Common use of Liability Limitations Clause in Contracts

Liability Limitations. EXCLUDING LOSSES ARISING PURSUANT TO SECTION 9 OR FOR A PARTY’S GROSS NEGLIGENCE, WILLFUL OR INTENTIONAL MISCONDUCT OR FRAUD, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY’S LIABILITY TO THE OTHER HEREUNDER FOR ANY LOSSES, LIABILITIES, DAMAGES, FINES, PENALTIES, DEFICIENCIES, COSTS OR EXPENSES, INCLUDING THE REASONABLE FEES AND REASONABLE EXPENSES OF LEGAL COUNSEL, ACCOUNTANTS OR OTHER EXPERTS AND PROFESSIONAL ADVISERS (COLLECTIVELY, “LOSS”), ARISING FROM OR RELATING TO THIS AGREEMENT OR THE PROVISION OF THE SERVICES HEREUNDER WILL NOT EXCEED THE AMOUNT PAID BY CLIENT TO ESENTIRE FOR THE SPECIFIC SERVICE TO WHICH SUCH CLAIM RELATES DURING THE SIX-MONTH PERIOD PRIOR TO THE DATE THE LOSS OCCURRED. IN THE EVENT CLIENT IS PURCHASING SERVICES THROUGH A RESELLER, EACH PARTY’S LIABILITY TO THE OTHER HEREUNDER FOR ANY LOSS (AS DEFINED ABOVE) WILL NOT EXCEED TWO HUNDRED FIFTY THOUSAND U.S. DOLLARS (USD$250,000). REGARDLESS OF THE NATURE OF THE CLAIM OR THEORY OF LIABILITY (INCLUDING, WITHOUT LIMITATION, VIOLATION OF ANY REQUIREMENTS OF LAW, BREACH OF CONTRACT, STRICT LIABILITY, NEGLIGENCE OR OTHER TORT), NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR ANY: INDIRECT, EXEMPLARY, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (EVEN IF THE PARTY CAUSING SUCH LOSS OR DAMAGE HAS BEEN ADVISED OR HAD KNOWLEDGE OF THE POSSIBILITY OF SAME OR COULD REASONABLY HAVE FORESEEN SAME), INCLUDING LOST BUSINESS REVENUE, LOSS OF DATA, BUSINESS INTERRUPTION, LOSS OF PROFITS OR FAILURE TO REALIZE EXPECTED PROFITS OR SAVINGS). FOR GREATER CERTAINTY, WHERE CLIENT RECEIVES SERVICES THROUGH A RESELLER, ESENTIRE WILL HAVE NO LIABILITY OR RESPONSIBILITY WHATSOEVER IN RESPECT OF ANY ACTS, OMISSIONS, REPRESENTATIONS OR WARRANTIES PROVIDED BY SUCH RESELLER. THE PARTIES AGREE THAT THIS SECTION 8 REPRESENTS A REASONABLE ALLOCATION OF RISK.

Liability Limitations. EXCLUDING LOSSES ARISING PURSUANT IN NO EVENT SHALL CLEANBRAIN, CLEANBRAIN EMPLOYEES, OR SALES CONTRACTORS BE LIABLE TO SECTION 9 CLIENT OR FOR A PARTY’S GROSS NEGLIGENCE, WILLFUL OR INTENTIONAL MISCONDUCT OR FRAUD, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY’S LIABILITY TO THE OTHER HEREUNDER FOR ANY LOSSES, LIABILITIES, DAMAGES, FINES, PENALTIES, DEFICIENCIES, COSTS OR EXPENSES, INCLUDING THE REASONABLE FEES AND REASONABLE EXPENSES OF LEGAL COUNSEL, ACCOUNTANTS OR OTHER EXPERTS AND PROFESSIONAL ADVISERS (COLLECTIVELY, “LOSS”), ARISING FROM OR RELATING TO THIS AGREEMENT OR THE PROVISION OF THE SERVICES HEREUNDER WILL NOT EXCEED THE AMOUNT PAID BY CLIENT TO ESENTIRE FOR THE SPECIFIC SERVICE TO WHICH SUCH CLAIM RELATES DURING THE SIX-MONTH PERIOD PRIOR TO THE DATE THE LOSS OCCURRED. IN THE EVENT CLIENT IS PURCHASING SERVICES THROUGH A RESELLER, EACH PARTY’S LIABILITY TO THE OTHER HEREUNDER THIRD PARTY FOR ANY LOSS (AS DEFINED ABOVE) WILL NOT EXCEED TWO HUNDRED FIFTY THOUSAND U.S. DOLLARS (USD$250,000). REGARDLESS OF THE NATURE OF THE CLAIM OR THEORY OF LIABILITY (INCLUDING, WITHOUT LIMITATION, VIOLATION OF ANY REQUIREMENTS OF LAW, BREACH OF CONTRACT, STRICT LIABILITY, NEGLIGENCE OR OTHER TORT), NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR ANY: INDIRECT, EXEMPLARY, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (EVEN IF THE PARTY CAUSING SUCH LOSS OR DAMAGE HAS BEEN ADVISED OR HAD KNOWLEDGE OF THE POSSIBILITY OF SAME OR COULD REASONABLY HAVE FORESEEN SAME), INCLUDING LOST BUSINESS REVENUEPROFITS, LOSS OF DATAUSE, BUSINESS INTERRUPTION, LOSS OF PROFITS DATA OR CLIENT DATA, COST OF RECREATING LOST DATA OR CLIENT DATA, COST OF COVER, OR INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND, IN CONNECTION WITH OR ARISING OUT OF THIS AGREEMENT OR ANY LICENSE, INCLUDING, BUT NOT LIMITED TO, THE FURNISHING, PERFORMANCE OR USE OF THE CLEANTELLIGENT SUBSCRIPTION SERVICES, SOFTWARE, DOCUMENTATION, PHONE/EMAIL/WEBINAR/CHAT SUPPORT, CLEANTELLIGENT KNOWLEDGE BASE, IMPLEMENTATION SERVICES, ADMIN ASSIST SERVICES, BASIC SUPPORT SERVICES, PRIORITY SUPPORT SERVICES, BUSINESS INTELLIGENCE/VISUALIZER SERVICES, OR OTHER ITEMS OR SERVICES PROVIDED HEREUNDER OR ANY DELAY IN DELIVERY OR FURNISHING THE CLEANTELLIGENT SUBSCRIPTION SERVICES, SOFTWARE, DOCUMENTATION, PHONE/EMAIL/WEBINAR/CHAT SUPPORT, CLEANTELLIGENT KNOWLEDGE BASE, IMPLEMENTATION SERVICES, ADMIN ASSIST SERVICES, BASIC SUPPORT SERVICES, PRIORITY SUPPORT SERVICES, BUSINESS INTELLIGENCE/VISUALIZER SERVICES, OR SAID ITEMS OR SERVICES, EVEN IF CLEANBRAIN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANY TERM OF THIS AGREEMENT, CLEANBRAIN’S MAXIMUM AGGREGATE LIABILITY (WHETHER IN CONTRACT OR IN TORT OR UNDER ANY OTHER FORM OF LIABILITY) FOR DAMAGES OR LOSS, HOWSOEVER ARISING OR CAUSED, WHETHER OR NOT ARISING FROM CLEANBRAIN’S NEGLIGENCE, SHALL IN NO EVENT BE GREATER THAN THE AMOUNT OF THE ACCESS FEES PAID TO CLEANBRAIN BY CLIENT DURING THE LAST SIX MONTHS PRIOR TO THE DATE OF THE EVENT GIVING RISE TO SUCH LIABILITY. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE TO REALIZE EXPECTED PROFITS OR SAVINGS)OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. FOR GREATER CERTAINTY, WHERE CLIENT RECEIVES SERVICES THROUGH A RESELLER, ESENTIRE WILL CLEANBRAIN SHALL HAVE NO LIABILITY TO CLIENT OR RESPONSIBILITY WHATSOEVER IN RESPECT OF ANY ACTSTHIRD PARTY FOR ANY ALLEGED INFRINGEMENT RELATING TO THE ▇▇▇▇, OMISSIONSCLEANTELLIGENT SUBSCRIPTION SERVICES, REPRESENTATIONS SOFTWARE, DOCUMENTATION, PHONE/EMAIL/WEBINAR/CHAT SUPPORT, CLEANTELLIGENT KNOWLEDGE BASE, IMPLEMENTATION SERVICES, ADMIN ASSIST SERVICES, BASIC SUPPORT SERVICES, PRIORITY SUPPORT SERVICES, OR WARRANTIES PROVIDED BY SUCH RESELLER. THE PARTIES AGREE THAT THIS SECTION 8 REPRESENTS A REASONABLE ALLOCATION OF RISKBUSINESS INTELLIGENCE/VISUALIZER SERVICES, OR CLAIM THEREOF.

Liability Limitations. EXCLUDING LOSSES ARISING PURSUANT IN NO EVENT SHALL CLEANBRAIN, CLEANBRAIN EMPLOYEES, OR SALES CONTRACTORS BE LIABLE TO SECTION 9 CLIENT OR FOR A PARTY’S GROSS NEGLIGENCE, WILLFUL OR INTENTIONAL MISCONDUCT OR FRAUD, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY’S LIABILITY TO THE OTHER HEREUNDER FOR ANY LOSSES, LIABILITIES, DAMAGES, FINES, PENALTIES, DEFICIENCIES, COSTS OR EXPENSES, INCLUDING THE REASONABLE FEES AND REASONABLE EXPENSES OF LEGAL COUNSEL, ACCOUNTANTS OR OTHER EXPERTS AND PROFESSIONAL ADVISERS (COLLECTIVELY, “LOSS”), ARISING FROM OR RELATING TO THIS AGREEMENT OR THE PROVISION OF THE SERVICES HEREUNDER WILL NOT EXCEED THE AMOUNT PAID BY CLIENT TO ESENTIRE FOR THE SPECIFIC SERVICE TO WHICH SUCH CLAIM RELATES DURING THE SIX-MONTH PERIOD PRIOR TO THE DATE THE LOSS OCCURRED. IN THE EVENT CLIENT IS PURCHASING SERVICES THROUGH A RESELLER, EACH PARTY’S LIABILITY TO THE OTHER HEREUNDER THIRD PARTY FOR ANY LOSS (AS DEFINED ABOVE) WILL NOT EXCEED TWO HUNDRED FIFTY THOUSAND U.S. DOLLARS (USD$250,000). REGARDLESS OF THE NATURE OF THE CLAIM OR THEORY OF LIABILITY (INCLUDING, WITHOUT LIMITATION, VIOLATION OF ANY REQUIREMENTS OF LAW, BREACH OF CONTRACT, STRICT LIABILITY, NEGLIGENCE OR OTHER TORT), NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR ANY: INDIRECT, EXEMPLARY, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (EVEN IF THE PARTY CAUSING SUCH LOSS OR DAMAGE HAS BEEN ADVISED OR HAD KNOWLEDGE OF THE POSSIBILITY OF SAME OR COULD REASONABLY HAVE FORESEEN SAME), INCLUDING LOST BUSINESS REVENUEPROFITS, LOSS OF DATAUSE, BUSINESS INTERRUPTION, LOSS OF PROFITS DATA OR CLIENT DATA, COST OF RECREATING LOST DATA OR CLIENT DATA, COST OF COVER, OR INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND, IN CONNECTION WITH OR ARISING OUT OF THIS AGREEMENT OR ANY LICENSE, INCLUDING, BUT NOT LIMITED TO, THE FURNISHING, PERFORMANCE OR USE OF THE CLEANTELLIGENT SUBSCRIPTION SERVICES, SOFTWARE, DOCUMENTATION, PHONE/EMAIL/WEBINAR/CHAT SUPPORT, CLEANTELLIGENT KNOWLEDGE BASE, IMPLEMENTATION SERVICES, ADMIN ASSIST SERVICES, SUPPORT SERVICES, BUSINESS INTELLIGENCE PLATINUM & REPORT WRITER SERVICES, ON-SITE TRAINING, CHILD ACCOUNT SERVICES, WHITE LABEL BRANDING, OR OTHER ITEMS, PRODUCTS OR SERVICES PROVIDED HEREUNDER OR ANY DELAY IN DELIVERY OR FURNISHING THE CLEANTELLIGENT SUBSCRIPTION SERVICES, SOFTWARE, DOCUMENTATION, PHONE/EMAIL/WEBINAR/CHAT SUPPORT, CLEANTELLIGENT KNOWLEDGE BASE, IMPLEMENTATION SERVICES, ADMIN ASSIST SERVICES, SUPPORT SERVICES, BUSINESS INTELLIGENCE PLATINUM & REPORT WRITER SERVICES, ON-SITE TRAINING, CHILD ACCOUNT SERVICES, WHITE LABEL BRANDING, OR SAID ITEMS, PRODUCTS OR SERVICES, EVEN IF CLEANBRAIN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, CLEANBRAIN’S MAXIMUM AGGREGATE LIABILITY (WHETHER IN CONTRACT OR IN TORT OR UNDER ANY OTHER FORM OF LIABILITY) FOR DAMAGES OR LOSS, HOWSOEVER ARISING OR CAUSED, WHETHER OR NOT ARISING FROM CLEANBRAIN’S NEGLIGENCE, SHALL IN NO EVENT BE GREATER THAN THE AMOUNT OF THE USER LICENSE FEES PAID TO CLEANBRAIN BY CLIENT DURING THE LAST SIX (6) MONTHS PRIOR TO THE DATE OF THE EVENT GIVING RISE TO SUCH LIABILITY. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE TO REALIZE EXPECTED PROFITS OR SAVINGS)OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. FOR GREATER CERTAINTY, WHERE CLIENT RECEIVES SERVICES THROUGH A RESELLER, ESENTIRE WILL CLEANBRAIN SHALL HAVE NO LIABILITY TO CLIENT OR RESPONSIBILITY WHATSOEVER IN RESPECT OF ANY ACTSTHIRD PARTY FOR ANY ALLEGED INFRINGEMENT RELATING TO THE ▇▇▇▇, OMISSIONSCLEANTELLIGENT SUBSCRIPTION SERVICES, REPRESENTATIONS SOFTWARE, DOCUMENTATION, PHONE/EMAIL/WEBINAR/CHAT SUPPORT, CLEANTELLIGENT KNOWLEDGE BASE, IMPLEMENTATION SERVICES, ADMIN ASSIST SERVICES, SUPPORT SERVICES, BUSINESS INTELLIGENCE PLATINUM & REPORT WRITER SERVICES, ON-SITE TRAINING, CHILD ACCOUNT SERVICES, OR WARRANTIES PROVIDED BY SUCH RESELLER. THE PARTIES AGREE THAT THIS SECTION 8 REPRESENTS A REASONABLE ALLOCATION OF RISKWHITE LABEL BRANDING, OR CLAIM THEREOF.

Liability Limitations. EXCLUDING LOSSES ARISING PURSUANT TO SECTION 9 OR FOR A PARTY’S GROSS NEGLIGENCE, WILLFUL OR INTENTIONAL MISCONDUCT OR FRAUD, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY’S LIABILITY TO THE OTHER HEREUNDER FOR ANY LOSSES, LIABILITIES, DAMAGES, FINES, PENALTIES, DEFICIENCIES, COSTS OR EXPENSES, INCLUDING THE REASONABLE FEES AND REASONABLE EXPENSES OF LEGAL COUNSEL, ACCOUNTANTS OR OTHER EXPERTS AND PROFESSIONAL ADVISERS (COLLECTIVELY, “LOSS”), ARISING FROM OR RELATING TO THIS AGREEMENT OR THE PROVISION OF THE SERVICES HEREUNDER WILL NOT EXCEED THE AMOUNT PAID BY CLIENT TO ESENTIRE FOR THE SPECIFIC SERVICE TO WHICH SUCH CLAIM RELATES DURING THE SIX-MONTH PERIOD PRIOR TO THE DATE THE LOSS OCCURRED. IN THE EVENT CLIENT IS PURCHASING SERVICES THROUGH A RESELLER, EACH PARTY’S LIABILITY TO THE OTHER HEREUNDER FOR ANY LOSS (AS DEFINED ABOVE) WILL NOT EXCEED TWO HUNDRED FIFTY THOUSAND U.S. DOLLARS (USD$250,000). REGARDLESS OF THE NATURE OF THE CLAIM OR THEORY OF LIABILITY NEITHER PARTY (INCLUDING, WITHOUT LIMITATIONIN THE CASE OF ▇▇▇, VIOLATION OF ANY REQUIREMENTS OF LAWITS AFFILIATES, BREACH OF CONTRACTAND ITS THIRD PARTIES, STRICT LIABILITY, NEGLIGENCE OR OTHER TORT), NEITHER INCLUDING ALL THIRD PARTY SHALL LICENSORS) WILL BE LIABLE TO THE OTHER PARTY FOR ANY: ANY INDIRECT, SPECIAL, EXEMPLARY, INCIDENTAL, SPECIALMULTIPLE, CONSEQUENTIAL OR PUNITIVE DAMAGES (EVEN IF THE PARTY CAUSING SUCH INCLUDING ANY DAMAGES RESULTING FROM ANY LOSS OR DAMAGE HAS BEEN ADVISED OR HAD KNOWLEDGE OF THE POSSIBILITY OF SAME OR COULD REASONABLY HAVE FORESEEN SAME), INCLUDING LOST BUSINESS REVENUEUSE, LOSS OF DATA, BUSINESS INTERRUPTIONLOSS OF PROFITS, LOSS OF PROFITS BUSINESS OR FAILURE TO REALIZE EXPECTED PROFITS OTHER ECONOMIC LOSS) ARISING OUT OF OR SAVINGS). FOR GREATER CERTAINTY, WHERE CLIENT RECEIVES SERVICES THROUGH A RESELLER, ESENTIRE WILL HAVE NO LIABILITY IN CONNECTION WITH THE APPLICABLE ORDER FORM OR RESPONSIBILITY WHATSOEVER IN RESPECT THE USE OF ANY ACTS▇▇▇ PRODUCT, OMISSIONSEVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ADDITIONALLY, REPRESENTATIONS THE AGGREGATE LIABILITY UNDER EACH ORDER FORM OF COX, ITS AFFILIATES AND ITS THIRD PARTIES (INCLUDING ALL THIRD PARTY LICENSORS), ON THE ONE HAND, AND CUSTOMER AND CUSTOMER REPRESENTATIVES, ON THE OTHER HAND, WILL BE EXPRESSLY LIMITED TO AN AMOUNT EQUAL TO THE AMOUNT PAID BY CUSTOMER TO ▇▇▇ (IN THE CASE OF ▇▇▇ LIABILITY) OR WARRANTIES PROVIDED THE AMOUNT PAID OR PAYABLE BY SUCH RESELLERCUSTOMER (IN THE CASE OF CUSTOMER LIABILITY) FOR THE AFFECTED ▇▇▇ PRODUCT UNDER THE APPLICABLE ORDER FORM IN THE TWELVE (12) MONTHS PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY. THE PARTIES AGREE THAT THIS FOREGOING LIMITATIONS OF LIABILITY WILL NOT APPLY TO (A) A PARTY’S INDEMNIFICATION OBLIGATIONS UNDER SECTION 8 REPRESENTS 10 (INDEMNIFICATION); (B) DAMAGES AND LOSSES RESULTING FROM CUSTOMER’S BREACH OF THE RESTRICTIONS IN SECTION 4 (USE RESTRICTIONS), OR (C) A REASONABLE ALLOCATION PARTY’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, INCLUDING WITH RESPECT TO A PARTY’S BREACH OF RISKSECTION 7 (CONFIDENTIAL INFORMATION) OR APPLICABLE PRIVACY LAWS.

Liability Limitations. EXCLUDING LOSSES ARISING PURSUANT IN NO EVENT SHALL CLEANBRAIN, CLEANBRAIN EMPLOYEES, OR SALES CONTRACTORS BE LIABLE TO SECTION 9 CLIENT OR FOR A PARTY’S GROSS NEGLIGENCE, WILLFUL OR INTENTIONAL MISCONDUCT OR FRAUD, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY’S LIABILITY TO THE OTHER HEREUNDER FOR ANY LOSSES, LIABILITIES, DAMAGES, FINES, PENALTIES, DEFICIENCIES, COSTS OR EXPENSES, INCLUDING THE REASONABLE FEES AND REASONABLE EXPENSES OF LEGAL COUNSEL, ACCOUNTANTS OR OTHER EXPERTS AND PROFESSIONAL ADVISERS (COLLECTIVELY, “LOSS”), ARISING FROM OR RELATING TO THIS AGREEMENT OR THE PROVISION OF THE SERVICES HEREUNDER WILL NOT EXCEED THE AMOUNT PAID BY CLIENT TO ESENTIRE FOR THE SPECIFIC SERVICE TO WHICH SUCH CLAIM RELATES DURING THE SIX-MONTH PERIOD PRIOR TO THE DATE THE LOSS OCCURRED. IN THE EVENT CLIENT IS PURCHASING SERVICES THROUGH A RESELLER, EACH PARTY’S LIABILITY TO THE OTHER HEREUNDER THIRD PARTY FOR ANY LOSS (AS DEFINED ABOVE) WILL NOT EXCEED TWO HUNDRED FIFTY THOUSAND U.S. DOLLARS (USD$250,000). REGARDLESS OF THE NATURE OF THE CLAIM OR THEORY OF LIABILITY (INCLUDING, WITHOUT LIMITATION, VIOLATION OF ANY REQUIREMENTS OF LAW, BREACH OF CONTRACT, STRICT LIABILITY, NEGLIGENCE OR OTHER TORT), NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR ANY: INDIRECT, EXEMPLARY, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (EVEN IF THE PARTY CAUSING SUCH LOSS OR DAMAGE HAS BEEN ADVISED OR HAD KNOWLEDGE OF THE POSSIBILITY OF SAME OR COULD REASONABLY HAVE FORESEEN SAME), INCLUDING LOST BUSINESS REVENUEPROFITS, LOSS OF DATAUSE, BUSINESS INTERRUPTION, LOSS OF PROFITS DATA OR CLIENT DATA, COST OF RECREATING LOST DATA OR CLIENT DATA, COST OF COVER, OR INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND, IN CONNECTION WITH OR ARISING OUT OF THIS AGREEMENT OR ANY LICENSE, INCLUDING, BUT NOT LIMITED TO, THE FURNISHING, PERFORMANCE OR USE OF THE CLEANTELLIGENT SUBSCRIPTION SERVICES, SOFTWARE, DOCUMENTATION, PHONE/EMAIL/WEBINAR/CHAT SUPPORT, CLEANTELLIGENT KNOWLEDGE BASE, IMPLEMENTATION SERVICES, ADMIN ASSIST SERVICES, BASIC SUPPORT SERVICES, PRIORITY SUPPORT SERVICES, BUSINESS INTELLIGENCE/VISUALIZER SERVICES, ON-SITE TRAINING, JUMPSTART UNIVERSITY, CHILD ACCOUNT SERVICES, WHITE LABEL BRANDING, OR OTHER ITEMS, PRODUCTS OR SERVICES PROVIDED HEREUNDER OR ANY DELAY IN DELIVERY OR FURNISHING THE CLEANTELLIGENT SUBSCRIPTION SERVICES, SOFTWARE, DOCUMENTATION, PHONE/EMAIL/WEBINAR/CHAT SUPPORT, CLEANTELLIGENT KNOWLEDGE BASE, IMPLEMENTATION SERVICES, ADMIN ASSIST SERVICES, BASIC SUPPORT SERVICES, PRIORITY SUPPORT SERVICES, BUSINESS INTELLIGENCE/VISUALIZER SERVICES, ON-SITE TRAINING, JUMPSTART UNIVERSITY, CHILD ACCOUNT SERVICES, WHITE LABEL BRANDING, OR SAID ITEMS, PRODUCTS OR SERVICES, EVEN IF CLEANBRAIN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, CLEANBRAIN’S MAXIMUM AGGREGATE LIABILITY (WHETHER IN CONTRACT OR IN TORT OR UNDER ANY OTHER FORM OF LIABILITY) FOR DAMAGES OR LOSS, HOWSOEVER ARISING OR CAUSED, WHETHER OR NOT ARISING FROM CLEANBRAIN’S NEGLIGENCE, SHALL IN NO EVENT BE GREATER THAN THE AMOUNT OF THE USER LICENSE FEES PAID TO CLEANBRAIN BY CLIENT DURING THE LAST SIX (6) MONTHS PRIOR TO THE DATE OF THE EVENT GIVING RISE TO SUCH LIABILITY. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE TO REALIZE EXPECTED PROFITS OR SAVINGS)OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. FOR GREATER CERTAINTY, WHERE CLIENT RECEIVES SERVICES THROUGH A RESELLER, ESENTIRE WILL CLEANBRAIN SHALL HAVE NO LIABILITY TO CLIENT OR RESPONSIBILITY WHATSOEVER IN RESPECT OF ANY ACTSTHIRD PARTY FOR ANY ALLEGED INFRINGEMENT RELATING TO THE MARK, OMISSIONSCLEANTELLIGENT SUBSCRIPTION SERVICES, REPRESENTATIONS SOFTWARE, DOCUMENTATION, PHONE/EMAIL/WEBINAR/CHAT SUPPORT, CLEANTELLIGENT KNOWLEDGE BASE, IMPLEMENTATION SERVICES, ADMIN ASSIST SERVICES, BASIC SUPPORT SERVICES, PRIORITY SUPPORT SERVICES, BUSINESS INTELLIGENCE/VISUALIZER SERVICES, ON-SITE TRAINING, JUMPSTART UNIVERSITY, CHILD ACCOUNT SERVICES, OR WARRANTIES PROVIDED BY SUCH RESELLER. THE PARTIES AGREE THAT THIS SECTION 8 REPRESENTS A REASONABLE ALLOCATION OF RISKWHITE LABEL BRANDING, OR CLAIM THEREOF.

Liability Limitations. EXCLUDING LOSSES ARISING PURSUANT REGARDLESS OF WHETHER ANY REMEDY SET FORTH HEREIN FAILS OF ITS ESSENTIAL PURPOSE OR OTHERWISE, AND EXCEPT FOR BODILY INJURY, IN NO EVENT WILL MJF OR ITS VENDORS, BE LIABLE TO SECTION 9 LICENSEE OR FOR A PARTY’S GROSS TO ANY THIRD PARTY UNDER ANY TORT, CONTRACT, NEGLIGENCE, WILLFUL STRICT LIABILITY OR INTENTIONAL MISCONDUCT OTHER LEGAL OR FRAUDEQUITABLE THEORY FOR ANY LOST PROFITS, LOST OR CORRUPTED DATA, COMPUTER FAILURE OR MALFUNCTION, INTERRUPTION OF BUSINESS, OR OTHER SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND ARISING OUT OF THE USE OR INABILITY TO USE THE MJF PROPRIETARY INFORMATION, DATA, AND/OR APIs, EVEN IF MJF HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGES AND WHETHER OR NOT SUCH LOSS OR DAMAGES ARE FORESEEABLE. THE SOLE AND EXCLUSIVE MAXIMUM LIABILITY OF MJF AND ITS AFFILIATES AND ITS AND THEIR LICENSORS, SUPPLIERS, SERVICE PROVIDERS, BUSINESS PARTNERS AND CUSTOMERS FOR ANY DAMAGES, LOSSES AND CAUSES OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), INDEMNITY OR OTHERWISE, IN CONNECTION WITH THE PROPRIETARY INFORMATION, MJF DATA, APIS, API KEYS, API MATERIALS, DATA OR THIS AGREEMENT, WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED TOTAL AMOUNTS PAID BY APPLICABLE LAW, EACH PARTY’S LIABILITY LICENSEE DURING THE TWELVE MONTH PERIOD PRECEDING THE EVENTS GIVING RISE TO THE OTHER HEREUNDER FOR SUCH LIABILITY. ANY LOSSES, LIABILITIES, DAMAGES, FINES, PENALTIES, DEFICIENCIES, COSTS OR EXPENSES, INCLUDING THE REASONABLE FEES AND REASONABLE EXPENSES CLAIM ARISING OUT OF LEGAL COUNSEL, ACCOUNTANTS OR OTHER EXPERTS AND PROFESSIONAL ADVISERS (COLLECTIVELY, “LOSS”), ARISING FROM OR RELATING TO THIS AGREEMENT OR MUST BE BROUGHT WITHIN ONE (1) YEAR AFTER THE PROVISION OCCURRENCE OF THE SERVICES HEREUNDER WILL NOT EXCEED THE AMOUNT PAID BY CLIENT EVENT GIVING RISE TO ESENTIRE FOR THE SPECIFIC SERVICE TO WHICH SUCH CLAIM RELATES DURING THE SIX-MONTH PERIOD PRIOR TO THE DATE THE LOSS OCCURREDCLAIM. IN THE EVENT CLIENT IS PURCHASING SERVICES THROUGH A RESELLERADDITION, EACH PARTY’S MJF DISCLAIMS ALL LIABILITY TO THE OTHER HEREUNDER FOR ANY LOSS (AS DEFINED ABOVE) WILL NOT EXCEED TWO HUNDRED FIFTY THOUSAND U.S. DOLLARS (USD$250,000). REGARDLESS OF THE NATURE OF THE CLAIM OR THEORY OF LIABILITY (INCLUDING, WITHOUT LIMITATION, VIOLATION OF ANY REQUIREMENTS KIND OF LAW, BREACH OF CONTRACT, STRICT LIABILITY, NEGLIGENCE OR OTHER TORT), NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR ANY: INDIRECT, EXEMPLARY, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (EVEN IF THE PARTY CAUSING SUCH LOSS OR DAMAGE HAS BEEN ADVISED OR HAD KNOWLEDGE OF THE POSSIBILITY OF SAME OR COULD REASONABLY HAVE FORESEEN SAME), INCLUDING LOST BUSINESS REVENUE, LOSS OF DATA, BUSINESS INTERRUPTION, LOSS OF PROFITS OR FAILURE TO REALIZE EXPECTED PROFITS OR SAVINGS). FOR GREATER CERTAINTY, WHERE CLIENT RECEIVES SERVICES THROUGH A RESELLER, ESENTIRE WILL HAVE NO LIABILITY OR RESPONSIBILITY WHATSOEVER IN RESPECT OF ANY ACTS, OMISSIONS, REPRESENTATIONS OR WARRANTIES PROVIDED BY SUCH RESELLER. THE PARTIES AGREE THAT THIS SECTION 8 REPRESENTS A REASONABLE ALLOCATION OF RISKMJF’S VENDORS.

Liability Limitations. EXCLUDING LOSSES ARISING PURSUANT TO SECTION 9 OR FOR A PARTY’S GROSS NEGLIGENCE, WILLFUL OR INTENTIONAL MISCONDUCT OR FRAUD, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY’S LIABILITY TO THE OTHER HEREUNDER BELL SHALL NOT BE LIABLE FOR ANY : (a) DAMAGES, CLAIMS, LOSSES, LIABILITIESINJURIES, TAXES, EXPENSES OR COSTS (“DAMAGES, FINES, PENALTIES, DEFICIENCIES, COSTS OR EXPENSES, INCLUDING THE REASONABLE FEES AND REASONABLE EXPENSES OF LEGAL COUNSEL, ACCOUNTANTS OR OTHER EXPERTS AND PROFESSIONAL ADVISERS (COLLECTIVELY, “LOSS”), ) ARISING FROM OR RELATING TO THIS AGREEMENT OR THE PROVISION OF THE SERVICES HEREUNDER WILL NOT EXCEED THE AMOUNT PAID BY CLIENT TO ESENTIRE FOR THE SPECIFIC SERVICE TO WHICH SUCH CLAIM RELATES DURING THE SIX-MONTH PERIOD PRIOR TO THE DATE THE LOSS OCCURRED. IN THE EVENT CLIENT IS PURCHASING SERVICES THROUGH A RESELLER, EACH PARTY’S LIABILITY TO THE OTHER HEREUNDER FOR ANY LOSS (AS DEFINED ABOVE) WILL NOT EXCEED TWO HUNDRED FIFTY THOUSAND U.S. DOLLARS (USD$250,000). REGARDLESS OF THE NATURE OF THE CLAIM OR THEORY OF LIABILITY (INCLUDING, WITHOUT LIMITATION, VIOLATION OUT OF ANY REQUIREMENTS OF LAWERRORS, BREACH OF CONTRACTUNAVAILABILITY OR INTERRUPTIONS IN CONNECTION WITH ANY BELL SERVICES OR ANY ACTUAL OR MISSED INSTALLATION APPOINTMENTS; AND/OR (b) INDIRECT, STRICT LIABILITYSPECIAL, NEGLIGENCE OR OTHER TORT), NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR ANY: INDIRECTCONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, CONSEQUENTIAL PUNITIVE OR PUNITIVE INCIDENTAL DAMAGES OF ANY KIND OR FOR ANY REASON WHATSOEVER (EVEN IF THE PARTY CAUSING SUCH LOSS OR DAMAGE HAS BEEN ADVISED OR HAD KNOWLEDGE OF THE POSSIBILITY OF SAME OR COULD REASONABLY HAVE FORESEEN SAME), INCLUDING LOST BUSINESS PROFITS, ANTICIPATED OR LOST REVENUE, LOSS OF DATA, BUSINESS INTERRUPTION, LOSS OF PROFITS OR USE OF ANY INFORMATION SYSTEM, FAILURE TO REALIZE EXPECTED PROFITS SAVINGS, OR SAVINGSANY OTHER COMMERCIAL OR ECONOMIC LOSS). SUBJECT TO ANY OTHER LIMITATION OR EXCLUSION OF LIABILITY CONTAINED IN THIS AGREEMENT, ▇▇▇▇'▇ CUMULATIVE LIABILITY TO CUSTOMER FOR GREATER CERTAINTYALL BELL SERVICES PROVIDED HEREUNDER FOR DAMAGES, WHERE CLIENT RECEIVES INCLUDING DAMAGES ARISING FROM ▇▇▇▇’▇ NEGLIGENCE, BREACH OF CONTRACT, TORT OR OTHER CAUSES OF ACTION, INCLUDING FUNDAMENTAL BREACH, SHALL NOT EXCEED AN AMOUNT EQUAL TO THE TOTAL AGGREGATE MONTHLY FEES (LESS ALL DISCOUNTS, INCENTIVES, PROMOTIONS AND CREDITS) PAID BY CUSTOMER FOR THE SPECIFIC BELL SERVICE(S) THAT GAVE RISE TO THE DAMAGES DURING THE ONE (1) MONTH PERIOD BEFORE THE EVENT GIVING RISE TO THE DAMAGES, LESS AMOUNTS PAID (IF ANY) FOR PREVIOUS CLAIMS FOR SUCH BELL SERVICE. BELL SHALL NOT BE RESPONSIBLE OR LIABLE TO CUSTOMER FOR ANY CONTENT, APPLICATIONS OR SERVICES THROUGH PROVIDED TO CUSTOMER BY A RESELLERTHIRD-PARTY FOR USE WITH ANY BELL SERVICES EVEN IF BELL IS BILLING AND COLLECTING FEES ON BEHALF OF SUCH A THIRD-PARTY. ▇▇▇▇ AND THE BELL PROVIDERS ARE NOT LIABLE FOR, ESENTIRE WILL HAVE NO LIABILITY OR RESPONSIBILITY WHATSOEVER IN RESPECT AND CUSTOMER SHALL BE LIABLE FOR, (I) THE USE OF ANY ACTS, OMISSIONS, REPRESENTATIONS OR WARRANTIES THE BELL SERVICES PROVIDED BY SUCH RESELLERBELL IN COMBINATION WITH SERVICES, PRODUCTS OR EQUIPMENT PROVIDED BY THE CUSTOMER OR ANY THIRD PARTIES, (II) THE FAILURE BY THE CUSTOMER TO PERFORM ITS OBLIGATIONS UNDER THIS AGREEMENT, (III) CUSTOMER’S OR ANY OEND USER’S USE OF THE BELL SERVICES OR TRANSMISSION OF THE CONTENT (AS DEFINED IN SECTION 18), OR (IV) CLAIMS AGAINST BELL BY END USERS IN CONNECTION WITH THE BELL SERVICES. THE PARTIES AGREE THAT THIS SECTION 8 REPRESENTS A REASONABLE ALLOCATION OF RISKWithout limiting the generality of the foregoing, Bell is not liable for (a) any act or omissions of a telecommunications carrier whose facilities are used in establishing connections to points which Bell does not directly serve; (b) defamation, trademark, copyright, or any intellectual property right infringement arising from material transmitted or received over ▇▇▇▇’▇ facilities or claims based on a contention that the use of equipment through Customer’s account infringes the intellectual property rights of a third- party; or (c) infringement of any intellectual property right arising from combining or using Non-▇▇▇▇ Equipment and facilities with Bell Services.

Liability Limitations. EXCLUDING LOSSES BELL SHALL NOT BE LIABLE FOR ANY (A) DAMAGES, CLAIMS, LOSSES, INJURIES, TAXES, EXPENSES OR COSTS (“DAMAGES”) ARISING PURSUANT TO SECTION 9 OUT OF ANY ERRORS, UNAVAILABILITY OR INTERRUPTIONS IN CONNECTION WITH ANY BELL SERVICES OR ANY ACTUAL OR MISSED INSTALLATION APPOINTMENTS; AND/OR (B) INDIRECT, SPECIAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE OR INCIDENTAL DAMAGES OF ANY KIND OR FOR A PARTY’S GROSS NEGLIGENCEANY REASON WHATSOEVER. SUBJECT TO ANY OTHER LIMITATION OR EXCLUSION OF LIABILITY CONTAINED IN THIS AGREEMENT, WILLFUL OR INTENTIONAL MISCONDUCT OR FRAUD, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY’S ▇▇▇▇'▇ CUMULATIVE LIABILITY TO THE OTHER YOU FOR ALL BELL SERVICES PROVIDED HEREUNDER FOR ANY LOSSES, LIABILITIES, DAMAGES, FINES, PENALTIES, DEFICIENCIES, COSTS OR EXPENSES, INCLUDING THE REASONABLE FEES AND REASONABLE EXPENSES OF LEGAL COUNSEL, ACCOUNTANTS OR OTHER EXPERTS AND PROFESSIONAL ADVISERS (COLLECTIVELY, “LOSS”), DAMAGES ARISING FROM OR RELATING TO THIS AGREEMENT OR THE PROVISION OF THE SERVICES HEREUNDER WILL NOT EXCEED THE AMOUNT PAID BY CLIENT TO ESENTIRE FOR THE SPECIFIC SERVICE TO WHICH SUCH CLAIM RELATES DURING THE SIX-MONTH PERIOD PRIOR TO THE DATE THE LOSS OCCURRED. IN THE EVENT CLIENT IS PURCHASING SERVICES THROUGH A RESELLER, EACH PARTY’S LIABILITY TO THE OTHER HEREUNDER FOR ANY LOSS (AS DEFINED ABOVE) WILL NOT EXCEED TWO HUNDRED FIFTY THOUSAND U.S. DOLLARS (USD$250,000). REGARDLESS OF THE NATURE OF THE CLAIM OR THEORY OF LIABILITY (INCLUDING, WITHOUT LIMITATION, VIOLATION OF ANY REQUIREMENTS OF LAW▇▇▇▇’▇ NEGLIGENCE, BREACH OF CONTRACT, STRICT LIABILITY, NEGLIGENCE TORT OR OTHER TORT)CAUSES OF ACTION, NEITHER PARTY INLUDING FUNDAMENTAL BREACH, SHALL NOT EXCEED AN AMOUNT EQUAL TO THE TOTAL AGGREGATE MONTHLY FEES (LESS ALL DISCOUNTS, INCENTIVES, PROMOTIONS AND CREDITS) PAID BY YOU FOR THE SPECIFIC BELL SERVICE(S) THAT GAVE RISE TO THE DAMAGES DURING THE 1 MONTH PERIOD BEFORE THE EVENT GIVING RISE TO THE DAMAGES, LESS AMOUNTS PAID (IF ANY) FOR PREVIOUS CLAIMS FOR SUCH BELL SERVICE. BELL SHALL NOT BE RESPONSIBLE OR LIABLE TO THE OTHER YOU FOR ANY CONTENT, APPLICATIONS OR SERVICES PROVIDED TO YOU BY A THIRD-PARTY FOR ANY: INDIRECT, EXEMPLARY, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (USE WITH ANY BELL SERVICES EVEN IF THE PARTY CAUSING BELL IS BILLING AND COLLECTING FEES ON BEHALF OF SUCH LOSS OR DAMAGE HAS BEEN ADVISED OR HAD KNOWLEDGE OF THE POSSIBILITY OF SAME OR COULD REASONABLY HAVE FORESEEN SAME)A THIRD- PARTY. Without limiting the generality of the foregoing, INCLUDING LOST BUSINESS REVENUEBell is not liable for (a) any act or omissions of a telecommunications carrier whose facilities are used in establishing connections to points which Bell does not directly serve; (b) defamation, LOSS OF DATAtrademark, BUSINESS INTERRUPTIONcopyright, LOSS OF PROFITS OR FAILURE TO REALIZE EXPECTED PROFITS OR SAVINGS). FOR GREATER CERTAINTY, WHERE CLIENT RECEIVES SERVICES THROUGH A RESELLER, ESENTIRE WILL HAVE NO LIABILITY OR RESPONSIBILITY WHATSOEVER IN RESPECT OF ANY ACTS, OMISSIONS, REPRESENTATIONS OR WARRANTIES PROVIDED BY SUCH RESELLER. THE PARTIES AGREE THAT THIS SECTION 8 REPRESENTS A REASONABLE ALLOCATION OF RISKor any intellectual property right infringement arising from material transmitted or received over ▇▇▇▇’▇ facilities or claims based on a contention that the use of equipment through your account infringes the intellectual property rights of a third-party; or (c) infringement of any intellectual property right arising from combining or using non-Bell Equipment and facilities with Bell Services.

Liability Limitations. EXCLUDING LOSSES ARISING PURSUANT IN NO EVENT SHALL CLEANBRAIN, CLEANBRAIN EMPLOYEES, OR SALES CONTRACTORS BE LIABLE TO SECTION 9 CLIENT OR FOR A PARTY’S GROSS NEGLIGENCE, WILLFUL OR INTENTIONAL MISCONDUCT OR FRAUD, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY’S LIABILITY TO THE OTHER HEREUNDER FOR ANY LOSSES, LIABILITIES, DAMAGES, FINES, PENALTIES, DEFICIENCIES, COSTS OR EXPENSES, INCLUDING THE REASONABLE FEES AND REASONABLE EXPENSES OF LEGAL COUNSEL, ACCOUNTANTS OR OTHER EXPERTS AND PROFESSIONAL ADVISERS (COLLECTIVELY, “LOSS”), ARISING FROM OR RELATING TO THIS AGREEMENT OR THE PROVISION OF THE SERVICES HEREUNDER WILL NOT EXCEED THE AMOUNT PAID BY CLIENT TO ESENTIRE FOR THE SPECIFIC SERVICE TO WHICH SUCH CLAIM RELATES DURING THE SIX-MONTH PERIOD PRIOR TO THE DATE THE LOSS OCCURRED. IN THE EVENT CLIENT IS PURCHASING SERVICES THROUGH A RESELLER, EACH PARTY’S LIABILITY TO THE OTHER HEREUNDER THIRD PARTY FOR ANY LOSS (AS DEFINED ABOVE) WILL NOT EXCEED TWO HUNDRED FIFTY THOUSAND U.S. DOLLARS (USD$250,000). REGARDLESS OF THE NATURE OF THE CLAIM OR THEORY OF LIABILITY (INCLUDING, WITHOUT LIMITATION, VIOLATION OF ANY REQUIREMENTS OF LAW, BREACH OF CONTRACT, STRICT LIABILITY, NEGLIGENCE OR OTHER TORT), NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR ANY: INDIRECT, EXEMPLARY, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (EVEN IF THE PARTY CAUSING SUCH LOSS OR DAMAGE HAS BEEN ADVISED OR HAD KNOWLEDGE OF THE POSSIBILITY OF SAME OR COULD REASONABLY HAVE FORESEEN SAME), INCLUDING LOST BUSINESS REVENUEPROFITS, LOSS OF DATAUSE, BUSINESS INTERRUPTION, LOSS OF PROFITS DATA OR CLIENT DATA, COST OF RECREATING LOST DATA OR CLIENT DATA, COST OF COVER, OR INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND, IN CONNECTION WITH OR ARISING OUT OF THIS AGREEMENT OR ANY LICENSE, INCLUDING, BUT NOT LIMITED TO, THE FURNISHING, PERFORMANCE OR USE OF THE CLEANTELLIGENT SUBSCRIPTION SERVICES, SOFTWARE, DOCUMENTATION, PHONE/EMAIL/WEBINAR/CHAT SUPPORT, CLEANTELLIGENT KNOWLEDGE BASE, IMPLEMENTATION SERVICES, ADMIN ASSIST SERVICES, BASIC SUPPORT SERVICES, PRIORITY SUPPORT SERVICES, BUSINESS INTELLIGENCE/VISUALIZER SERVICES, ON-SITE TRAINING, JUMPSTART UNIVERSITY, CHILD ACCOUNT SERVICES, WHITE LABEL BRANDING, OR OTHER ITEMS OR SERVICES PROVIDED HEREUNDER OR ANY DELAY IN DELIVERY OR FURNISHING THE CLEANTELLIGENT SUBSCRIPTION SERVICES, SOFTWARE, DOCUMENTATION, PHONE/EMAIL/WEBINAR/CHAT SUPPORT, CLEANTELLIGENT KNOWLEDGE BASE, IMPLEMENTATION SERVICES, ADMIN ASSIST SERVICES, BASIC SUPPORT SERVICES, PRIORITY SUPPORT SERVICES, BUSINESS INTELLIGENCE/VISUALIZER SERVICES, ON-SITE TRAINING, JUMPSTART UNIVERSITY, CHILD ACCOUNT SERVICES, WHITE LABEL BRANDING, OR SAID ITEMS OR SERVICES, EVEN IF CLEANBRAIN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANY TERM OF THIS AGREEMENT, CLEANBRAIN’S MAXIMUM AGGREGATE LIABILITY (WHETHER IN CONTRACT OR IN TORT OR UNDER ANY OTHER FORM OF LIABILITY) FOR DAMAGES OR LOSS, HOWSOEVER ARISING OR CAUSED, WHETHER OR NOT ARISING FROM CLEANBRAIN’S NEGLIGENCE, SHALL IN NO EVENT BE GREATER THAN THE AMOUNT OF THE USER LICENSE FEES PAID TO CLEANBRAIN BY CLIENT DURING THE LAST SIX (6) MONTHS PRIOR TO THE DATE OF THE EVENT GIVING RISE TO SUCH LIABILITY. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE TO REALIZE EXPECTED PROFITS OR SAVINGS)OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. FOR GREATER CERTAINTY, WHERE CLIENT RECEIVES SERVICES THROUGH A RESELLER, ESENTIRE WILL CLEANBRAIN SHALL HAVE NO LIABILITY TO CLIENT OR RESPONSIBILITY WHATSOEVER IN RESPECT OF ANY ACTSTHIRD PARTY FOR ANY ALLEGED INFRINGEMENT RELATING TO THE ▇▇▇▇, OMISSIONSCLEANTELLIGENT SUBSCRIPTION SERVICES, REPRESENTATIONS SOFTWARE, DOCUMENTATION, PHONE/EMAIL/WEBINAR/CHAT SUPPORT, CLEANTELLIGENT KNOWLEDGE BASE, IMPLEMENTATION SERVICES, ADMIN ASSIST SERVICES, BASIC SUPPORT SERVICES, PRIORITY SUPPORT SERVICES, BUSINESS INTELLIGENCE/VISUALIZER SERVICES, ON-SITE TRAINING, JUMPSTART UNIVERSITY, CHILD ACCOUNT SERVICES, OR WARRANTIES PROVIDED BY SUCH RESELLER. THE PARTIES AGREE THAT THIS SECTION 8 REPRESENTS A REASONABLE ALLOCATION OF RISKWHITE LABEL BRANDING, OR CLAIM THEREOF.

Liability Limitations. EXCLUDING LOSSES ARISING EXCEPT AS MAY OTHERWISE BE PROVIDED HEREIN, BSLD (INCLUDING ITS SUBSIDIARIES, AFFILIATES, PREDECESSORS, SUCCESSORS AND ASSIGNS) MAKES NO WARRANTIES, EXPRESS OR IMPLIED, AND SPECIFICALLY DISCLAIMS ANY WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO SERVICES OR PRODUCTS PROVIDED PURSUANT TO SECTION 9 THIS AGREEMENT. BSLD SHALL NOT BE LIABLE FOR SERVICE IMPAIRMENTS CAUSED BY ACTS WITHIN THE CONTROL OF CUSTOMER, ITS AGENTS, EMPLOYEES OR LICENSEES OR INTEROPERABILITY OF SPECIFIC CUSTOMER APPLICATIONS. CUSTOMER SHALL BE SOLELY RESPONSIBLE FOR A PARTY’S GROSS NEGLIGENCE, WILLFUL OR INTENTIONAL MISCONDUCT OR FRAUD, THE CONTENT OF COMMUNICATIONS TRANSMITTED BY CUSTOMER USING THE SERVICES PROVIDED PURSUANT TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY’S THIS AGREEMENT. BSLD SHALL HAVE NO LIABILITY TO THE OTHER HEREUNDER CUSTOMER FOR ANY LOSSES, LIABILITIES, DAMAGES, FINES, PENALTIES, DEFICIENCIES, COSTS DAMAGES CAUSED BY ACTS OR EXPENSESEVENTS BEYOND BSLD'S CONTROL, INCLUDING THE REASONABLE FEES ACTS OR OMISSIONS OF OTHER TELECOMMUNICATIONS SERVICES OR INTERCONNECTION WITH OTHER SERVICES PROVIDERS. BSLD SHALL HAVE NO LIABILITY FOR DAMAGES CAUSED BY CUSTOMER'S FAILURE TO PERFORM ITS RESPONSIBILITIES UNDER THIS AGREEMENT OR THE ANNEXES HERETO, OR FOR THE ACT OF THIRD PARTIES (INCLUDING BUT NOT LIMITED TO CUSTOMER'S END-USERS). BSLD DOES NOT GUARANTEE OR MAKE ANY WARRANTY WITH RESPECT TO THE SERVICES PROVIDED BY BSLD WHEN SUCH SERVICES ARE USED IN AN EXPLOSIVE ATMOSPHERE. BSLD SHALL BE INDEMNIFIED, DEFENDED, AND REASONABLE EXPENSES OF LEGAL COUNSELHELD HARMLESS BY CUSTOMER AGAINST ALL CLAIMS, ACCOUNTANTS LOSSES, OR DAMAGES, BY ANY PERSON RELATING TO THE SERVICES PROVIDED PURSUANT TO THIS AGREEMENT OR THE ANNEXES HERETO WHEN USED IN AN EXPLOSIVE ATMOSPHERE. IN ALL OTHER EXPERTS RESPECT, BSLD'S ENTIRE LIABILITY AND PROFESSIONAL ADVISERS (COLLECTIVELY, “LOSS”), CUSTOMER'S EXCLUSIVE REMEDIES AGAINST BSLD FOR ANY DAMAGES ARISING FROM ANY ACT OR OMISSION RELATING TO THIS AGREEMENT, REGARDLESS OF THE FORM OF ACTION, WHETHER BASED ON CONTRACT, TORT, INCLUDING NEGLIGENCE, STRICT LIABILITY, STATUTE OR OTHERWISE SHALL BE LIMITED TO THE FOLLOWING: BSLD Proprietary Information RESTRICTED o ACTS OR OMISSIONS. BSLD'S LIABILITY TO CUSTOMER ON ACCOUNT OF ANY ACTS OR OMISSIONS RELATING TO THIS AGREEMENT OR THE PROVISION ANNEXES HERETO SHALL BE LIMITED TO [*]. o SERVICE IMPAIRMENT. BSLD'S LIABILITY FOR SERVICE IMPAIRMENTS SHALL NOT EXCEED AN AMOUNT EQUAL TO [*]. o PROPERTY DAMAGES. BSLD'S LIABILITY TO CUSTOMER FOR DAMAGES TO REAL OR TANGIBLE PERSONAL PROPERTY PROXIMATELY CAUSED BY BSLD'S NEGLIGENCE IN THE COURSE OF ITS PERFORMANCE OF THIS AGREEMENT SHALL BE LIMITED TO CUSTOMER'S PROVEN DAMAGES OF SUCH PROPERTY. o PERSONAL INJURY OR DEATH. BSLD'S LIABILITY TO CUSTOMER FOR BODILY INJURY OR DEATH TO ANY PERSON PROXIMATELY CAUSED BY BSLD NEGLIGENCE IN THE COURSE OF ITS PERFORMANCE OF THIS AGREEMENT SHALL BE LIMITED TO CUSTOMER'S PROVEN DAMAGES TO PERSON. o THIRD-PARTY PATENT INFRINGEMENT CLAIMS. NO LICENSE UNDER PATENTS (OTHER THAN THE LIMITED LICENSE TO USE) IS GRANTED BY BSLD OR SHALL BE IMPLIED OR ARISE BY ESTOPPEL, WITH RESPECT TO ANY SERVICE OFFERED PURSUANT TO THIS AGREEMENT OR THE ANNEXES HERETO. BSLD WILL DEFEND CUSTOMER AGAINST CLAIMS OF PATENT INFRINGEMENT ARISING SOLELY FROM THE USE BY CUSTOMER OF THE SERVICES HEREUNDER PROVIDED BY BSLD PURSUANT TO THIS AGREEMENT OR ANY APPLICABLE TARIFF AND WILL NOT EXCEED THE AMOUNT PAID BY CLIENT TO ESENTIRE FOR THE SPECIFIC SERVICE TO WHICH SUCH CLAIM RELATES DURING THE SIX-MONTH PERIOD PRIOR TO THE DATE THE LOSS OCCURRED. IN THE EVENT CLIENT IS PURCHASING SERVICES THROUGH A RESELLER, EACH PARTY’S LIABILITY TO THE OTHER HEREUNDER INDEMNIFY CUSTOMER FOR ANY LOSS (AS DEFINED ABOVE) WILL NOT EXCEED TWO HUNDRED FIFTY THOUSAND U.S. DOLLARS (USD$250,000). REGARDLESS OF THE NATURE OF THE CLAIM OR THEORY OF LIABILITY (INCLUDING, WITHOUT LIMITATION, VIOLATION OF ANY REQUIREMENTS OF LAW, BREACH OF CONTRACT, STRICT LIABILITY, NEGLIGENCE OR OTHER TORT), NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR ANY: INDIRECT, EXEMPLARY, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (EVEN IF THE PARTY CAUSING AWARDED BASED ON SUCH LOSS OR DAMAGE HAS BEEN ADVISED OR HAD KNOWLEDGE OF THE POSSIBILITY OF SAME OR COULD REASONABLY HAVE FORESEEN SAME), INCLUDING LOST BUSINESS REVENUE, LOSS OF DATA, BUSINESS INTERRUPTION, LOSS OF PROFITS OR FAILURE TO REALIZE EXPECTED PROFITS OR SAVINGS). FOR GREATER CERTAINTY, WHERE CLIENT RECEIVES SERVICES THROUGH A RESELLER, ESENTIRE WILL HAVE NO LIABILITY OR RESPONSIBILITY WHATSOEVER IN RESPECT OF ANY ACTS, OMISSIONS, REPRESENTATIONS OR WARRANTIES PROVIDED BY SUCH RESELLER. THE PARTIES AGREE THAT THIS SECTION 8 REPRESENTS A REASONABLE ALLOCATION OF RISKCLAIMS.

Liability Limitations. EXCLUDING LOSSES 9.1 Limitation of Liability IN NO EVENT SHALL OUR AGGREGATE LIABILITY ARISING PURSUANT OUT OF OR RELATED TO SECTION 9 THIS AGREEMENT, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, AND INCLUDING FOR A PARTY’S GROSS NEGLIGENCEDAMAGES, WILLFUL OR INTENTIONAL MISCONDUCT OR FRAUD, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY’S LIABILITY TO THE OTHER HEREUNDER FOR ANY LOSSES, LIABILITIESCLAIMS, DAMAGES, FINES, PENALTIES, DEFICIENCIES, COSTS OR EXPENSES, INCLUDING COSTS, LEGAL FEES OR ANY OTHER HEADS, EXCEED THE REASONABLE FEES AND REASONABLE EXPENSES LESSER OF LEGAL COUNSEL, ACCOUNTANTS INR 100,000 OR OTHER EXPERTS AND PROFESSIONAL ADVISERS (COLLECTIVELY, “LOSS”), ARISING FROM OR RELATING TO THIS AGREEMENT OR THE PROVISION OF THE SERVICES HEREUNDER WILL NOT EXCEED THE AMOUNT PAID BY CLIENT TO ESENTIRE YOU FOR THE SPECIFIC SERVICE TO WHICH SUCH CLAIM RELATES DURING SERVICES HEREUNDER IN THE SIX-MONTH PERIOD PRIOR THREE MONTHS IMEMDIATELY PRECEDING THE CLAIM. THE FOREGOING SHALL NOT LIMIT YOUR PAYMENT OBLIGATIONS UNDER SECTION 5 (FEES & PAYMENT FOR SERVICES) ABOVE. ADDITIONALLY, THE FACT THAT WE WERE PREVIOUSLY AWARE OF THE LIKLIHOOD OF OR COULD HAVE REASONABLY FORESEEN OR PREVENTED THE INCURRENCE OF ANY LOSSES, CLAIMS, DAMAGES, EXPENSES, COSTS OR INJURY SHALL NOT CAUSE ANY ENHANCEMENT IN THE AFORESAID LIMITATION OF OUR LIABILITY, 9.2 Exclusion of Consequential and Related Damages IN ADDITION AND WITHOUT PREJUDICE TO THE DATE THE LOSS OCCURRED. FOREGOING, IN THE NO EVENT CLIENT IS PURCHASING SERVICES THROUGH A RESELLER, EACH PARTY’S SHALL WE HAVE ANY LIABILITY TO THE OTHER HEREUNDER YOU FOR ANY LOSS (AS DEFINED ABOVE) WILL NOT EXCEED TWO HUNDRED FIFTY THOUSAND U.S. DOLLARS (USD$250,000). REGARDLESS OF THE NATURE OF THE CLAIM LOST PROFITS OR THEORY OF LIABILITY (INCLUDING, WITHOUT LIMITATION, VIOLATION OF REVENUES OR FOR ANY REQUIREMENTS OF LAW, BREACH OF CONTRACT, STRICT LIABILITY, NEGLIGENCE OR OTHER TORT), NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR ANY: INDIRECT, EXEMPLARYSPECIAL, INCIDENTAL, SPECIALCONSEQUENTIAL, CONSEQUENTIAL COVER OR PUNITIVE DAMAGES (EVEN IF THE PARTY CAUSING SUCH LOSS DAMAGES. LOSSES OR DAMAGE HAS EXPENSES HOWEVER CAUSED, WHETHER IN CONTRACT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, AND WHETHER OR NOT WE HAVE BEEN ADVISED OR HAD KNOWLEDGE OF THE POSSIBILITY OF SAME OR COULD REASONABLY HAVE FORESEEN SAME), INCLUDING LOST BUSINESS REVENUE, LOSS OF DATA, BUSINESS INTERRUPTION, LOSS OF PROFITS OR FAILURE TO REALIZE EXPECTED PROFITS OR SAVINGS). FOR GREATER CERTAINTY, WHERE CLIENT RECEIVES SERVICES THROUGH A RESELLER, ESENTIRE WILL HAVE NO LIABILITY OR RESPONSIBILITY WHATSOEVER IN RESPECT OF ANY ACTS, OMISSIONS, REPRESENTATIONS OR WARRANTIES PROVIDED BY SUCH RESELLER. THE PARTIES AGREE THAT THIS SECTION 8 REPRESENTS A REASONABLE ALLOCATION OF RISKDAMAGES.

Liability Limitations. EXCLUDING LOSSES ARISING PURSUANT TO SECTION 9 OR FOR A PARTY’S GROSS NEGLIGENCE, WILLFUL OR INTENTIONAL MISCONDUCT OR FRAUD, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY’S LIABILITY TO THE OTHER HEREUNDER BELL SHALL NOT BE LIABLE FOR ANY : (a) DAMAGES, CLAIMS, LOSSES, LIABILITIESINJURIES, TAXES, EXPENSES OR COSTS (“DAMAGES, FINES, PENALTIES, DEFICIENCIES, COSTS OR EXPENSES, INCLUDING THE REASONABLE FEES AND REASONABLE EXPENSES OF LEGAL COUNSEL, ACCOUNTANTS OR OTHER EXPERTS AND PROFESSIONAL ADVISERS (COLLECTIVELY, “LOSS”), ) ARISING FROM OR RELATING TO THIS AGREEMENT OR THE PROVISION OF THE SERVICES HEREUNDER WILL NOT EXCEED THE AMOUNT PAID BY CLIENT TO ESENTIRE FOR THE SPECIFIC SERVICE TO WHICH SUCH CLAIM RELATES DURING THE SIX-MONTH PERIOD PRIOR TO THE DATE THE LOSS OCCURRED. IN THE EVENT CLIENT IS PURCHASING SERVICES THROUGH A RESELLER, EACH PARTY’S LIABILITY TO THE OTHER HEREUNDER FOR ANY LOSS (AS DEFINED ABOVE) WILL NOT EXCEED TWO HUNDRED FIFTY THOUSAND U.S. DOLLARS (USD$250,000). REGARDLESS OF THE NATURE OF THE CLAIM OR THEORY OF LIABILITY (INCLUDING, WITHOUT LIMITATION, VIOLATION OUT OF ANY REQUIREMENTS OF LAWERRORS, BREACH OF CONTRACTUNAVAILABILITY OR INTERRUPTIONS IN CONNECTION WITH ANY BELL SERVICES OR ANY ACTUAL OR MISSED INSTALLATION APPOINTMENTS; AND/OR (b) INDIRECT, STRICT LIABILITYSPECIAL, NEGLIGENCE OR OTHER TORT), NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR ANY: INDIRECTCONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, CONSEQUENTIAL PUNITIVE OR PUNITIVE INCIDENTAL DAMAGES OF ANY KIND OR FOR ANY REASON WHATSOEVER (EVEN IF THE PARTY CAUSING SUCH LOSS OR DAMAGE HAS BEEN ADVISED OR HAD KNOWLEDGE OF THE POSSIBILITY OF SAME OR COULD REASONABLY HAVE FORESEEN SAME), INCLUDING LOST BUSINESS PROFITS, ANTICIPATED OR LOST REVENUE, LOSS OF DATA, BUSINESS INTERRUPTION, LOSS OF PROFITS OR USE OF ANY INFORMATION SYSTEM, FAILURE TO REALIZE EXPECTED PROFITS SAVINGS, OR SAVINGSANY OTHER COMMERCIAL OR ECONOMIC LOSS). SUBJECT TO ANY OTHER LIMITATION OR EXCLUSION OF LIABILITY CONTAINED IN THIS AGREEMENT, ▇▇▇▇'▇ CUMULATIVE LIABILITY TO CUSTOMER FOR GREATER CERTAINTYALL BELL SERVICES PROVIDED HEREUNDER FOR DAMAGES, WHERE CLIENT RECEIVES INCLUDING DAMAGES ARISING FROM ▇▇▇▇’▇ NEGLIGENCE, BREACH OF CONTRACT, TORT OR OTHER CAUSES OF ACTION, INCLUDING FUNDAMENTAL BREACH, SHALL NOT EXCEED AN AMOUNT EQUAL TO THE TOTAL AGGREGATE MONTHLY FEES (LESS ALL DISCOUNTS, INCENTIVES, PROMOTIONS AND CREDITS) PAID BY CUSTOMER FOR THE SPECIFIC BELL SERVICE(S) THAT GAVE RISE TO THE DAMAGES DURING THE ONE (1) MONTH PERIOD BEFORE THE EVENT GIVING RISE TO THE DAMAGES, LESS AMOUNTS PAID (IF ANY) FOR PREVIOUS CLAIMS FOR SUCH BELL SERVICE. BELL SHALL NOT BE RESPONSIBLE OR LIABLE TO CUSTOMER FOR ANY CONTENT, APPLICATIONS OR SERVICES THROUGH PROVIDED TO CUSTOMER BY A RESELLERTHIRD-PARTY FOR USE WITH ANY BELL SERVICES EVEN IF BELL IS BILLING AND COLLECTING FEES ON BEHALF OF SUCH A THIRD-PARTY. BELL AND THE BELL PROVIDERS ARE NOT LIABLE FOR, ESENTIRE WILL HAVE NO LIABILITY OR RESPONSIBILITY WHATSOEVER IN RESPECT AND CUSTOMER SHALL BE LIABLE FOR, (I) THE USE OF ANY ACTS, OMISSIONS, REPRESENTATIONS OR WARRANTIES THE BELL SERVICES PROVIDED BY SUCH RESELLERBELL IN COMBINATION WITH SERVICES, PRODUCTS OR EQUIPMENT PROVIDED BY THE CUSTOMER OR ANY THIRD PARTIES, (II) THE FAILURE BY THE CUSTOMER TO PERFORM ITS OBLIGATIONS UNDER THIS AGREEMENT, (III) CUSTOMER’S OR ANY OEND USER’S USE OF THE BELL SERVICES OR TRANSMISSION OF THE CONTENT (AS DEFINED IN SECTION 18), OR (IV) CLAIMS AGAINST BELL BY END USERS IN CONNECTION WITH THE BELL SERVICES. THE PARTIES AGREE THAT THIS SECTION 8 REPRESENTS A REASONABLE ALLOCATION OF RISKWithout limiting the generality of the foregoing, Bell is not liable for (a) any act or omissions of a telecommunications carrier whose facilities are used in establishing connections to points which Bell does not directly serve; (b) defamation, trademark, copyright, or any intellectual property right infringement arising from material transmitted or received over ▇▇▇▇’▇ facilities or claims based on a contention that the use of equipment through Customer’s account infringes the intellectual property rights of a third- party; or (c) infringement of any intellectual property right arising from combining or using Non-Bell Equipment and facilities with Bell Services.

Liability Limitations. EXCLUDING NEITHER PARTY (INCLUDING, ITS AFFILIATES, AND ITS THIRD PARTIES, INCLUDING ALL THIRD PARTY LICENSORS) WILL BE LIABLE TO THE OTHER PARTY FOR ANY INDIRECT, SPECIAL, EXEMPLARY, INCIDENTAL, MULTIPLE, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING ANY DAMAGES RESULTING FROM ANY LOSS OF USE, LOSS OF DATA, LOSS OF PROFITS, LOSS OF BUSINESS OR OTHER ECONOMIC LOSS) ARISING OUT OF OR IN CONNECTION WITH THE APPLICABLE ORDER FORM OR THE USE OF ANY COX PRODUCT OR COX SERVICE, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ADDITIONALLY, THE AGGREGATE LIABILITY UNDER EACH ORDER FORM OF COX, ITS AFFILIATES AND ITS THIRD PARTIES (INCLUDING ALL THIRD PARTY LICENSORS), ON THE ONE HAND, AND CUSTOMER AND CUSTOMER REPRESENTATIVES, ON THE OTHER HAND, WILL BE EXPRESSLY LIMITED TO AN AMOUNT EQUAL TO THE GREATER OF (A) $3 MILLION, OR (B) AN AMOUNT EQUAL TO THE AMOUNT PAID BY CUSTOMER TO COX FOR THE AFFECTED COX PRODUCT OR COX SERVICE UNDER THE APPLICABLE ORDER FORM IN THE TWELVE (12) MONTHS PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY. THE FOREGOING LIMITATIONS OF LIABILITY WILL NOT APPLY TO: (A) DAMAGES AND LOSSES ARISING PURSUANT TO RESULTING FROM CUSTOMER’S BREACH OF SECTION 4 (USE RESTRICTIONS), (B) DAMAGES AND LOSSES RESULTING FROM A PARTY’S BREACH OF SECTION 6 (PROPRIETARY RIGHTS AND LICENSES), (C) DAMAGES AND LOSSES RESULTING FROM A PARTY’S BREACH OF SECTION 7 (CONFIDENTIALITY), (D) A PARTY’S INDEMNIFICATION OBLIGATIONS UNDER SECTION 9 (INDEMNIFICATION), OR FOR (E) DAMAGES AND LOSSES RESULTING FROM A PARTY’S GROSS NEGLIGENCE, WILLFUL MISCONDUCT, OR INTENTIONAL MISCONDUCT OR FRAUD, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY’S LIABILITY TO THE OTHER HEREUNDER FOR ANY LOSSES, LIABILITIES, DAMAGES, FINES, PENALTIES, DEFICIENCIES, COSTS OR EXPENSES, INCLUDING THE REASONABLE FEES AND REASONABLE EXPENSES OF LEGAL COUNSEL, ACCOUNTANTS OR OTHER EXPERTS AND PROFESSIONAL ADVISERS (COLLECTIVELY, “LOSS”), ARISING FROM OR RELATING TO THIS AGREEMENT OR THE PROVISION OF THE SERVICES HEREUNDER WILL NOT EXCEED THE AMOUNT PAID BY CLIENT TO ESENTIRE FOR THE SPECIFIC SERVICE TO WHICH SUCH CLAIM RELATES DURING THE SIX-MONTH PERIOD PRIOR TO THE DATE THE LOSS OCCURRED. IN THE EVENT CLIENT IS PURCHASING SERVICES THROUGH A RESELLER, EACH PARTY’S LIABILITY TO THE OTHER HEREUNDER FOR ANY LOSS (AS DEFINED ABOVE) WILL NOT EXCEED TWO HUNDRED FIFTY THOUSAND U.S. DOLLARS (USD$250,000). REGARDLESS OF THE NATURE OF THE CLAIM OR THEORY OF LIABILITY (INCLUDING, WITHOUT LIMITATION, VIOLATION OF ANY REQUIREMENTS OF LAW, BREACH OF CONTRACT, STRICT LIABILITY, NEGLIGENCE OR OTHER TORT), NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR ANY: INDIRECT, EXEMPLARY, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (EVEN IF THE PARTY CAUSING SUCH LOSS OR DAMAGE HAS BEEN ADVISED OR HAD KNOWLEDGE OF THE POSSIBILITY OF SAME OR COULD REASONABLY HAVE FORESEEN SAME), INCLUDING LOST BUSINESS REVENUE, LOSS OF DATA, BUSINESS INTERRUPTION, LOSS OF PROFITS OR FAILURE TO REALIZE EXPECTED PROFITS OR SAVINGS). FOR GREATER CERTAINTY, WHERE CLIENT RECEIVES SERVICES THROUGH A RESELLER, ESENTIRE WILL HAVE NO LIABILITY OR RESPONSIBILITY WHATSOEVER IN RESPECT OF ANY ACTS, OMISSIONS, REPRESENTATIONS OR WARRANTIES PROVIDED BY SUCH RESELLER. THE PARTIES AGREE THAT THIS SECTION 8 REPRESENTS A REASONABLE ALLOCATION OF RISK.

Liability Limitations. EXCLUDING LOSSES ARISING PURSUANT TO SECTION 9 UNDER NO CIRCUMSTANCES SHALL COMINDWARE, OR FOR A PARTY’S GROSS NEGLIGENCEITS SUPPLIERS, WILLFUL RESELLERS, PARTNERS OR INTENTIONAL MISCONDUCT OR FRAUD, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY’S LIABILITY TO THE OTHER HEREUNDER THEIR RESPECTIVE AFFILIATES BE LIABLE FOR ANY LOSSESINDIRECT, LIABILITIESINCIDENTAL, DAMAGESCONSEQUENTIAL, FINESSPECIAL, PENALTIESEXEMPLARY, DEFICIENCIES, COSTS OR EXPENSES, INCLUDING THE REASONABLE FEES AND REASONABLE EXPENSES OF LEGAL COUNSEL, ACCOUNTANTS OR OTHER EXPERTS AND PROFESSIONAL ADVISERS (COLLECTIVELY, “LOSS”), PUNITIVE DAMAGES ARISING FROM OR RELATING RELATED TO THIS AGREEMENT THE SOFTWARE OR THE PROVISION OF THE SERVICES HEREUNDER WILL NOT EXCEED THE AMOUNT PAID BY CLIENT TO ESENTIRE FOR THE SPECIFIC SERVICE TO WHICH SERVICE, WHETHER SUCH CLAIM RELATES DURING THE SIX-MONTH PERIOD PRIOR TO THE DATE THE LOSS OCCURRED. IN THE EVENT CLIENT IS PURCHASING SERVICES THROUGH A RESELLERBASED ON WARRANTY, EACH PARTY’S LIABILITY TO THE OTHER HEREUNDER FOR ANY LOSS (AS DEFINED ABOVE) WILL NOT EXCEED TWO HUNDRED FIFTY THOUSAND U.S. DOLLARS (USD$250,000). REGARDLESS OF THE NATURE OF THE CLAIM OR THEORY OF LIABILITY (INCLUDING, WITHOUT LIMITATION, VIOLATION OF ANY REQUIREMENTS OF LAW, BREACH OF CONTRACT, STRICT LIABILITY, NEGLIGENCE OR OTHER TORTTORT (INCLUDING NEGLIGENCE), NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR ANY: INDIRECTOR OTHERWISE, EXEMPLARY, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (EVEN IF THE ANY SUCH PARTY CAUSING SUCH LOSS OR DAMAGE HAS BEEN ADVISED OR HAD KNOWLEDGE OF THE POSSIBILITY OF SAME SUCH DAMAGES). WITHOUT LIMITING THE FOREGOING, THE TOTAL AGGREGATE LIABILITY OF COMINDWARE, AND ITS SUPPLIERS, RESELLERS, PARTNERS AND THEIR RESPECTIVE AFFILIATES ARISING FROM OR COULD REASONABLY RELATED TO THIS AGREEMENT SHALL NOT EXCEED THE AMOUNT, IF ANY, PAID BY YOU TO COMINDWARE FOR THE SOFTWARE OR SERVICE. IF THE SOFTWARE AND SERVICE ARE PROVIDED WITHOUT CHARGE, THEN COMINDWARE AND ITS SUPPLIERS SHALL HAVE FORESEEN SAME)NO LIABILITY TO YOU WHATSOEVER IN EXCESS OF $100.00. THE FOREGOING LIMITATIONS OF LIABILITY SHALL APPLY WHETHER THE DAMAGES ARISE FROM USE OR MISUSE OF AND RELIANCE ON THE SOFTWARE OR SERVICE, INCLUDING LOST BUSINESS REVENUEFROM INABILITY TO USE THE SOFTWARE OR SERVICE, LOSS OF TO USE OR RETRIEVE ANY BACKUP DATA, BUSINESS OR FROM THE INTERRUPTION, LOSS SUSPENSION, OR TERMINATION OF PROFITS THE SOFTWARE OR FAILURE TO REALIZE EXPECTED PROFITS OR SAVINGSSERVICE (INCLUDING SUCH DAMAGES INCURRED BY THIRD PARTIES). SUCH LIMITATION SHALL APPLY NOTWITHSTANDING A FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY AND TO THE FULLEST EXTENT PERMITTED BY LAW. SOME STATES OR OTHER JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR GREATER CERTAINTYINCIDENTAL, WHERE CLIENT RECEIVES SERVICES THROUGH A RESELLERCONSEQUENTIAL, ESENTIRE OR DIRECT DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU. THE SOFTWARE AND SERVICE ARE NOT INTENDED FOR USE IN CONNECTION WITH ANY NUCLEAR, AVIATION, MASS TRANSIT, OR MEDICAL APPLICATION OR ANY OTHER INHERENTLY DANGEROUS APPLICATION THAT COULD RESULT IN DEATH, PERSONAL INJURY, CATASTROPHIC DAMAGE, OR MASS DESTRUCTION, AND LICENSEE AGREES THAT LICENSOR WILL HAVE NO LIABILITY OR RESPONSIBILITY WHATSOEVER IN RESPECT OF ANY ACTSNATURE AS A RESULT OF ANY SUCH USE OF THE SOFTWARE. LICENSOR SHALL NOT BE LIABLE FOR DAMAGES TO LICENSEE’S HARDWARE AND SOFTWARE, OMISSIONSLOSS, REPRESENTATIONS DESTRUCTION OR WARRANTIES PROVIDED BY SUCH RESELLER. CORRUPTION OF LICENSEE’S DATA, LOSS OF REVENUE OF PROFITS AS A RESULT OF LICENSEE’S USE OF THE PARTIES AGREE THAT THIS SECTION 8 REPRESENTS A REASONABLE ALLOCATION OF RISKSOFTWARE.

Liability Limitations. EXCLUDING LOSSES STAPLES SHALL NOT BE LIABLE FOR ANY (A) DAMAGES, CLAIMS, LOSSES, INJURIES, TAXES, EXPENSES OR COSTS (“DAMAGES”) ARISING PURSUANT TO SECTION 9 OUT OF ANY ERRORS, UNAVAILABILITY OR INTERRUPTIONS IN CONNECTION WITH ANY STAPLES SERVICES OR ANY ACTUAL OR MISSED INSTALLATION APPOINTMENTS; AND/OR (B) INDIRECT, SPECIAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE OR INCIDENTAL DAMAGES OF ANY KIND OR FOR A PARTY’S GROSS NEGLIGENCEANY REASON WHATSOEVER. SUBJECT TO ANY OTHER LIMITATION OR EXCLUSION OF LIABILITY CONTAINED IN THIS AGREEMENT, WILLFUL OR INTENTIONAL MISCONDUCT OR FRAUD, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY’S STAPLES‟ CUMULATIVE LIABILITY TO THE OTHER YOU FOR ALL STAPLES SERVICES PROVIDED HEREUNDER FOR ANY LOSSES, LIABILITIES, DAMAGES, FINES, PENALTIES, DEFICIENCIES, COSTS OR EXPENSES, INCLUDING THE REASONABLE FEES AND REASONABLE EXPENSES OF LEGAL COUNSEL, ACCOUNTANTS OR OTHER EXPERTS AND PROFESSIONAL ADVISERS (COLLECTIVELY, “LOSS”), DAMAGES ARISING FROM OR RELATING TO THIS AGREEMENT OR THE PROVISION OF THE SERVICES HEREUNDER WILL NOT EXCEED THE AMOUNT PAID BY CLIENT TO ESENTIRE FOR THE SPECIFIC SERVICE TO WHICH SUCH CLAIM RELATES DURING THE SIX-MONTH PERIOD PRIOR TO THE DATE THE LOSS OCCURRED. IN THE EVENT CLIENT IS PURCHASING SERVICES THROUGH A RESELLER, EACH PARTY’S LIABILITY TO THE OTHER HEREUNDER FOR ANY LOSS (AS DEFINED ABOVE) WILL NOT EXCEED TWO HUNDRED FIFTY THOUSAND U.S. DOLLARS (USD$250,000). REGARDLESS OF THE NATURE OF THE CLAIM OR THEORY OF LIABILITY (INCLUDING, WITHOUT LIMITATION, VIOLATION OF ANY REQUIREMENTS OF LAWSTAPLES‟ NEGLIGENCE, BREACH OF CONTRACT, STRICT LIABILITY, NEGLIGENCE TORT OR OTHER TORT)CAUSES OF ACTION, NEITHER PARTY INLUDING FUNDAMENTAL BREACH, SHALL NOT EXCEED AN AMOUNT EQUAL TO THE TOTAL AGGREGATE MONTHLY FEES (LESS ALL DISCOUNTS, INCENTIVES, PROMOTIONS AND CREDITS) PAID BY YOU FOR THE SPECIFIC STAPLES SERVICE(S) THAT GAVE RISE TO THE DAMAGES DURING THE 1 MONTH PERIOD BEFORE THE EVENT GIVING RISE TO THE DAMAGES, LESS AMOUNTS PAID (IF ANY) FOR PREVIOUS CLAIMS FOR SUCH STAPLES SERVICE. STAPLES SHALL NOT BE RESPONSIBLE OR LIABLE TO THE OTHER YOU FOR ANY CONTENT, APPLICATIONS OR SERVICES PROVIDED TO YOU BY A THIRD-PARTY FOR ANY: INDIRECT, EXEMPLARY, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (USE WITH ANY STAPLES SERVICES EVEN IF THE PARTY CAUSING STAPLES IS BILLING AND COLLECTING FEES ON BEHALF OF SUCH LOSS OR DAMAGE HAS BEEN ADVISED OR HAD KNOWLEDGE OF THE POSSIBILITY OF SAME OR COULD REASONABLY HAVE FORESEEN SAME)A THIRD-PARTY. Without limiting the generality of the foregoing, INCLUDING LOST BUSINESS REVENUEStaples is not liable for (a) any act or omissions of a telecommunications carrier whose facilities are used in establishing connections to points which Staples does not directly serve; (b) defamation, LOSS OF DATAtrademark, BUSINESS INTERRUPTIONcopyright, LOSS OF PROFITS OR FAILURE TO REALIZE EXPECTED PROFITS OR SAVINGS). FOR GREATER CERTAINTY, WHERE CLIENT RECEIVES SERVICES THROUGH A RESELLER, ESENTIRE WILL HAVE NO LIABILITY OR RESPONSIBILITY WHATSOEVER IN RESPECT OF ANY ACTS, OMISSIONS, REPRESENTATIONS OR WARRANTIES PROVIDED BY SUCH RESELLER. THE PARTIES AGREE THAT THIS SECTION 8 REPRESENTS A REASONABLE ALLOCATION OF RISKor any intellectual property right infringement arising from material transmitted or received over Staples‟ facilities or claims based on a contention that the use of equipment through your account infringes the intellectual property rights of a third-party; or (c) infringement of any intellectual property right arising from combining or using non- Staples Equipment and facilities with Staples Services.

Liability Limitations. EXCLUDING LOSSES ARISING PURSUANT IN NO EVENT SHALL CLEANBRAIN, CLEANBRAIN EMPLOYEES, OR SALES CONTRACTORS BE LIABLE TO SECTION 9 CLIENT OR FOR A PARTY’S GROSS NEGLIGENCE, WILLFUL OR INTENTIONAL MISCONDUCT OR FRAUD, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY’S LIABILITY TO THE OTHER HEREUNDER FOR ANY LOSSES, LIABILITIES, DAMAGES, FINES, PENALTIES, DEFICIENCIES, COSTS OR EXPENSES, INCLUDING THE REASONABLE FEES AND REASONABLE EXPENSES OF LEGAL COUNSEL, ACCOUNTANTS OR OTHER EXPERTS AND PROFESSIONAL ADVISERS (COLLECTIVELY, “LOSS”), ARISING FROM OR RELATING TO THIS AGREEMENT OR THE PROVISION OF THE SERVICES HEREUNDER WILL NOT EXCEED THE AMOUNT PAID BY CLIENT TO ESENTIRE FOR THE SPECIFIC SERVICE TO WHICH SUCH CLAIM RELATES DURING THE SIX-MONTH PERIOD PRIOR TO THE DATE THE LOSS OCCURRED. IN THE EVENT CLIENT IS PURCHASING SERVICES THROUGH A RESELLER, EACH PARTY’S LIABILITY TO THE OTHER HEREUNDER THIRD PARTY FOR ANY LOSS (AS DEFINED ABOVE) WILL NOT EXCEED TWO HUNDRED FIFTY THOUSAND U.S. DOLLARS (USD$250,000). REGARDLESS OF THE NATURE OF THE CLAIM OR THEORY OF LIABILITY (INCLUDING, WITHOUT LIMITATION, VIOLATION OF ANY REQUIREMENTS OF LAW, BREACH OF CONTRACT, STRICT LIABILITY, NEGLIGENCE OR OTHER TORT), NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR ANY: INDIRECT, EXEMPLARY, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (EVEN IF THE PARTY CAUSING SUCH LOSS OR DAMAGE HAS BEEN ADVISED OR HAD KNOWLEDGE OF THE POSSIBILITY OF SAME OR COULD REASONABLY HAVE FORESEEN SAME), INCLUDING LOST BUSINESS REVENUEPROFITS, LOSS OF DATAUSE, BUSINESS INTERRUPTION, LOSS OF PROFITS DATA OR CLIENT DATA, COST OF RECREATING LOST DATA OR CLIENT DATA, COST OF COVER, OR INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND, IN CONNECTION WITH OR ARISING OUT OF THIS AGREEMENT OR ANY LICENSE, INCLUDING, BUT NOT LIMITED TO, THE FURNISHING, PERFORMANCE OR USE OF THE CLEANTELLIGENT SUBSCRIPTION SERVICES, SOFTWARE, DOCUMENTATION, PHONE/EMAIL/WEBINAR/CHAT SUPPORT, CLEANTELLIGENT KNOWLEDGE BASE, IMPLEMENTATION SERVICES, ADMIN ASSIST SERVICES, BASIC SUPPORT SERVICES, PRIORITY SUPPORT SERVICES, BUSINESS INTELLIGENCE/VISUALIZER SERVICES, OR OTHER ITEMS OR SERVICES PROVIDED HEREUNDER OR ANY DELAY IN DELIVERY OR FURNISHING THE CLEANTELLIGENT SUBSCRIPTION SERVICES, SOFTWARE, DOCUMENTATION, PHONE/EMAIL/WEBINAR/CHAT SUPPORT, CLEANTELLIGENT KNOWLEDGE BASE, IMPLEMENTATION SERVICES, ADMIN ASSIST SERVICES, BASIC SUPPORT SERVICES, PRIORITY SUPPORT SERVICES, BUSINESS INTELLIGENCE/VISUALIZER SERVICES, OR SAID ITEMS OR SERVICES, EVEN IF CLEANBRAIN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANY TERM OF THIS AGREEMENT, CLEANBRAIN’S MAXIMUM AGGREGATE LIABILITY (WHETHER IN CONTRACT OR IN TORT OR UNDER ANY OTHER FORM OF LIABILITY) FOR DAMAGES OR LOSS, HOWSOEVER ARISING OR CAUSED, WHETHER OR NOT ARISING FROM CLEANBRAIN’S NEGLIGENCE, SHALL IN NO EVENT BE GREATER THAN THE AMOUNT OF THE USER LICENSE FEES PAID TO CLEANBRAIN BY CLIENT DURING THE LAST SIX MONTHS PRIOR TO THE DATE OF THE EVENT GIVING RISE TO SUCH LIABILITY. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE TO REALIZE EXPECTED PROFITS OR SAVINGS)OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. FOR GREATER CERTAINTY, WHERE CLIENT RECEIVES SERVICES THROUGH A RESELLER, ESENTIRE WILL CLEANBRAIN SHALL HAVE NO LIABILITY TO CLIENT OR RESPONSIBILITY WHATSOEVER IN RESPECT OF ANY ACTSTHIRD PARTY FOR ANY ALLEGED INFRINGEMENT RELATING TO THE ▇▇▇▇, OMISSIONSCLEANTELLIGENT SUBSCRIPTION SERVICES, REPRESENTATIONS SOFTWARE, DOCUMENTATION, PHONE/EMAIL/WEBINAR/CHAT SUPPORT, CLEANTELLIGENT KNOWLEDGE BASE, IMPLEMENTATION SERVICES, ADMIN ASSIST SERVICES, BASIC SUPPORT SERVICES, PRIORITY SUPPORT SERVICES, OR WARRANTIES PROVIDED BY SUCH RESELLER. THE PARTIES AGREE THAT THIS SECTION 8 REPRESENTS A REASONABLE ALLOCATION OF RISKBUSINESS INTELLIGENCE/VISUALIZER SERVICES, OR CLAIM THEREOF.

Liability Limitations. EXCLUDING LOSSES ARISING PURSUANT IN NO EVENT SHALL CLEANBRAIN, CLEANBRAIN EMPLOYEES, OR SALES CONTRACTORS BE LIABLE TO SECTION 9 CLIENT OR FOR A PARTY’S GROSS NEGLIGENCE, WILLFUL OR INTENTIONAL MISCONDUCT OR FRAUD, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY’S LIABILITY TO THE OTHER HEREUNDER FOR ANY LOSSES, LIABILITIES, DAMAGES, FINES, PENALTIES, DEFICIENCIES, COSTS OR EXPENSES, INCLUDING THE REASONABLE FEES AND REASONABLE EXPENSES OF LEGAL COUNSEL, ACCOUNTANTS OR OTHER EXPERTS AND PROFESSIONAL ADVISERS (COLLECTIVELY, “LOSS”), ARISING FROM OR RELATING TO THIS AGREEMENT OR THE PROVISION OF THE SERVICES HEREUNDER WILL NOT EXCEED THE AMOUNT PAID BY CLIENT TO ESENTIRE FOR THE SPECIFIC SERVICE TO WHICH SUCH CLAIM RELATES DURING THE SIX-MONTH PERIOD PRIOR TO THE DATE THE LOSS OCCURRED. IN THE EVENT CLIENT IS PURCHASING SERVICES THROUGH A RESELLER, EACH PARTY’S LIABILITY TO THE OTHER HEREUNDER THIRD PARTY FOR ANY LOSS (AS DEFINED ABOVE) WILL NOT EXCEED TWO HUNDRED FIFTY THOUSAND U.S. DOLLARS (USD$250,000). REGARDLESS OF THE NATURE OF THE CLAIM OR THEORY OF LIABILITY (INCLUDING, WITHOUT LIMITATION, VIOLATION OF ANY REQUIREMENTS OF LAW, BREACH OF CONTRACT, STRICT LIABILITY, NEGLIGENCE OR OTHER TORT), NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR ANY: INDIRECT, EXEMPLARY, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (EVEN IF THE PARTY CAUSING SUCH LOSS OR DAMAGE HAS BEEN ADVISED OR HAD KNOWLEDGE OF THE POSSIBILITY OF SAME OR COULD REASONABLY HAVE FORESEEN SAME), INCLUDING LOST BUSINESS REVENUEPROFITS, LOSS OF DATAUSE, BUSINESS INTERRUPTION, LOSS OF PROFITS DATA OR CLIENT DATA, COST OF RECREATING LOST DATA OR CLIENT DATA, COST OF COVER, OR INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND, IN CONNECTION WITH OR ARISING OUT OF THIS AGREEMENT OR ANY LICENSE, INCLUDING, BUT NOT LIMITED TO, THE FURNISHING, PERFORMANCE OR USE OF THE CLEANTELLIGENT SUBSCRIPTION SERVICES, SOFTWARE, DOCUMENTATION, PHONE/EMAIL/WEBINAR/CHAT SUPPORT, CLEANTELLIGENT KNOWLEDGE BASE, IMPLEMENTATION SERVICES, ADMIN ASSIST SERVICES, BASIC SUPPORT SERVICES, PRIORITY SUPPORT SERVICES, BUSINESS INTELLIGENCE/VISUALIZER SERVICES, ON-SITE TRAINING, JUMPSTART UNIVERSITY, OR OTHER ITEMS OR SERVICES PROVIDED HEREUNDER OR ANY DELAY IN DELIVERY OR FURNISHING THE CLEANTELLIGENT SUBSCRIPTION SERVICES, SOFTWARE, DOCUMENTATION, PHONE/EMAIL/WEBINAR/CHAT SUPPORT, CLEANTELLIGENT KNOWLEDGE BASE, IMPLEMENTATION SERVICES, ADMIN ASSIST SERVICES, BASIC SUPPORT SERVICES, PRIORITY SUPPORT SERVICES, BUSINESS INTELLIGENCE/VISUALIZER SERVICES, ON-SITE TRAINING, JUMPSTART UNIVERSITY, OR SAID ITEMS OR SERVICES, EVEN IF CLEANBRAIN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANY TERM OF THIS AGREEMENT, CLEANBRAIN’S MAXIMUM AGGREGATE LIABILITY (WHETHER IN CONTRACT OR IN TORT OR UNDER ANY OTHER FORM OF LIABILITY) FOR DAMAGES OR LOSS, HOWSOEVER ARISING OR CAUSED, WHETHER OR NOT ARISING FROM CLEANBRAIN’S NEGLIGENCE, SHALL IN NO EVENT BE GREATER THAN THE AMOUNT OF THE USER LICENSE FEES PAID TO CLEANBRAIN BY CLIENT DURING THE LAST SIX (6) MONTHS PRIOR TO THE DATE OF THE EVENT GIVING RISE TO SUCH LIABILITY. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE TO REALIZE EXPECTED PROFITS OR SAVINGS)OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. FOR GREATER CERTAINTY, WHERE CLIENT RECEIVES SERVICES THROUGH A RESELLER, ESENTIRE WILL CLEANBRAIN SHALL HAVE NO LIABILITY TO CLIENT OR RESPONSIBILITY WHATSOEVER IN RESPECT OF ANY ACTSTHIRD PARTY FOR ANY ALLEGED INFRINGEMENT RELATING TO THE ▇▇▇▇, OMISSIONSCLEANTELLIGENT SUBSCRIPTION SERVICES, REPRESENTATIONS SOFTWARE, DOCUMENTATION, PHONE/EMAIL/WEBINAR/CHAT SUPPORT, CLEANTELLIGENT KNOWLEDGE BASE, IMPLEMENTATION SERVICES, ADMIN ASSIST SERVICES, BASIC SUPPORT SERVICES, PRIORITY SUPPORT SERVICES, BUSINESS INTELLIGENCE/VISUALIZER SERVICES, ON-SITE TRAINING, OR WARRANTIES PROVIDED BY SUCH RESELLER. THE PARTIES AGREE THAT THIS SECTION 8 REPRESENTS A REASONABLE ALLOCATION OF RISKJUMPSTART UNIVERSITY, OR CLAIM THEREOF.

Liability Limitations. EXCLUDING LOSSES ARISING PURSUANT TO SECTION 9 OR FOR A PARTY’S GROSS NEGLIGENCE, WILLFUL OR INTENTIONAL MISCONDUCT OR FRAUD, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH PARTY’S LIABILITY TO THE OTHER HEREUNDER FOR ANY LOSSES, LIABILITIES, DAMAGES, FINES, PENALTIES, DEFICIENCIES, COSTS OR EXPENSES, INCLUDING THE REASONABLE FEES AND REASONABLE EXPENSES OF LEGAL COUNSEL, ACCOUNTANTS OR OTHER EXPERTS AND PROFESSIONAL ADVISERS (COLLECTIVELY, “LOSS”), ARISING FROM OR RELATING TO THIS AGREEMENT OR THE PROVISION OF THE SERVICES HEREUNDER WILL NOT EXCEED THE AMOUNT PAID BY CLIENT TO ESENTIRE FOR THE SPECIFIC SERVICE TO WHICH SUCH CLAIM RELATES DURING THE SIX-MONTH PERIOD PRIOR TO THE DATE THE LOSS OCCURRED. IN THE EVENT CLIENT IS PURCHASING SERVICES THROUGH A RESELLER, EACH PARTY’S LIABILITY TO THE OTHER HEREUNDER FOR ANY LOSS (AS DEFINED ABOVE) WILL NOT EXCEED TWO HUNDRED FIFTY THOUSAND U.S. DOLLARS (USD$250,000). REGARDLESS OF THE NATURE OF THE CLAIM OR THEORY OF LIABILITY NEITHER PARTY (INCLUDING, WITHOUT LIMITATIONIN THE CASE OF DEALERTRACK, VIOLATION OF ANY REQUIREMENTS OF LAW, BREACH OF CONTRACT, STRICT LIABILITY, NEGLIGENCE OR OTHER TORT), NEITHER PARTY SHALL ITS AFFILIATES) WILL BE LIABLE TO THE OTHER PARTY FOR ANY: ANY INDIRECT, SPECIAL, EXEMPLARY, INCIDENTAL, SPECIALMULTIPLE, CONSEQUENTIAL OR PUNITIVE DAMAGES (EVEN IF THE PARTY CAUSING SUCH INCLUDING ANY DAMAGES RESULTING FROM ANY LOSS OR DAMAGE HAS BEEN ADVISED OR HAD KNOWLEDGE OF THE POSSIBILITY OF SAME OR COULD REASONABLY HAVE FORESEEN SAME), INCLUDING LOST BUSINESS REVENUEUSE, LOSS OF DATA, BUSINESS INTERRUPTIONLOSS OF PROFITS, LOSS OF PROFITS BUSINESS OR FAILURE TO REALIZE EXPECTED PROFITS OTHER ECONOMIC LOSS) ARISING OUT OF OR SAVINGSIN CONNECTION WITH THE APPLICABLE PARTICIPATION FORM AND/OR THIS AGREEMENT, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF THE FORM OF ACTION OR THEORY OF LIABILITY (INCLUDING BREACH OF CONTRACT OR WARRANTY, EQUITY, STRICT LIABILITY, TORT OR OTHERWISE). FOR GREATER CERTAINTYADDITIONALLY, WHERE CLIENT RECEIVES SERVICES THROUGH A RESELLERTHE AGGREGATE LIABILITY UNDER THIS AGREEMENT OF DEALERTRACK AND ITS AFFILIATES, ESENTIRE ON THE ONE HAND, AND PROVIDER, ON THE OTHER HAND, WILL HAVE NO LIABILITY OR RESPONSIBILITY WHATSOEVER BE EXPRESSLY LIMITED TO AN AMOUNT EQUAL TO THE AMOUNT PAID BY PROVIDER TO DEALERTRACK UNDER THE APPLICABLE PARTICIPATION FORM IN RESPECT OF ANY ACTS, OMISSIONS, REPRESENTATIONS OR WARRANTIES PROVIDED BY SUCH RESELLERTHE TWELVE (12) MONTHS PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY. THE PARTIES AGREE THAT THIS FOREGOING LIMITATIONS OF LIABILITY WILL NOT APPLY TO (A) A PARTY’S BREACH OF ITS CONFIDENTIALITY OBLIGATIONS UNDER SECTION 8 REPRESENTS 9, (B) A REASONABLE ALLOCATION PARTY’S INDEMNIFICATION OBLIGATIONS UNDER SECTION 10, (C) A PARTY’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, OR (D) A PARTY’S BREACH OF RISKAPPLICABLE PRIVACY LAWS.

Liability Limitations. EXCLUDING LOSSES THIS PARAGRAPH LIMITS THE LIABILITIES ARISING PURSUANT UNDER THIS AGREEMENT OR ANY SOW AND IS A BARGAINED-FOR AND MATERIAL PART OF OUR BUSINESS RELATIONSHIP WITH YOU. YOU ACKNOWLEDGE AND AGREE THAT TRUADVANTAGE WOULD NOT ENTER INTO ANY SOW OR THIS AGREEMENT UNLESS TRUADVANTAGE COULD RELY ON THE LIMITATIONS DESCRIBED IN THIS PARAGRAPH. IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, SPECIAL, EXEMPLARY, CONSEQUENTIAL, OR PUNITIVE DAMAGES, SUCH AS LOST REVENUE, LOSS OF PROFITS (EXCEPT FOR FEES DUE AND OWING TO SECTION 9 TRUADVANTAGE), SAVINGS, OR OTHER INDIRECT OR CONTINGENT EVENT-BASED ECONOMIC LOSS ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, ANY SOW, OR THE SERVICES, OR FOR ANY LOSS OR INTERRUPTION OF DATA, TECHNOLOGY OR SERVICES, OR FOR ANY BREACH HEREOF OR FOR ANY DAMAGES CAUSED BY ANY DELAY IN FURNISHING SERVICES UNDER THIS AGREEMENT OR ANY SOW, EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; HOWEVER, REASONABLE ATTORNEYS’ FEES AWARDED TO A PREVAILING PARTY (AS DESCRIBED BELOW) SHALL NOT BE LIMITED BY THE FOREGOING LIMITATION. EXCEPT FOR YOUR PAYMENT OBLIGATIONS AND YOUR INDEMNIFICATION OBLIGATIONS DESCRIBED IN THIS AGREEMENT, A RESPONSIBLE PARTY’S GROSS NEGLIGENCE, WILLFUL OR INTENTIONAL MISCONDUCT OR FRAUD, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EACH (“RESPONSIBLE PARTY’S ’S”) AGGREGATE LIABILITY TO THE OTHER HEREUNDER PARTY (“AGGRIEVED PARTY”) FOR DAMAGES FROM ANY LOSSESAND ALL CLAIMS OR CAUSES WHATSOEVER, LIABILITIESAND REGARDLESS OF THE FORM OF ANY SUCH ACTION(S), DAMAGES, FINES, PENALTIES, DEFICIENCIES, COSTS THAT ARISE FROM OR EXPENSES, INCLUDING THE REASONABLE FEES AND REASONABLE EXPENSES OF LEGAL COUNSEL, ACCOUNTANTS OR OTHER EXPERTS AND PROFESSIONAL ADVISERS RELATE TO THIS AGREEMENT (COLLECTIVELY, “LOSSCLAIMS”), ARISING FROM WHETHER IN CONTRACT, TORT, INDEMNIFICATION, OR RELATING NEGLIGENCE, SHALL BE LIMITED SOLELY TO THIS AGREEMENT OR THE PROVISION AMOUNT OF THE SERVICES HEREUNDER WILL AGGRIEVED PARTY’S ACTUAL AND DIRECT DAMAGES, NOT TO EXCEED THE AMOUNT OF FEES PAID BY CLIENT YOU (EXCLUDING HARD COSTS FOR LICENSES, HARDWARE, ETC.) TO ESENTIRE TRUADVANTAGE FOR THE SPECIFIC SERVICE TO UPON WHICH SUCH CLAIM RELATES THE APPLICABLE CLAIM(S) IS/ARE BASED DURING THE SIX-THREE (3) MONTH PERIOD IMMEDIATELY PRIOR TO THE DATE ON WHICH THE LOSS OCCURREDCAUSE OF ACTION ACCRUED. IN THE EVENT CLIENT IS PURCHASING SERVICES THROUGH FOREGOING LIMITATIONS SHALL NOT APPLY TO THE EXTENT THAT THE CLAIMS ARE CAUSED BY A RESELLERRESPONSIBLE PARTY’S WILLFUL OR INTENTIONAL MISCONDUCT, EACH OR GROSS NEGLIGENCE. SIMILARLY, A RESPONSIBLE PARTY’S LIABILITY OBLIGATION SHALL BE REDUCED TO THE OTHER HEREUNDER EXTENT THAT A CLAIM IS CAUSED BY, OR THE RESULT OF, THE AGGRIEVED PARTY’S WILLFUL OR INTENTIONAL MISCONDUCT, OR GROSS NEGLIGENCE. NOTWITHSTANDING ANYTHING TO THE CONTRARY, ANY SERVICE NOT INCLUDED UNDER AN APPLICABLE SOW IS NOT A RESPONSIBILITY OF TRUADVANTAGE AND TRUADVANTAGE SHALL NOT BE LIABLE FOR ANY LOSS (AS DEFINED ABOVE) WILL NOT EXCEED TWO HUNDRED FIFTY THOUSAND U.S. DOLLARS (USD$250,000). REGARDLESS OF THE NATURE OF THE CLAIM OR THEORY OF LIABILITY (INCLUDINGINDIRECT, WITHOUT LIMITATION, VIOLATION OF ANY REQUIREMENTS OF LAW, BREACH OF CONTRACT, STRICT LIABILITY, NEGLIGENCE OR OTHER TORT), NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR ANY: INDIRECTSPECIAL, EXEMPLARY, INCIDENTALCONSEQUENTIAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (EVEN IF THE PARTY CAUSING DAMAGES, SUCH LOSS OR DAMAGE HAS BEEN ADVISED OR HAD KNOWLEDGE OF THE POSSIBILITY OF SAME OR COULD REASONABLY HAVE FORESEEN SAME), INCLUDING AS LOST BUSINESS REVENUE, LOSS OF DATASAVINGS, BUSINESS INTERRUPTION, OR OTHER INDIRECT OR CONTINGENT EVENT-BASED ECONOMIC LOSS ARISING OUT OF PROFITS OR FAILURE TO REALIZE EXPECTED PROFITS OR SAVINGS). FOR GREATER CERTAINTY, WHERE CLIENT RECEIVES SERVICES THROUGH A RESELLER, ESENTIRE WILL HAVE NO LIABILITY OR RESPONSIBILITY WHATSOEVER IN RESPECT OF ANY ACTS, OMISSIONS, REPRESENTATIONS OR WARRANTIES PROVIDED BY CONNECTION WITH SUCH RESELLER. THE PARTIES AGREE THAT THIS SECTION 8 REPRESENTS A REASONABLE ALLOCATION OF RISKSERVICES.