Resolution 2015-093 - Laserfiche WebLink

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For any breach of a warranty above,Your exclusive remedy shall be as provided in Section 11.3 (Termination for Cause)and Section 11.4(Refund or Payment upon Termination)below. 8.2.Your Warranties.You warrant that You have validly entered into this Agreement and have the legal power to do so. 8.3.Disclaimer.EXCEPT AS EXPRESSLY PROVIDED HEREIN, NEITHER PARTY MAKES ANY WARRANTIES OF ANY KIND,WHETHER EXPRESS, IMPLIED,STATUTORY OR OTHERWISE,AND EACH PARTY SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE,TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. 8.4.Non-GA Services. From time to time We may invite You to try, at no charge, Our products or services that are not generally available to Our customers("Non-GA Services").You may accept or decline any such trial in Your sole discretion.Any Non-GA Services will be clearly designated as beta, pilot, limited release,developer preview, non-production or by a description of similar import. Non-GA Services are provided for evaluation purposes and not for production use,are not supported, may contain bugs or errors,and may be subject to additional terms. NON-GA SERVICES ARE NOT CONSIDERED"SERVICES"HEREUNDER AND ARE PROVIDED"AS IS"WITH NO EXPRESS OR IMPLIED WARRANTY.We may discontinue Non-GA Services at any time in Our sole discretion and may never make them generally available. 9.MUTUAL INDEMNIFICATION 9.1.Indemnification by Us.We shall defend You against any claim, demand, suit, or proceeding made or brought against You by a third party alleging that the use of the Services as permitted hereunder infringes or misappropriates the intellectual property rights of a third party(a"Claim Against You"), and shall indemnify You for any damages, attorney fees and costs finally awarded against You as a result of,and for amounts paid by You under a court-approved settlement of,a Claim Against You; provided that You(a)promptly give Us written notice of the Claim Against You; (b)give Us sole control of the defense and settlement of the Claim Against You(provided that We may not settle any Claim Against You unless the settlement unconditionally releases You of all liability); and(c)provide to Us all reasonable assistance, at Our expense. In the event of a Claim Against You, or if We reasonably believe the Services may infringe or misappropriate,We may in Our discretion and at no cost to You(i)modify the Services so that they no longer infringe or misappropriate,without breaching Our warranties under"Our Warranties"above, (ii) obtain a license for Your continued use of the Services in accordance with this Agreement, or(iii)terminate Your User subscriptions for such Services upon 30 days'written notice and refund to You any prepaid fees covering the remainder of the term of such User subscriptions after the effective date of termination. 9.2.Indemnification by You.You shall defend Us against any claim,demand,suit or proceeding made or brought against Us by a third party alleging that Your Data, or Your use of the Services in breach of this Agreement, infringes or misappropriates the intellectual property rights of a third party or violates applicable law(a"Claim Against Us"), and shall indemnify Us for any damages, attorney fees and costs finally awarded against Us as a result of,or for any amounts paid by Us under a court-approved settlement of,a Claim Against Us;provided that We(a)promptly give You written notice of the Claim Against Us;(b)give You sole control of the defense and settlement of the Claim Against Us(provided that You may not settle any Claim Against Us unless the settlement unconditionally releases Us of all liability); and(c)provide to You all reasonable assistance,at Your expense. 9.3.Exclusive Remedy.This Section 9(Mutual Indemnification)states the indemnifying party's sole liability to, and the indemnified party's exclusive remedy against,the other party for any type of claim described in this Section. 10.LIMITATION OF LIABILITY