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p+sishtLabs
<br />Docusign Envelope lD: E6745C80-3643-41 99-E951-82695AFFBBFB
<br />Service. 5ight's sole obligation to Customer, and
<br />Customer's exclusive remedy, for breach of this warranty is
<br />re-install the Licensed Services.
<br />7,2 Company acknowledges that 4Sight does not
<br />represent, warrant, or otherwlse promise that Company's
<br />use of the Servlces is a substitute for Company's or its
<br />users' existi ng protocols a nd complia nce procedu res.
<br />7,3 Company acknowledges and agrees that (l)
<br />timely performance by 4Slght of its obligations under this
<br />MSA and any Ordering Document is subject to the timely
<br />provision of information and support by Company as
<br />outlined in this MSA; (ii) that the use of the Services
<br />pursuant to this MSA and Documentation are only a tool
<br />to facilitate the Company's provlslon of care and services
<br />to a Monltored lndlvldual under its supervision and is only
<br />functlonal lf the Company's users input lnformation,
<br />appropriately maintain the Monitoring Package and apply
<br />the device in accordance with the training and
<br />Documentation; (iii) that the Services and license of the
<br />Licensed Software are only useful if such are used in strlct
<br />accordance with the Documentation; (iv) that Company is
<br />solely responsible for all decisions, actions and omisslons
<br />in any way related to Monitored lndividual under lts
<br />supervislon, including but not limited to: proper
<br />assessment, monitorin g, treatrnent and ca re; observation,
<br />qualificatlon and actions of their respective employees,
<br />user or other persons; the acts and omissions of its
<br />employees, user or other persons; compliance wlth all
<br />appllcable laws; any llablllty related to lndlvldual under
<br />Company's supervision, including but not llmlted to
<br />vlsitors, employees, vendors, agents or other persons in
<br />the facilities of the Company; (v) Company represents and
<br />warrants that all persons Blven access to the Services shall
<br />be properly tralned in the use and prohlblted uses of the
<br />Servlces; and (vl) Company ls llable for, and shall
<br />indernnlfy 4Sight, its officers, dlrectors, employees and
<br />agents against breaches of this MSA, or of misuse or
<br />failure to use the Servlces, by Company's employees,
<br />officers, dlrectors, vendors, contractors and agents, and
<br />that of its afflllates.
<br />7,4 Minimal Requirements. company shall
<br />provide, conflgure, and malntain all hardware, software,
<br />and other minlmum requirements set forth in the
<br />applicable Ordering Document, includlng a stable lnternet
<br />connection, necessary to use the Services. Company shall
<br />maintaln, at Company's sole expense, such equipment and
<br />software as Sight may reasonably requlre for 4Sight to
<br />remotely access the equlpment.
<br />7.5 ftlrrLPady-5oft$ate. 4SIGHT MAKES NO WARRANTY
<br />WITH RESPECT TO ANY THIRD.PARTY SOFTWARE, AND
<br />WHATEVER WARRANTY MAY APPLY TO ANY THIRD-PARTY
<br />SoFTWARE PRODUCI tF ANV lS ONLY AS lS EXPRESSLY
<br />STATED BY THE THIRD-PARTY OWNER OR LICENSOR OF THE
<br />THIRD.PARTV SOFTWARE. 4SIGHT EXPRESSLY DISCLAIMS
<br />ALL WARRANTIES FOR THE THIRD-PARTY SOFTWARE,
<br />WHETHER EXPRESSED OR IMPLIED, INCLUDING THE
<br />WARRANTI ES OF M ERCHANTABI LITY, NON-I N FR INGEM ENT
<br />AND FITNESS FOR A PARTICULAR PURPOSE,
<br />7.6 E&b$OIf, 4sight's warranty obligations and other
<br />obligations under thls MSA with respect to the Servlces are
<br />expressly conditioned upon Customer's proper use of the
<br />Servlces and do not include: {i} Problems that result from
<br />(a) accldent, negligence, neglect, abusq misuse, cornputer
<br />viruses or use other than ordinary use or use ln violation of
<br />an applicable license; (b) abnormal electrical power, air
<br />conditloning or humiditry controls that cause a computer
<br />failure; (cl modifications, repairs or attempted
<br />maintenance made to the Services by anyone other than a
<br />representatlve of 4Sight or its authorized agents and (d)
<br />damage durlng shipmenU {lil Problems relating to or
<br />caused by any hardware; networh software or hardware
<br />that was not supplied by 4Sight or hardware or software
<br />that does not meet the Minimum Requlrements; {iii)
<br />Problems relatlng to or caused by changes in, or
<br />modifications to, the operatlng characteristlcs of any
<br />computer hardware or operating system for which the
<br />Services is procured; or (iv) hardware with altered,
<br />modified or removed serial numbers,
<br />Section8. DISCIAIMEROFWARRANTIES.
<br />8,1 EXCEPT AS EXPRESSLY PROVIDED HEREIN,4SIGHT
<br />PROVIDES ALL SERVICES, SOFTWARE PLATFORM AND
<br />PRODUCTS 'AS IS' WITH NO WARRANTY OF ANY KIND.
<br />4SIGHT MAKES NO WARRANTIES OF ANY KIND, WHETHER
<br />EXPRESS, tMpltED, STATUTORY OR OTHERWISE, AND
<br />4SIGHT SPECIFICALLY DISCLAIMS ALL IMPLIED
<br />WARRANTIES, INCLUDING ANY WARRANTIES OF
<br />MERCHANTABILITY OR F]TNESS FOR A PARTICULAR
<br />PURPOSE, AND ANY WARRANTIES ARISING FROM A
<br />couRSE oF PERFoRMANCE OR TRADE USAGE, TO THE
<br />MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. NO
<br />ORAL OR WRITTEN INFORMATION OR COMMUNICATIONS
<br />GtvEN BY 4S|GHI, tTS EMPLOYEES, OR AGENTS WILL
<br />INCREASE THE SCOPE OF THE ABOVE WARRANTY OR
<br />CREATE ANY NEW OR ADDITIONAL WARRANTIES.
<br />COMPANY WILL NOT HAVE THE RI6HT TO MAKE OR PA55
<br />ON ANY REPRESENTATION OR WARRANry ON BEHALF OF
<br />45|GHT TO ANY THIRD PARTY. To the extent that 4sight
<br />may not, es a matterof applicable law, dlsclaim an implied
<br />warranty, the scope and duration of such warranty wlll be
<br />limited to the minimum permitted undersuch law,
<br />Section 9. INSURANCE. Each Party shall carry
<br />commercial general liability and automoblle liabillty
<br />insurance and, if applicable, worker's compensation
<br />insurance as requlred by law, together with employer's
<br />liabillty insurance coverage and professional errors and
<br />omisslons liablllty lnsurance coverage. All pollcles shall be
<br />wrltten by reputable lnsurance companies with a best's
<br />policyholder rating of not less than A Vll. Such insurance
<br />shall not be cancelled or materlally reduced during the
<br />6735516v.4
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