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CROSSMATCH - <br />Quote Number: 01792806 <br />Purchaser to continue using the Software or to replace or modify the same so that it becomes non infringing. If neither of the foregoing <br />alternatives is available on terns which are reasonable in Crossmatch's reasonable judgment, then (1) Purchaser will return or destroy the <br />Software on written request of Crossmatch; and (2) Crossmatch shall pay Purchaser an amount equal to the amount paid for the Software less an <br />amount equal to the current depreciation of such Software (such depreciation amount calculated on a straight line basis over four years <br />commencing on the Effective Date). The foregoing indemnity extends to Purchaser only and states the sole and exclusive liability and remedy of <br />the parties hereto for patent infringement, and is in lieu of all warranties, express, implied, or statutory, in regard thereto. <br />17) Limitation of Liability. IN NO EVENT SHALL CROSSMATCH BE LIABLE TO PURCHASER FOR ANY CONSEQUENTIAL <br />OR SPECIAL DAMAGES, INCLUDING BUT NOT LIMITED TO ANY LOST PROFITS, LOST SAVINGS, BUSINESS INTERRUPTION <br />OR OTHER INCIDENTAL DAMAGES ARISING OUT OF THE USE OR INABILITY TO USE, OR THE DELIVERY OF, OR FAILURE TO <br />DELIVER, THE PRODUCT, EVEN IF CROSSMATCH HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, <br />THE ENTIRE LIABILITY OF CROSSMATCH FOR ANY CLAIM OR CAUSE OF ACTION ARISING HEREUNDER (WHETHER IN <br />CONTRACT, TORT, OR OTHERWISE) SHALL NOT EXCEED THE PURCHASE PRICE PAID FOR THE PRODUCT THAT IS THE <br />SUBJECT OF SUCH CLAIM OR CAUSE OF ACTION. EXCEPT AS TO TITLE, ALL SUCH LIABILITY SHALL TERMINATE UPON THE <br />EXPIRATION OF THE ORIGINAL APPLICABLE WARRANTY PERIOD. <br />18) Intellectual Property and Use Limitations. The sale of the Product to Purchaser does not convey to Purchaser any intellectual <br />property rights in the Product or Software, including but not limited to any copyright, patent or trademark rights (except for any license rights <br />granted hereunder). Further, the sale of the Products confers on Purchaser no license, express or implied, by estoppel or otherwise, under any <br />patents of Crossmatch or others covering or relating to any other product or invention or any combination, machine, or process in which such <br />Product might be used. All intellectual property rights in the Products and Software, any documentation therefore, and other materials supplied <br />by Crossmatch, are owned by Crossmatch and are protected by United States copyright laws, other applicable copyright laws, and international <br />treaty provisions. <br />19) Choice of Law and Forum. This Agreement shall be governed by and construed under the laws of the State of Florida, without <br />reference to its conflict of laws provisions. All disputes arising hereunder shall be heard only by a Florida State Court or U.S. District Court with <br />competent jurisdiction in Palm Beach County, Florida. <br />20) Compliance with Laws. Each party to the Agreement shall comply with all applicable laws and regulations. Purchaser will not <br />directly or indirectly export or re-export any Products or "technical data" furnished to Purchaser under this Agreement without obtaining <br />appropriate authorizations from the U.S. Department of Commerce or other U.S. government agency and will otherwise comply with all U.S. <br />export control laws applicable thereto. <br />21) Entire Agreement. These terns and conditions constitute the entire agreement between Crossmatch and Purchaser with respect to <br />the sale and purchase of the Products and license of the Software and shall supersede all prior agreements, understandings and representations <br />between Purchaser and Crossmatch, both written and oral, with respect to the subject matter hereof. No additions or modifications of this <br />Agreement or any Exhibit hereto shall be effective unless made in writing and signed by the authorized representatives of Crossmatch and <br />Purchaser. Crossmatch's delay or failure to enforce at any time any provision of this Agreement shall not constitute a waiver of Crossmatch's <br />right thereafter to enforce each and every provision of the Agreement. If any of the provision(s) of this Agreement is determined to be invalid, <br />illegal, or otherwise unenforceable, the remaining provisions of the Agreement shall remain in full force and effect. <br />Crossmatch 3950 RCA Blvd Suite 5001, Palm Beach Gardens, FL 33410 <br />http:Hwww.cross match. corn <br />November 2017 <br />