AG 2010 10 18 - Laserfiche WebLink

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15 Limitation of Remedies The Library's right to recover damages to property caused by The Library Corporation's fault or negligence shall be limited to one million dollars ($1,000,000.00), except for a patent or copyright violation as contained in item 14 above. The Library Corporation shall not be liable in any event for any damages resulting from the Library's use of products, even if advised of the possibility of such damage. This limitation of liability shall apply regardless of the form of action, whether in contract or tort, including negligence. This Agreement shall be subject to the provisions of the Uniform Commercial Code, with all Hardware and Software to be defined as " Goods ". 15.1 In no event will The Library Corporation be liable for any damage caused by the Library's failure to perform its responsibilities, including daily backup of the Library's Database and subsequent verification, or for any lost profits or other consequential, special, or indirect damages, even if The Library Corporation has been advised of the possibility of such damages. 16 Waiver of rights The waiver or failure of The Library Corporation to exercise in any respect any right provided for herein shall not be deemed a waiver of any further right hereunder. 17 Severability If any provision of this Agreement is invalid, illegal or unenforceable under any applicable statute or rule of law, it is to that extent to be deemed omitted, and the remaining provisions shall not be affected in any way. 18 Headings The headings of the various Paragraphs and Subparagraphs herein are for convenience only and shall not control or affect the meaning or construction of any provisions of this Agreement. 19 Risk of use All risk of use, operation, and control are borne by the Library. 20 Governing Law This Agreement shall be subject to all applicable laws of the Federal Government of the United States of America and to the laws of the State of New Jersey. The applicable law for any legal disputes arising out of this Agreement shall be the law of the State of New Jersey, 21 Saving Clause All quotations and Agreements are contingent upon accidents, fires, availability of materials, and all other causes beyond the control of either party. Typographical and stenographic errors are subject to correction. Terms inconsistent with those stated herein, which might appear on the Library's formal order or Request for Proposal, will not be binding on The Library Corporation. 22 Assignments The Library and The Library Corporation agree that no sublicensing, nor assignment of its rights or interest, nor delegation of its duties under this Agreement shall be made or become effective without the prior written consent of The Library Corporation or the Library. Any attempted sublicensing, assignment or delegation without prior written consent shall be wholly void and ineffective for all purposes. 23 Taxes not included The charges shown on this Agreement do not reflect applicable federal, state, and local taxes which may be added to the amounts shown at the time of invoicing. 24 Whole Agreement This Agreement, including appendices and referenced attachments, constitutes the entire Agreement between the parties and supersedes all proposals, presentations, representations, and communications, whether oral or in writing, between the parties on this subject. Latter Agreements supersede former Agreements. Neither party shall Library Contract Page 7 of 7 Attachment number 4 F -12 Page 306