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Revised 01/24
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<br />6. Disclaimers.
<br />6.1 JUVARE DISCLAIMS ALL OTHER WARRANTIES, EXPRESSED OR IMPLIED,
<br />INCLUDING BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY,
<br />FITNESS FOR A PARTICULAR PURPOSE, WITH RESPECT TO THE SOFTWARE AND/OR
<br />ACCOMPANYING DOCUMENTATION. NO ORAL OR WRITTEN ADVICE OR
<br />INFORMATION PROVIDED BY JUVARE OR ANY OF ITS AGENTS, EMPLOYEES OR
<br />CONTRACTORS SHALL CREATE A WARRANTY, AND CLIENT IS NOT ENTITLED TO
<br />RELY ON ANY SUCH ADVICE OR INFORMATION. JUVARE EXPRESSLY DISCLAIMS
<br />ANY WARRANTY THAT THE SOFTWARE WILL OPERATE UNINTERRUPTED OR FREE
<br />OF ERRORS.
<br />6.2 THE SOFTWARE AND ANY SERVICES THERETO ARE NOT COMPLIANT WITH THE
<br />REQUIREMENTS OF THE HIPAA.
<br />6.3 The Software is an information management application. The software is not fault -tolerant and is
<br />not designed, manufactured, or intended for use or resale in hazardous environments that require
<br />fail-safe performance such as in the operation of nuclear facilities, aircraft navigation or
<br />communications systems, air traffic control, emergency response, terrorism prevention or
<br />response, life support or weapons systems (collectively “High Risk Activities”), the failure of
<br />which could lead to death, personal injury, or severe physical or environmental damage. JUVARE
<br />EXPRESSLY DISCLAIMS ANY WARRANTY OF FITNESS FOR HIGH RISK ACTIVITIES.
<br />Client agrees to indemnify, defend and hold Juvare, and its affiliates, officers, directors,
<br />employees, agents, subcontractors, licensors, successors, and assigns harmless from and against
<br />any and all liability, losses, claims, expenses (including attorneys’ fees), demands or damages of
<br />any kind, including direct, indirect, special, punitive, incidental, or consequential damages, arising
<br />out of or in connection with the Client’s use of the Software for High Risk Activities.
<br />7. Effects of Termination. Termination of this Agreement shall result in the termination of all
<br />outstanding Quotes, Statements of Work and Exhibits, and termination of all outstanding Quotes,
<br />Statements of Work and Exhibits shall result in the termination of this Agreement. Upon
<br />termination of this Agreement and/or any Quotes, Statements of Work and Exhibits for any reason,
<br />any amounts owed to Juvare under this Agreement or any Quotes, Statements of Work and
<br />Exhibits, regardless of whether not yet due and payable, will be accelerated and deemed
<br />immediately due and payable (including, without limitation, the remaining balance of unpaid fees
<br />for professional services and Travel Expenses). All Subscriptions, including, without limitation,
<br />Services and all Software use and access, granted under this Agreement and all Quotes, Statements
<br />of Work and Exhibits hereto shall immediately terminate upon termination of this Agreement. All
<br />Subscriptions, including, without limitation, Services and all Software use and access, granted
<br />pursuant to an applicable Quotes, Statements of Work and Exhibits shall terminate upon the
<br />expiration or termination of the applicable Quotes, Statements of Work and Exhibits. Upon
<br />termination of this Agreement, Juvare will immediately cease performing all Services and
<br />terminate Client’s and its User access to the Software. Juvare shall have no obligation for retaining
<br />or maintaining a copy of any such Client’s Information or data from the Software following the
<br />date of expiration or termination of the Quotes, Statements of Work and Exhibits governing such
<br />information or (if sooner) the expiration or termination of this Agreement. Juvare shall be entitled,
<br />without further liability, to destroy all such Client’s Information or data from the Software
<br />following the date of expiration or termination of the Quotes, Statements of Work and Exhibits
<br />governing such information or (if sooner) the expiration or termination of this Agreement.
<br />Notwithstanding the foregoing, in no event shall any Client Confidential Information, including,
<br />without limitation, the Client Data, that is entered into or shared in the Juvare Exchange be
<br />returned to Client or removed from the Juvare Exchange; Client understands and acknowledges
<br />that any Client Confidential Information, including, without limitation, the Client Data, entered
<br />Docusign Envelope ID: 10CF5D4C-EAD1-4BD2-A3EB-0DC317D2B4F3
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