREENOR DEFAULT UNDER THIS AGREEMENT, THE RCA, THE RENTAL WARRANTY OR ANY OTHER AGREEMENT BETWEEN YOU AND BELL TV; (b) NONE OF BELL TV, NOR ANY OF ITS SUPPLIERS (INCLUDING TELESAT CANADA), WILL BE LIABLE FOR ANY INTERRUPTIONS IN PROGRAMMING OR LIABLE FOR ANY DELAY OR FAILURE TO PERFORM, IF SUCH DELAY OR NON-PERFORMANCE ARISES IN CONNECTION WITH ANY ACTS OF GOD, FIRES, EARTHQUAKES, FLOODS, POWER FAILURE, SATELLITE FAILURE OR MALFUNCTION, FAILURE TO REPLACE EXISTING TECHNOLOGY, ACTS OF ANY GOVERNMENTAL BODY OR ANY OTHER CAUSE BEYOND OUR REASONABLE CONTROL. BELL TV MAKES NO WARRANTY, EITHER EXPRESSED OR IMPLIED, REGARDING THE PROGRAMMING PROVIDED TO YOU AND ALL SUCH WARRANTIES ARE EXPRESSLY AGREE THAT SPINTOUCH, RESELLER AND THEIR THIRD-PARTY SUPPLIERS, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS SHALL EXCLUDED; (c) BELL TV WILL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, EXEMPLARY OR EXEMPLARY DAMAGES, INCLUDING, BUT INCIDENTAL DAMAGES OF ANY KIND OR FOR ANY REASON WHATSOEVER; and (d) BELL TV’S LIABILITY TO YOU WILL NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES RESULTING FROM USE OF RAPIDSCREEN. EXCEED THE MAXIMUM LIABILITY OF EITHER SPINTOUCH AND/OR RESELLER UNDER THESE TERMS AND CONDITIONS IS LIMITED TO THE CUMULATIVE TOTAL AMOUNT ACTUALLY PAID BY CUSTOMER YOU TO SPINTOUCH OR RESELLER BELL TV FOR THE PURCHASE OF DEVICES AND THE PAYMENT OF SERVICE FEES DURING THE SIX (6) MONTH PERIOD IMMEDIATELY PRIOR TO THE EVENT GIVING RISE TO ANY CLAIM OR CAUSE OF ACTION. CUSTOMER ACKNOWLEDGES THAT PROCESSING AND ACCEPTANCE OF A RETURN BY SPINTOUCH WITH RESPECT TO A SINGLE DEVICE (OR AN ACCOMODATION WHEREIN SPINTOUCH AGREES TO PROCESS AND RETURN MULTIPLE DEVICES), AND THE FURNISHING BY SPINTOUCH RENTAL OF THE PURCHASE PRICE PAID BY CUSTOMER LESS ANY RESTOCKING FEES AND/OR COSTS, OR ANY OTHER COMPENSATION, RELEASES SPINTOUCH OF ANY FURTHER OBLIGATION WITH RESPECT TO THE SAME. CUSTOMER AGREES AND ACCEPTS THE COMPENSATION OFFERED BY SPINTOUCH WITH RESPECT TO A DEVICE OR ACCOMODATION IS FINAL AND BINDINGEQUIPMENT.

Indemnity and Limitation of Liability. BY AGREEING TO THESE TERMS AND CONDITIONS, YOU AGREE TO WILL INDEMNIFY AND HOLD SPINTOUCH YOUR SERVICE PROVIDER AND ITS OFFICERSAFFILIATES, DIRECTORSSUPPLIERS, AGENTSAUTHORIZED CONTRACTORS AND AGENTS HARMLESS FROM AND AGAINST ANY LOSS OR DAMAGE TO ANY PERSON, REPRESENTATIVES, EMPLOYEES, AND RESELLERS HARMLESS AS TO ALL CLAIMS EQUIPMENT AND/OR DEMANDS ARISING PROPERTY ON WHICH ANY OF THE BELL MODEM KIT CONTENTS ARE LOCATED OR TO WHICH THEY MAY BE CONNECTED TO OR INTEGRATED WITH AND FROM ALL CLAIMS, LOSSES, INJURIES, TAXES, EXPENSES, COSTS OR OTHER AMOUNTS RELATED TO OR IN CONNECTION WITH THESE TERMS OF SALE AND ANY DOCUMENT FORMING PART THEREOF, INCLUDING WITHOUT LIMITATION THE USE, MAINTENANCE OR CONDITION OF THE BELL MODEM KIT, TRANSFER OF THE BELL MODEM KIT TO YOU OR YOUR TERMINATION OF OR DEFAULT UNDER, OR BREACH OF ANY OF, THESE TERMS OF SALE, WHETHER OR NOT YOU RECEIVE THE SERVICE UNDER THE SERVICE AGREEMENT. IN THE EVENT OF ANY BREACH, INCLUDING WITHOUT LIMITATION A BREACH OF ANY FUNDAMENTAL TERM, BY YOUR SERVICE PROVIDER OR ANY OF ITS AFFILIATES, SUPPLIERS, AUTHORIZED CONTRACTORS OR AGENTS OF THESE TERMS OF SALE OR IN THE EVENT OF ANY NEGLIGENCE, TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOUR EXCLUSIVE REMEDY UNDER THESE TERMS OF SALE WILL BE TO RECEIVE FROM YOUR USAGE SERVICE PROVIDER THE TOTAL COLLECTIVE PAYMENT FOR ACTUAL AND DIRECT DAMAGES SHALL BE THE GREATER OF RAPIDSCREENFIFTY ($50) DOLLARS OR THE AMOUNT OF THE PURCHASE PRICE ACTUALLY PAID BY YOU TO YOUR SERVICE PROVIDER FOR THE BELL MODEM KIT. YOU EXPRESSLY AGREE THAT SPINTOUCHTO THE EXTENT PERMITTED BY APPLICABLE LAW AND EXCEPT AS OTHERWISE SET OUT IN THIS SECTION, RESELLER AND THEIR THIRD-PARTY YOUR SERVICE PROVIDER OR ITS AFFILIATES, SUPPLIERS, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AUTHORIZED CONTRACTORS AND LICENSORS SHALL AGENTS WILL NOT BE LIABLE TO YOU FOR OR ANY DIRECTTHIRD PARTY, INDIRECTWHETHER IN CONTRACT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, TORT OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES RESULTING FROM USE OF RAPIDSCREEN. THE MAXIMUM LIABILITY OF EITHER SPINTOUCH AND/OR RESELLER UNDER THESE TERMS AND CONDITIONS IS LIMITED TO THE CUMULATIVE AMOUNT PAID BY CUSTOMER TO SPINTOUCH OR RESELLER FOR THE PURCHASE OF DEVICES AND THE PAYMENT OF SERVICE FEES DURING THE SIX (6) MONTH PERIOD IMMEDIATELY PRIOR TO THE EVENT GIVING RISE TO ANY CLAIM OR CAUSE OF ACTION. CUSTOMER ACKNOWLEDGES THAT PROCESSING AND ACCEPTANCE OF A RETURN BY SPINTOUCH WITH RESPECT TO A SINGLE DEVICE (OR AN ACCOMODATION WHEREIN SPINTOUCH AGREES TO PROCESS AND RETURN MULTIPLE DEVICES)OTHERWISE, AND THE FURNISHING BY SPINTOUCH OF THE PURCHASE PRICE PAID BY CUSTOMER LESS ANY RESTOCKING FEES AND/OR COSTSEVEN IF YOUR SERVICE PROVIDER, OR ANY OTHER COMPENSATIONOF ITS AFFILIATES, RELEASES SPINTOUCH SUPPLIERS, AUTHORIZED CONTRACTORS OR AGENTS, HAS BEEN ADVISED OF ANY FURTHER OBLIGATION WITH RESPECT TO THE SAME. CUSTOMER AGREES AND ACCEPTS THE COMPENSATION OFFERED BY SPINTOUCH WITH RESPECT TO A DEVICE OR ACCOMODATION IS FINAL AND BINDING.POSSIBILITY OF SUCH LIABILITY, FOR

Indemnity and Limitation of Liability. BY AGREEING TO THESE TERMS AND CONDITIONSCompany possesses insurance that provides coverage in the event of injury to persons or property arising directly from the negligence of Company and/or its employees. Further, YOU AGREE TO INDEMNIFY AND HOLD SPINTOUCH AND all of the employees of Company are covered by Worker's Compensation Insurance. Customer shall indemnify, defend, and hold Company harmless from and against any loss, liability, damage, or expense, including reasonable attorney's fees, incurred or suffered by or threatened against Company in connection with or as a result of any claim brought by or on behalf of any third-party person or entity as a result of or in connection with Company’s association with Customer or Customer’s breach of any provision of this Contract (including any representation or warranty). THE SERVICES ARE SOLD "AS IS." THE MAXIMUM LIABILITY OF COMPANY, ITS OFFICERS, DIRECTORS, AGENTS, REPRESENTATIVES, EMPLOYEES, AND RESELLERS HARMLESS AS TO ALL CLAIMS AND/OR DEMANDS ARISING FROM YOUR USAGE OF RAPIDSCREEN. YOU EXPRESSLY AGREE THAT SPINTOUCH, RESELLER AND THEIR THIRD-PARTY SUPPLIERS, OFFICERS, EMPLOYEES, AGENTSAGENTS OR AFFILIATES, PARTNERS TO CUSTOMER FOR DAMAGES FOR ANY AND LICENSORS ALL CAUSES WHATSOEVER, AND CUSTOMER’S MAXIMUM REMEDY, REGARDLESS OF THE FORM OF ACTION, WHETHER IN CONTRACT, TORT OR OTHERWISE, SHALL NOT BE LIMITED TO THE INSURANCE PROCEEDS PAID TO COMPANY IN CONNECTION WITH SUCH CLAIM OR THE AMOUNTS PAID UNDER THE CONTRACT, WHICHEVER IS LESS. IN NO EVENT SHALL COMPANY BE LIABLE TO YOU FOR LOST PROFITS, BUSINESS INTERRUPTION OR FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY OR EXEMPLARY PUNITIVE DAMAGES ARISING OUT OF OR RELATING TO THE SERVICES, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. COMPANY SHALL NOT BE LIABLE FOR ANY DAMAGES ARISING AFTER THE SERVICES HAVE BEEN COMPLETED REGARDLESS OF WHETHER THE DAMAGE ARISES FROM THE SERVICES. No Warranties. EXCEPT FOR THE EXPRESS REPRESENTATIONS AND WARRANTIES IN THIS DOCUMENT, COMPANY MAKES NO WARRANTIES WHATSOEVER. COMPANY EXPLICITLY DISCLAIMS ANY OTHER WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, DAMAGES WARRANTIES OF MERCHANTABILITY OR FITNESS FOR LOSS OF PROFITS, GOODWILL, USE, DATA A PARTICULAR PURPOSE OR OTHER INTANGIBLE LOSSES RESULTING FROM USE OF RAPIDSCREEN. THE MAXIMUM LIABILITY OF EITHER SPINTOUCH AND/COMPLIANCE WITH LAWS OR RESELLER UNDER THESE TERMS AND CONDITIONS IS LIMITED GOVERNMENT RULES OR REGULATIONS APPLICABLE TO THE CUMULATIVE AMOUNT PAID BY CUSTOMER TO SPINTOUCH OR RESELLER FOR THE PURCHASE OF DEVICES AND THE PAYMENT OF SERVICE FEES DURING THE SIX (6) MONTH PERIOD IMMEDIATELY PRIOR TO THE EVENT GIVING RISE TO ANY CLAIM OR CAUSE OF ACTIONSERVICES Severability. CUSTOMER ACKNOWLEDGES THAT PROCESSING AND ACCEPTANCE OF A RETURN BY SPINTOUCH WITH RESPECT TO A SINGLE DEVICE (OR AN ACCOMODATION WHEREIN SPINTOUCH AGREES TO PROCESS AND RETURN MULTIPLE DEVICES)All parties agree that should any term or condition stated be found to be invalid or unenforceable, AND THE FURNISHING BY SPINTOUCH OF THE PURCHASE PRICE PAID BY CUSTOMER LESS ANY RESTOCKING FEES AND/OR COSTS, OR ANY OTHER COMPENSATION, RELEASES SPINTOUCH OF ANY FURTHER OBLIGATION WITH RESPECT TO THE SAME. CUSTOMER AGREES AND ACCEPTS THE COMPENSATION OFFERED BY SPINTOUCH WITH RESPECT TO A DEVICE OR ACCOMODATION IS FINAL AND BINDINGsuch provision shall be enforced to the maximum extent permitted and then the remaining conditions and portions of conditions shall be held valid and enforced in full.

Indemnity and Limitation of Liability. BY AGREEING TO THESE TERMS AND CONDITIONS, YOU AGREE TO INDEMNIFY AND HOLD SPINTOUCH THE CITY AND ITS OFFICERSPAST, DIRECTORS, AGENTS, REPRESENTATIVES, EMPLOYEES, PRESENT AND RESELLERS HARMLESS AS TO ALL CLAIMS AND/OR DEMANDS ARISING FROM YOUR USAGE OF RAPIDSCREEN. YOU EXPRESSLY AGREE THAT SPINTOUCH, RESELLER AND THEIR THIRD-PARTY SUPPLIERS, FUTURE OFFICERS, EMPLOYEES, AGENTSOFFICIALS, PARTNERS CONTRACTORS, SUBCONTRACTORS, REPRESENTATIVES, CONSULTANTS, BOARD MEMBERS AND LICENSORS AGENTS (COLLECTIVELY “PROTECTED PERSONS”) ANY THEREOF SHALL NOT BE LIABLE TO YOU FOR ANY DIRECTINJURY TO PERSONS OR PROPERTY OCCASIONED BY REASON OF THE ACTS OR OMISSIONS OF DEVELOPER, ITS AGENTS, EMPLOYEES, CONTRACTORS OR SUBCONTRACTORS IN THE PERFORMANCE OF THIS AGREEMENT OR CONSTRUCTION OF, OR IMPROVEMENTS ON THE PROPERTY AS CONTEMPLATED UNDER THIS AGREEMENT. DEVELOPER FURTHER AGREES TO PROTECT, DEFEND, INDEMNIFY AND HOLD HARMLESS THE PROTECTED PERSONS AGAINST THIRD PARTY CLAIMS IN THE PERFORMANCE OF THIS AGREEMENT OR CONSTRUCTION OF, OR IMPROVEMENTS ON THE PROPERTY AS CONTEMPLATED UNDER THIS AGREEMENT. IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER, BASED ON CONTRACT, FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES (EVEN IF SUCH DAMAGES ARE FORESEEABLE, AND WHETHER OR NOT SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA ) (EXCLUDING REASONABLE ATTORNEY FEES AND COURT COSTS) ARISING FROM OR OTHER INTANGIBLE LOSSES RESULTING FROM USE OF RAPIDSCREENUNDER THIS AGREEMENT. THE MAXIMUM TOTAL, CUMULATIVE LIABILITY OF EITHER SPINTOUCH AND/EACH PARTY ARISING OUT OF OR RESELLER UNDER THESE TERMS AND CONDITIONS IS RELATED TO THIS AGREEMENT OR THE SERVICES PROVIDED HEREUNDER, BASED ON CONTRACT, SHALL BE LIMITED TO AN AMOUNT NOT TO EXCEED THE CUMULATIVE AMOUNT PAID BY CUSTOMER TO SPINTOUCH OR RESELLER FOR THE PURCHASE OF DEVICES AND THE PAYMENT OF SERVICE FEES DURING THE SIX (6) MONTH PERIOD IMMEDIATELY PRIOR TO THE EVENT GIVING RISE TO ANY CLAIM OR CAUSE OF ACTION. CUSTOMER ACKNOWLEDGES THAT PROCESSING AND ACCEPTANCE OF A RETURN BY SPINTOUCH WITH RESPECT TO A SINGLE DEVICE (OR AN ACCOMODATION WHEREIN SPINTOUCH AGREES TO PROCESS AND RETURN MULTIPLE DEVICES), AND THE FURNISHING BY SPINTOUCH OF THE PURCHASE PRICE PAID AND ANY COST OF ABATEMENT PERFORMED BY CUSTOMER LESS CITY ON THE PROPERTY (EXCLUDING REASONABLE ATTORNEY FEES AND COURT COSTS). EXCEPT FOR CITY’S OBLIGATIONS AS SET FORTH IN THIS AGREEMENT THE PROTECTED PERSONS ASSUME NO RESPONSIBILITIES OR LIABILITIES TO DEVELOPER, OR ANY RESTOCKING FEES THIRD PARTIES IN CONNECTION WITH THE PROJECT, AND/OR COSTSTHE PROPERTY, AND DEVELOPER HEREBY WAIVES ANY AND ALL CLAIMS AGAINST THE PROTECTED PERSONS FOR ANY INJURY TO PERSONS OR ANY OTHER COMPENSATIONDAMAGE TO PROPERTY IN CONNECTION THEREWITH. DEVELOPER ACKNOWLEDGES AND AGREES THAT THERE SHALL BE NO PERSONAL RECOURSE TO THE PROTECTED PERSONS, RELEASES SPINTOUCH WHO SHALL INCUR OR ASSUME NO LIABILITY IN RESPECT OF ANY FURTHER OBLIGATION CLAIMS BASED UPON OR RELATING TO THIS AGREEMENT. IT IS UNDERSTOOD AND AGREED BETWEEN THE PARTIES THAT DEVELOPER, IN SATISFYING THE CONDITIONS OF THIS AGREEMENT, HAS ACTED INDEPENDENTLY, AND THE PROTECTED PERSONS ASSUME NO RESPONSIBILITIES OR LIABILITIES TO THIRD PARTIES IN CONNECTION WITH RESPECT TO THESE ACTIONS. THE SAME. CUSTOMER AGREES AND ACCEPTS THE COMPENSATION OFFERED BY SPINTOUCH WITH RESPECT TO A DEVICE OR ACCOMODATION IS FINAL AND BINDINGPROVISIONS OF THIS SECTION 6.00 SHALL SURVIVE TERMINATION.

Indemnity and Limitation of Liability. BY AGREEING TO THESE TERMS AND CONDITIONSTHE FIVE BEHAVIORS MATERIALS IS PROVIDED “AS IS”.WILEY HEREBY DISCLAIMS ALL WARRANTIES, YOU AGREE TO INDEMNIFY AND HOLD SPINTOUCH AND ITS OFFICERSWHETHER EXPRESS, DIRECTORSIMPLIED, AGENTSSTATUTORY OR OTHER (INCLUDING ALL WARRANTIES ARISING FROM COURSE OF DEALING, REPRESENTATIVES, EMPLOYEESUSAGE OR TRADE PRACTICE), AND RESELLERS HARMLESS AS TO SPECIFICALLY DISCLAIMS ALL CLAIMS AND/IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON- INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, WILEY MAKES NO WARRANTY OF ANY KIND THAT THE FIVE BEHAVIORS MATERIALS, OR DEMANDS ARISING FROM YOUR USAGE OF RAPIDSCREEN. YOU EXPRESSLY AGREE THAT SPINTOUCH, RESELLER AND THEIR ANY OTHER WILEY OR THIRD-PARTY SUPPLIERSGOODS, OFFICERSSERVICES, EMPLOYEESTECHNOLOGIES OR MATERIALS, AGENTSOR ANY PRODUCTS OR RESULTS OF THE USE OF ANY OF THEM, PARTNERS AND LICENSORS WILL MEET YOUR OR OTHER PERSONS' REQUIREMENTS, OPERATE WITHOUT INTERRUPTION OR ERROR FREE, ACHIEVE ANY INTENDED RESULT, BE COMPATIBLE OR WORK WITH ANY OTHER GOODS, SERVICES, TECHNOLOGIES OR MATERIALS (INCLUDING ANY SOFTWARE, HARDWARE, SYSTEM OR NETWORK). IN NO EVENT SHALL NOT WILEY, OR ANYONE ELSE WHO HAS BEEN INVOLVED IN THE CREATION, PRODUCTION OR DELIVERY OF THE FIVE BEHAVIORS MATERIALS BE LIABLE TO YOU FOR ANY LOSS OR INACCURACY OF DATA OF ANY KIND OR FOR LOST PROFITS, LOST SAVINGS, OR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, INCIDENTAL DAMAGES FOR LOSS ARISING OUT OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES RESULTING FROM USE OF RAPIDSCREEN. THE MAXIMUM LIABILITY OF EITHER SPINTOUCH AND/OR RESELLER UNDER THESE TERMS AND CONDITIONS IS LIMITED RELATED IN ANY WAY TO THE CUMULATIVE AMOUNT PAID BY CUSTOMER USE OR INABILITY TO SPINTOUCH OR RESELLER FOR USE THE PURCHASE FIVE BEHAVIORS MATERIALS, EVEN IF WILEY HAS BEEN ADVISED OF DEVICES AND THE PAYMENT POSSIBILITY OF SERVICE FEES DURING THE SIX (6) MONTH PERIOD IMMEDIATELY PRIOR TO THE EVENT GIVING RISE SUCH DAMAGES. THIS LIMITATION OF LIABILITY SHALL APPLY TO ANY CLAIM OR CAUSE OF ACTIONWHATSOEVER WHETHER SUCH CLAIM OR CAUSE IS IN CONTRACT, TORT OR OTHERWISE. CUSTOMER ACKNOWLEDGES THAT PROCESSING AND ACCEPTANCE OF A RETURN BY SPINTOUCH WITH RESPECT TO A SINGLE DEVICE You agree to indemnify and hold Wiley and all of its officers, directors, employees and agents, as well all those individuals or organizations providing information for the Five Behaviors Materials, harmless from any and all claims of third parties resulting from or incidental to Your use of the Five Behaviors Materials, or arising from any breach by You of any provisions of this Agreement. Wiley may, at its option, institute or defend any action arising out of the aforesaid clauses with counsel of its own choice. (OR AN ACCOMODATION WHEREIN SPINTOUCH AGREES TO PROCESS AND RETURN MULTIPLE DEVICESSome states do not allow exclusions or limitations of implied warranties or liability in certain cases, so the above exclusions and limitations may not apply to You.), AND THE FURNISHING BY SPINTOUCH OF THE PURCHASE PRICE PAID BY CUSTOMER LESS ANY RESTOCKING FEES AND/OR COSTS, OR ANY OTHER COMPENSATION, RELEASES SPINTOUCH OF ANY FURTHER OBLIGATION WITH RESPECT TO THE SAME. CUSTOMER AGREES AND ACCEPTS THE COMPENSATION OFFERED BY SPINTOUCH WITH RESPECT TO A DEVICE OR ACCOMODATION IS FINAL AND BINDING.

Indemnity and Limitation of Liability. (A) TO THE EXTENT PERMITTED BY AGREEING TO THESE TERMS AND CONDITIONSAPPLICABLE LAW, (a) YOU AGREE TO SHALL INDEMNIFY AND HOLD SPINTOUCH XXXX TV HARMLESS FROM AND ITS OFFICERSAGAINST ANY LOSS OR DAMAGE TO ANY PERSON, DIRECTORS, AGENTS, REPRESENTATIVES, EMPLOYEES, AND RESELLERS HARMLESS AS TO ALL CLAIMS EQUIPMENT AND/OR DEMANDS ARISING PROPERTY ON WHICH EQUIPMENT IS LOCATED AND FROM ALL CLAIMS, LOSSES, INJURIES, TAXES, EXPENSES AND COSTS RELATED TO THE INSTALLATION, REMOVAL, USE, MAINTENANCE OR CONDITION OF THE EQUIPMENT, TRANSFER OF EQUIPMENT TO YOU OR YOUR USAGE TERMINATION OF RAPIDSCREENOR DEFAULT UNDER THIS AGREEMENT, THE RCA, THE RENTAL WARRANTY OR ANY OTHER AGREEMENT BETWEEN YOU AND XXXX TV; (b) NONE OF XXXX TV, NOR ANY OF ITS SUPPLIERS (INCLUDING TELESAT CANADA), WILL BE LIABLE FOR ANY INTERRUPTIONS IN PROGRAMMING OR LIABLE FOR ANY DELAY OR FAILURE TO PERFORM, IF SUCH DELAY OR NON-PERFORMANCE ARISES IN CONNECTION WITH ANY ACTS OF GOD, FIRES, EARTHQUAKES, FLOODS, POWER FAILURE, SATELLITE FAILURE OR MALFUNCTION, FAILURE TO REPLACE EXISTING TECHNOLOGY, ACTS OF ANY GOVERNMENTAL BODY OR ANY OTHER CAUSE BEYOND OUR REASONABLE CONTROL. XXXX TV MAKES NO WARRANTY, EITHER EXPRESSED OR IMPLIED, REGARDING THE PROGRAMMING PROVIDED TO YOU AND ALL SUCH WARRANTIES ARE EXPRESSLY AGREE THAT SPINTOUCH, RESELLER AND THEIR THIRD-PARTY SUPPLIERS, OFFICERS, EMPLOYEES, AGENTS, PARTNERS AND LICENSORS SHALL EXCLUDED; (c) XXXX TV WILL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, EXEMPLARY OR EXEMPLARY DAMAGES, INCLUDING, BUT INCIDENTAL DAMAGES OF ANY KIND OR FOR ANY REASON WHATSOEVER; and (d) XXXX TV’S LIABILITY TO YOU WILL NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES RESULTING FROM USE OF RAPIDSCREEN. EXCEED THE MAXIMUM LIABILITY OF EITHER SPINTOUCH AND/OR RESELLER UNDER THESE TERMS AND CONDITIONS IS LIMITED TO THE CUMULATIVE TOTAL AMOUNT ACTUALLY PAID BY CUSTOMER YOU TO SPINTOUCH OR RESELLER XXXX TV FOR THE PURCHASE OF DEVICES AND THE PAYMENT OF SERVICE FEES DURING THE SIX (6) MONTH PERIOD IMMEDIATELY PRIOR TO THE EVENT GIVING RISE TO ANY CLAIM OR CAUSE OF ACTION. CUSTOMER ACKNOWLEDGES THAT PROCESSING AND ACCEPTANCE OF A RETURN BY SPINTOUCH WITH RESPECT TO A SINGLE DEVICE (OR AN ACCOMODATION WHEREIN SPINTOUCH AGREES TO PROCESS AND RETURN MULTIPLE DEVICES), AND THE FURNISHING BY SPINTOUCH RENTAL OF THE PURCHASE PRICE PAID BY CUSTOMER LESS ANY RESTOCKING FEES AND/OR COSTS, OR ANY OTHER COMPENSATION, RELEASES SPINTOUCH OF ANY FURTHER OBLIGATION WITH RESPECT TO THE SAME. CUSTOMER AGREES AND ACCEPTS THE COMPENSATION OFFERED BY SPINTOUCH WITH RESPECT TO A DEVICE OR ACCOMODATION IS FINAL AND BINDINGEQUIPMENT.