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<br />v.31621 3
<br />B. CI DOES NOT GUARANTEE THAT THE CRITICAL
<br />INSIGHT SERVICES WILL BE PERFORMED ERROR-
<br />FREE OR UNINTERRUPTED, OR THAT CI WILL
<br />CORRECT ALL CRITICAL INSIGHT SERVICE
<br />ERRORS, IF ANY. CUSTOMER ACKNOWLEDGES
<br />THAT CI DOES NOT CONTROL THE TRANSFER OF
<br />DATA OVER COMMUNICATIONS FACILITIES,
<br />INCLUDING WITHOUT LIMITATION, CUSTOMER’S
<br />PROPRIETARY SYSTEMS AND THE INTERNET,
<br />AND THAT THE SERVICES MAY BE SUBJECT TO
<br />THE LIMITATION, DELAYS, AND OTHER PROBLEMS
<br />INHERENT IN THE USE OF SUCH
<br />COMMUNICATIONS FACILITIES. IN ADDITION,
<br />DELIVERY OF THE CRITICAL INSIGHT SERVICES
<br />MAY BE CONTINGENT UPON THE ACCESS,
<br />SUPPORT AND COOPERATION OF CUSTOMER,
<br />WITHOUT WHICH SUCH SERVICES CANNOT BE
<br />PERFORMED. CI IS NOT RESPONSIBLE FOR, AND
<br />SPECIFICALLY DISCLAIMES LIABILITY FOR, ANY
<br />DELAYS, DELIVERY OR SERVICE FAILURES OR
<br />OTHER DAMAGE RESULTING FROM SUCH
<br />PROBLEMS AND CONDITIONS.
<br />
<br />C. FOR ANY BREACH OF THE ABOVE
<br />WARRANTIES, CI WILL REMIT A SERVICE FEE
<br />CREDIT TO CUSTOMER EQUAL TO TEN PERCENT
<br />(10%) OF (i) IF FOR CI PRODUCTS, THE NET
<br />MONTHLY FEES FOR THE APPLICABLE CI
<br />PRODUCTS FOR THE MONTH IN WHICH THE
<br />BREACH OCCURRED, AND (ii) IF FOR CI SERVICES,
<br />THE NET SERVICE FEE SET FORTH IN THE
<br />APPLICABLE STATEMENT OF SERVICE OR
<br />PURCHASE ORDER. THE CREDIT WILL BE APPLIED
<br />ONLY TOWARD ANY ACCRUED BUT UNPAID FEES
<br />OWED TO CI FOR THE RELATED CI PRODUCTS OR
<br />CI SERVICES, AND REMITTANCE OF SUCH CREDIT
<br />WILL REPRESENT CUSTOMER’S EXCLUSIVE
<br />REMEDY, AND FULL SATISFACTION OF CI’S SOLE
<br />LIABILITY, FOR ALL WARRANTIES SPECIFIED IN
<br />THIS AGREEMENT.
<br />D. EXCEPT AS SPECIFICALLY SET FORTH HEREIN,
<br />THE CRITICAL INSIGHT SERVICES, INCLUDING
<br />EACH COMPENENT PART THEREPF AND ANY
<br />REPORTS OR OTHER TANGIBLE OR INTANGIBLE
<br />SERVICES FURNISHED BY CI TO CUSTOMER, ARE
<br />PROVIDED ON AN “AS IS” BASIS WITH NO
<br />WARRANTIES OF ANY KIND. CI MAKES NO
<br />WARRANTY, EXPRESS OR IMPLIED, THAT THE
<br />CRITICAL INSIGHT SERVICES WILL RENDER
<br />CUSTOMER’S NETWORK AND SYSTEMS SAFE
<br />FROM MALICIOUS CODE, INTRUSIONS, OR OTHER
<br />SECURITY RISKS OR BREACHES OR THAT THE
<br />CRITICAL INSIGHT SERVICES WILL DETECT,
<br />REPORT OR NEUTRALIZE ALL SUCH MALICIOUS
<br />CODE, INTRUSIONS, SECURITY RISKS OR
<br />BREACHES. TO THE EXTENT NOT PROHIBITED BY
<br />LAW, THE WARRANTIES IN THIS SECTION 7 ARE
<br />EXCLUSIVE AND THERE ARE NO OTHER EXPRESS
<br />OR IMPLIED WARRANTIES OR CONDITIONS OF
<br />ANY KIND, INCLUDING FOR HARDWARE,
<br />SOFTWARE, SYSTEMS, NETWORKS,
<br />ENVIRONMENTS OR SERVICES OR FOR
<br />MERCHANTABILITY, SATISFACTORY QUALITY,
<br />NONINFRINGEMENT AND FITNESS FOR A
<br />PARTICULAR PURPOSE.
<br />8. LIMITATION OF LIABILITY.
<br />A. IN NO EVENT WILL CI, ITS SUPPLIERS, AGENTS
<br />OR REPRESENTATIVES BE LIABLE FOR ANY
<br />SPECIAL, INDIRECT, INCIDENTAL,
<br />CONSEQUENTIAL, PUNATIVE OR EXEMPLARY
<br />DAMAGES, HOWEVER CAUSED AND WHETHER
<br />BASED IN CONTRACT, TORT (INCLUDING
<br />NEGLIGENCE), PRODUCT LIABILITY OR ANY
<br />OTHER THEORY OF LIABILITY, INCLUDING
<br />WITHOUT LIMITATION, LOST REVENUE, PROFITS,
<br />OR SAVINGS, LOSS OF BUSINESS OPPORTUNITY,
<br />COSTS OF PROCUREMENT OF SUBSTITUTE
<br />GOODS, LOSS OF GOODWILL, LOSS OF DATA OR
<br />SYSTEM USE, AND OTHER BUSINESS LOSS, EVEN
<br />IF THEY HAVE BEEN ADVISED OF THE POSSIBILITY
<br />OF SUCH DAMAGES AND NOTWITHSTANDING ANY
<br />FAILURE OF ESSENTIAL PURPOSE OF ANY
<br />LIMITED REMEDY.
<br />B. IN NO EVENT WILL CI’S TOTAL CUMULATIVE
<br />LIABILITY IN CONNECTION WITH THIS
<br />AGREEMENT, THE CI PRODUCTS AND THE CI
<br />SERVICES, INCLUDING WITHOUT LIMITATION, THE
<br />CI PROGRAMS, REPORTS, AND RELATED
<br />HARDWARE, FROM ALL CAUSES OF ACTION OF
<br />ANY KIND, INCLUDING BUT NOT LIMITED TO TORT,
<br />CONTRACT, NEGLIGENCE, STRICT LIABILITY AND
<br />BREACH OF WARRANTY, EXCEED THE TOTAL
<br />AMOUNT PAID BY CUSTOMER FOR ALL CI
<br />PRODUCTS AND CI SERVICES DURING THE
<br />TWELVE (12) CONSECUTIVE MONTH PERIOD
<br />IMMEDIATELY PRECEDING THE EVENT GIVING
<br />RISE TO THE CLAIM FOR SUCH LIABILITY. ANY
<br />DAMAGE IN CUSTOMER’S FAVOR AGAINST CI
<br />SHALL BE REDUCED BY ANY REFUND OR CREDIT
<br />RECEIVED BY CUSTOMER FOR OR RELATING TO
<br />THE CI PRODUCTS OR CI SERVICES AT ISSUE AND
<br />ANY SUCH CREDIT OR REFUND SHALL APPLY
<br />TOWARD THE LIMITATION OF LIABILITY.
<br />C. The foregoing shall apply notwithstanding any failure
<br />or inability to provide the limited remedies set forth in
<br />this Agreement.
<br />9. TERM.
<br />A. Term and Termination. The term of this Agreement
<br />shall be as specified in the purchase order or similar
<br />document between Customer and Reseller. This
<br />Agreement is effective until the effective date of
<br />expiration or termination, whichever occurs first.
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