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<br />Documentation by, (v) any malfunction of Client’s software, hardware, computers, computer-
<br />related equipment or network connection, (vi) any modification of the Software not performed
<br />by or otherwise authorized by Karpel Solutions in writing, or (vii) an event of Force Majeure.
<br />
<br />5. DISCLAIMER: THE FOREGOING WARRANTIES ARE EXCLUSIVE AND ARE MADE IN LIEU OF ALL
<br />OTHER WARRANTIES, EITHER EXPRESS AND IMPLIED, WHICH ARE HEREBY DISCLAIMED,
<br />INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF NONINFRINGEMENT, TITLE,
<br />MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND ANY WARRANTIES ARISING OUT
<br />OF A USE IN TRADE OR COURSE OF DEALING OR PERFORMANCE. KARPEL SOLUTIONS DOES NOT
<br />WARRANT (i) THAT ACCESS TO OR USE OF ALL OR ANY PART OF THE SERVICE, SOFTWARE,
<br />DOCUMENTATION OR WEBSITE WILL BE CONTINUOUS, ERROR-FREE OR UNINTERRUPTED, (ii)
<br />THAT THE RESULTS ARISING OUT OF CLIENT’S USE OF THE SOFTWARE, DOCUMENTATION OR
<br />WEBSITE WILL BE ACCURATE, COMPLETE OR ERROR-FREE, OR (iii) THAT THE SERVICE,
<br />SOFTWARE, DOCUMENTATION OR WEBSITE WILL MEET CLIENT’S NEEDS.
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<br />6. EXCLUSIVE REMEDIES: If the Website, or Services provided under this Agreement do not
<br />materially comply with the requirements stated in the Limited Warranty Section outlined above,
<br />Karpel Solutions sole obligation shall be to correct or modify the Website or Services, at no
<br />additional charge. If Karpel Solutions determines it is unable to correct what is non-conforming,
<br />Client’s sole remedy will be to receive a refund of the fees paid for the non-conforming or
<br />Services, even if such remedy fails of its essential purpose. You may also terminate this
<br />Agreement as set forth in the termination provision of this Agreement.
<br />
<br />10. LIMITATION OF LIABILITY
<br />
<br />KARPEL SOLUTIONS IS NOT RESPONSIBLE FOR ANY LOSS OF DATA, COST OF PROCUREMENT OF
<br />SUBSTITUTE GOODS, SPECIAL, INDIRECT, INCIDENTAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL
<br />DAMAGES ARISING OUT OF ANY BREACH OF THIS AGREEMENT, EVEN IF KARPEL SOLUTIONS HAS BEEN
<br />ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THIS LIMITATION APPLIES TO ALL CAUSES OF ACTION,
<br />WHETHER ASSERTED ON THE BASIS OF CONTRACT, TORT (INCLUDING NEGLIGENCE OR STRICT
<br />LIABILITY), STATUTE OR OTHERWISE. UNLESS OTHERWISE SPECIFICALLY STATED, ALL REMEDIES
<br />AVAILABLE UNDER THIS AGREEMENT AND ALL REMEDIES PROVIDED BY LAW, WILL BE DEEMED
<br />CUMULATIVE AND NOT EXCLUSIVE. REGARDLESS OF THE FORM OF ANY CLAIM CLIENT MAY HAVE
<br />ARISING UNDER OR RELATING TO THIS AGREEMENT, KARPEL SOLUTIONS LIABILITY FOR ANY DAMAGES
<br />SHALL NOT EXCEED THE FEES CLIENT HAS PAID TO KARPEL SOLUTIONS PURSUANT TO THIS AGREEMENT
<br />IN THE PRIOR TWELVE (12) MONTHS.
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<br />11. INDEMNIFICATION
<br />
<br />CLIENT’S INDEMNIFICATION: Client will indemnify, defend, and hold harmless Karpel Solutions from and
<br />against any and all liability, damage, loss or expense (including reasonable attorneys’ fees) arising out of
<br />(i) any claim, demand, action or proceeding, statutory or otherwise, based on allegations arising as a
<br />result of use of the Website, Software, Documentation or Services in a manner not expressly described
<br />or permitted by this Agreement, (ii) use of the Website, Software, Documentation or Services in any
<br />unlawful manner or for any unlawful purpose, (iii) Karpel Solutions’ use of Client Content that infringes
<br />any third party Intellectual Property, or (iv) Karpel Solutions’ use of Client Content as permitted by this
<br />DocuSign Envelope ID: 3377D49A-96B6-494B-8513-80B50958A234
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