Common use of REPRESENTATIONS, WARRANTIES, AND INDEMNIFICATIONS Clause in Contracts

REPRESENTATIONS, WARRANTIES, AND INDEMNIFICATIONS. (a) WebSan represents and warrants to the Company that: (i) It has the right and capacity to enter into this Agreement and fully perform all of its obligations hereunder; (ii) it shall use commercially reasonable efforts to perform the Services as described in Schedule “A” attached hereto (except to the extent the Services modified by the parties from time to time by mutual written agreement) and shall provide such Services in a professional manner consistent with industry standards. (iii) OTHER THAN THE EXPRESS WARRANTIES STATED ABOVE, WEBSAN MAKES NO OTHER REPRESENTATIONS OR WARRANTIES HEREUNDER OF ANY KIND, EITHER EXPRESS OR IMPLIED, IN RELATION TO THE SERVICES, INCLUDING BUT NOT LIMITED TO ANY WARRANTY OF MERCHANTABILITY AND/OR FITNESS FOR ANY PARTICULAR PURPOSE. IN NO EVENT SHALL WEBSAN BE LIABLE, DIRECTLY OR INDIRECTLY, FOR ANY SPECIAL OR CONSEQUENTIAL OR INCIDENTAL DAMAGES INCLUDING BUT NOT LIMITED TO LOSS OF ANTICIPATED PROFITS, LOSS OF REVENUE OR LOSS OF DATA, OR AS A RESULT OF ANY INTERRUPTION OF SERVICE. (b) Company Represents and warrants to WebSan that: (i) It has the right and capacity to enter into this Agreement and fully perform all of its obligations hereunder; (ii) All Company data provided hereunder shall be wholly original to the Company, and Company data shall not violate any laws of any country and shall not infringe any other party’s copyright, patent, trademark or other intellectual property right. (iii) Company shall not, nor shall it allow, authorize or assist any third party to, use the system for any illegal purpose whatsoever. (c) Each of the Parties hereto agree to indemnify and save harmless the other, and any of its respective successors, licensees and assigns, from any and all losses, costs, liabilities, damages and expenses (including reasonable lawyers’ fees) resulting any breach of any representation, warranty and/or covenant under this Agreement.

REPRESENTATIONS, WARRANTIES, AND INDEMNIFICATIONS. (a) WebSan ContractCoach represents and warrants to the Company Client that: (i) It has the right and capacity to enter into this Agreement and fully perform all of its obligations hereunder; (ii) it shall use commercially reasonable efforts to perform the Services as described in Schedule “A” attached hereto (except to the extent the Services modified by the parties from time to time by mutual written agreement) and shall provide such Services in a professional manner consistent with industry standards. (iii) OTHER THAN THE EXPRESS WARRANTIES STATED ABOVE, WEBSAN CONTRACTCOACH MAKES NO OTHER REPRESENTATIONS OR WARRANTIES HEREUNDER OF ANY KIND, EITHER EXPRESS OR IMPLIED, IN RELATION TO THE SERVICES, INCLUDING BUT NOT LIMITED TO ANY WARRANTY OF MERCHANTABILITY AND/OR FITNESS FOR ANY PARTICULAR PURPOSE. IN NO EVENT SHALL WEBSAN ContractCoach BE LIABLE, DIRECTLY OR INDIRECTLY, FOR ANY SPECIAL OR CONSEQUENTIAL OR INCIDENTAL DAMAGES INCLUDING BUT NOT LIMITED TO LOSS OF ANTICIPATED PROFITS, LOSS OF REVENUE OR LOSS OF DATA, OR AS A RESULT OF ANY INTERRUPTION OF SERVICE. (b) Company Client Represents and warrants to WebSan ContractCoach that: (i) It has the right and capacity to enter into this Agreement and fully perform all of its obligations hereunder; (ii) All Company data Client Content provided hereunder shall be wholly original to the CompanyClient or the Client has acquired the necessary rights from third parties to contribute such Client Content and include it in the Website, and Company data Client Content shall not violate any laws of any country and shall not infringe any other party’s copyright, patent, trademark or other intellectual property right. (iii) Company Client shall not, nor shall it allow, authorize or assist any third party to, use the system Website for any illegal purpose whatsoever. (c) Each of the Parties hereto agree to indemnify and save harmless the other, and any of its respective successors, licensees and assigns, from any and all losses, costs, liabilities, damages and expenses (including reasonable lawyers’ lawyers fees) resulting any breach of any representation, warranty and/or covenant under this Agreement.

REPRESENTATIONS, WARRANTIES, AND INDEMNIFICATIONS. (a) WebSan Escrow Agent represents and warrants to the Company that: (i) Other than being a party to this Agreement, it is an independent third party in respect to the Developer and Licensee and is not an affiliated, associated or related entity to Developer or Licensee; (ii) It has the right and capacity to enter into this Agreement and fully perform all of its obligations and provide the services hereunder; (iiiii) it It shall use commercially reasonable efforts to keep the Materials in safe keeping and perform its obligations as Escrow Agent in accordance with the Services terms of this Agreement; (iv) It shall not disclose to any third party or make use of the Materials without the express written approval of Developer and Licensee; (v) It shall takes such steps as described are reasonably necessary and desirable to protect the confidentiality of the Materials and prevent the unauthorized disclosure thereof, including without limitation storing the Materials in Schedule “A” attached hereto (except such a way to preserve the confidentiality of the Materials and restrict disclosure of and access to the extent the Services modified by the parties from time to time by mutual written agreement) and shall provide such Services in a professional manner consistent with industry standards. (iii) OTHER THAN THE EXPRESS WARRANTIES STATED ABOVE, WEBSAN MAKES NO OTHER REPRESENTATIONS OR WARRANTIES HEREUNDER OF ANY KIND, EITHER EXPRESS OR IMPLIED, IN RELATION TO THE SERVICES, INCLUDING BUT NOT LIMITED TO ANY WARRANTY OF MERCHANTABILITY AND/OR FITNESS FOR ANY PARTICULAR PURPOSE. IN NO EVENT SHALL WEBSAN BE LIABLE, DIRECTLY OR INDIRECTLY, FOR ANY SPECIAL OR CONSEQUENTIAL OR INCIDENTAL DAMAGES INCLUDING BUT NOT LIMITED TO LOSS OF ANTICIPATED PROFITS, LOSS OF REVENUE OR LOSS OF DATA, OR AS A RESULT OF ANY INTERRUPTION OF SERVICEMaterials. (b) Company Represents and warrants to WebSan that: (i) It has the right and capacity to enter into this Agreement and fully perform all of its obligations hereunder; (ii) All Company data provided hereunder Escrow Agent shall be wholly original to the Company, and Company data shall not violate any laws of any country and shall not infringe any other party’s copyright, patent, trademark or other intellectual property right. (iii) Company shall not, nor shall it allow, authorize or assist any third party to, use the system for any illegal purpose whatsoever. (c) Each of the Parties hereto agree to indemnify and save harmless Developer and the other, and any of its respective successors, licensees and assigns, Licensee from any and all lossesdamages, costs, liabilitiesliability, damages and expenses (expenses, including reasonable lawyers’ legal fees) resulting , suffered by Developer and/or Licensee as result of any breach of its representations and warranties. Notwithstanding the forgoing, Escrow Agent shall not be held responsible or liable for any representation, warranty acts of Developer and/or covenant Licensee and Escrow Agent shall have no liability under this Agreement whatsoever except for its acts of negligence, misconduct or a material breach of this Agreement. Developer and Licensee shall indemnify and save harmless Escrow Agent from any and all damages, costs and liability suffered by Escrow Agent arising as result of the breach of this Agreement or the License or breach or infringement any law or right of any third party by Developer and/or Licensee.

REPRESENTATIONS, WARRANTIES, AND INDEMNIFICATIONS. (a) WebSan the Service Provider represents and warrants to the Company Client that: (i) It has the right and capacity to enter into this Agreement and fully perform all of its obligations hereunder; (ii) it shall use commercially reasonable efforts to perform the Services as described in Schedule “A” attached hereto (except to the extent the Services modified by the parties from time to time by mutual written agreement) and shall provide such Services in a professional manner consistent with industry standards. (iii) OTHER THAN THE EXPRESS WARRANTIES STATED ABOVE, WEBSAN THE SERVICE PROVIDER MAKES NO OTHER REPRESENTATIONS OR WARRANTIES HEREUNDER OF ANY KIND, EITHER EXPRESS OR IMPLIED, IN RELATION TO THE SERVICES, INCLUDING BUT NOT LIMITED TO ANY WARRANTY OF MERCHANTABILITY AND/AND/ OR FITNESS FOR ANY PARTICULAR PURPOSE. IN NO EVENT SHALL WEBSAN HOSTCO BE LIABLE, DIRECTLY OR INDIRECTLY, FOR ANY SPECIAL OR CONSEQUENTIAL OR INCIDENTAL DAMAGES INCLUDING BUT NOT LIMITED TO LOSS OF ANTICIPATED PROFITS, LOSS OF REVENUE OR LOSS OF DATA, OR AS A RESULT OF ANY INTERRUPTION OF SERVICE. (b) Company Client Represents and warrants to WebSan the Service Provider that: (i) It has the right and capacity to enter into this Agreement and fully perform all of its obligations hereunder; (ii) All Company data Client Content provided hereunder shall be wholly original to the CompanyClient or the Client has acquired the necessary rights from third parties to contribute such Client Content and include it in the Website, and Company data Client Content shall not violate any laws of any country and shall not infringe any other party’s copyright, patent, trademark or other intellectual property right. (iii) Company Client shall not, nor shall it allow, authorize authorise or assist any third party to, use the system Website for any illegal purpose whatsoever. (c) Each of the Parties hereto agree to indemnify and save harmless the other, and any of its respective successors, licensees and assigns, from any and all losses, costs, liabilities, damages and expenses (including reasonable lawyers’ lawyers fees) resulting any breach of any representation, warranty and/or covenant under this Agreement.