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23 <br /> FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGMENT WITH RESPECT TO THE <br /> OFFERINGS AND CROWDSTRIKE TOOLS. THERE IS NO WARRANTY THAT THE OFFERINGS OR <br /> CROWDSTRIKE TOOLS WILL BE ERROR FREE, OR THAT THEY WILL OPERATE WITHOUT INTERRUPTION <br /> OR WILL FULFILL ANY OF CUSTOMER'S PARTICULAR PURPOSES OR NEEDS. THE OFFERINGS AND <br /> CROWDSTRIKE TOOLS ARE NOT FAULT-TOLERANT AND ARE NOT DESIGNED OR INTENDED FOR USE IN <br /> ANY HAZARDOUS ENVIRONMENT REQUIRING FAIL-SAFE PERFORMANCE OR OPERATION. NEITHER THE <br /> OFFERINGS NOR CROWDSTRIKE TOOLS ARE FOR USE IN THE OPERATION OF AIRCRAFT NAVIGATION, <br /> NUCLEAR FACILITIES, COMMUNICATION SYSTEMS, WEAPONS SYSTEMS, DIRECT OR INDIRECT LIFE- <br /> SUPPORT SYSTEMS, AIR TRAFFIC CONTROL, OR ANY APPLICATION OR INSTALLATION WHERE FAILURE <br /> COULD RESULT IN DEATH, SEVERE PHYSICAL INJURY, OR PROPERTY DAMAGE. Customer agrees that it is <br /> Customer's responsibility to ensure safe use of an Offering and the CrowdStrike Tools in such applications and <br /> installations. CROWDSTRIKE DOES NOT WARRANT ANY THIRD PARTY PRODUCTS OR SERVICES. <br /> 8.7 Additional Mutual Warranties. Each party represents and warrants to the other that (a) it has full power and <br /> authority to enter into and perform this Agreement, (b) the execution and delivery of this Agreement has been duly <br /> authorized, and (c) its performance hereunder does not breach any other agreement to which it is bound. <br /> 9. Indemnification. <br /> 9.1 CrowdStrike's Obligation. CrowdStrike shall at its cost and expense: (i) defend and/or settle any claim brought <br /> against Customer by an unaffiliated third party alleging that an Offering infringes or violates that third party's <br /> intellectual property rights, and (ii) pay and indemnify any settlement of such claim or any damages awarded to such <br /> third party by a court of competent jurisdiction as a result of such claim; provided, that Customer: (a) gives <br /> CrowdStrike prompt written notice of such claim; (b) permits CrowdStrike to solely control and direct the defense or <br /> settlement of such claim (however, CrowdStrike will not settle any claim in a manner that requires Customer to admit <br /> liability without Customer's prior written consent); and (c) provides CrowdStrike all reasonable assistance in <br /> connection with the defense or settlement of such claim, at CrowdStrike's cost and expense. In addition, Customer <br /> may, at Customer's own expense, participate in defense of any claim. <br /> 9.2 Remedies. If a claim covered under this Section occurs or in CrowdStrike's opinion is reasonably likely to <br /> occur, CrowdStrike may at its expense and sole discretion (and if Customer's access and use of an Offering is <br /> enjoined, CrowdStrike will, at its expense): (i) procure the right to allow Customer to continue using the applicable <br /> Offering; (ii) modify or replace the applicable Offering to become non-infringing; or (iii) if neither (i) nor (ii) is <br /> commercially practicable, terminate Customer's license or access to the affected portion of applicable Offering and <br /> refund a portion of the pre-paid, unused fees paid by Customer corresponding to the unused period of the <br /> Subscription/Order Term. <br /> 9.3 Exclusions. CrowdStrike shall have no obligations under this Section if the claim is based upon or arises out <br /> of: (i) any modification to the applicable Offering not made by CrowdStrike; (ii) any combination or use of the <br /> applicable Offering with or in any third party software, hardware, process, firmware, or data, to the extent that such <br /> claim is based on such combination or use; (iii) Customer's continued use of the allegedly infringing Offering after <br /> being notified of the infringement claim or after being provided a modified version of the Offering by CrowdStrike at <br /> no additional cost that is intended to address such alleged infringement; (iv) Customer's failure to use the Offering in <br /> accordance with the applicable Documentation; and/or (v) Customer's use of the Offering outside the scope of the <br /> rights granted under this Agreement. <br /> 9.4 Exclusive Remedy. THE REMEDIES SPECIFIED IN THIS SECTION CONSTITUTE CUSTOMER'S SOLE <br /> AND EXCLUSIVE REMEDIES, AND CROWDSTRIKE'S ENTIRE LIABILITY, WITH RESPECT TO ANY <br /> INFRINGEMENT OF THIRD PARTY INTELLECTUAL PROPERTY RIGHTS. <br /> 10. Limitation of Liability. <br /> 10.1 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EXCEPT FOR (A) LIABILITY FOR ANY <br /> AMOUNTS PAID OR PAYABLE TO THIRD PARTIES UNDER SECTION 9(INDEMNIFICATION), (B)CUSTOMER'S <br /> PAYMENT OBLIGATIONS, (C) DAMAGES FOR FRAUD, GROSS NEGLIGENCE, OR WILLFUL MISCONDUCT, <br /> AND/OR (D) ANY INFRINGEMENT OR MISAPPROPRIATION BY ONE PARTY OF THE OTHER PARTY'S <br /> INTELLECTUAL PROPERTY RIGHTS, NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY IN <br /> CONNECTION WITH THIS AGREEMENT OR THE SUBJECT MATTER HEREOF (UNDER ANY THEORY OF <br /> CrowdStrike Form May 27 2019 8 of 17 <br />