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<br /> 1.2 Our obligations under this Section G(1) will not apply to the extent the claim or adverse final
<br /> judgment is based on your use of the Tyler Software in contradiction of this Agreement,
<br /> including with non-licensed third parties, or your willful infringement.
<br /> 1.3 If we receive information concerning an infringement or misappropriation claim related to the
<br /> Tyler Software, we may, at our expense and without obligation to do so, either: (a) procure for
<br /> you the right to continue its use; (b) modify it to make it non-infringing; or(c) replace it with a
<br /> functional equivalent, in which case you will stop running the allegedly infringing Tyler Software
<br /> immediately. Alternatively, we may decide to litigate the claim to judgment, in which case you
<br /> may continue to use the Tyler Software consistent with the terms of this Agreement.
<br /> 1.4 If an infringement or misappropriation claim is fully litigated and your use of the Tyler Software
<br /> is enjoined by a court of competent jurisdiction, in addition to paying any adverse final
<br /> judgment (or settlement to which we consent), we will, at our option, either: (a) procure the
<br /> right to continue its use; (b) modify it to make it non-infringing; or(c) replace it with a functional
<br /> equivalent. This section provides your exclusive remedy for third party copyright, patent, or
<br /> trademark infringement and trade secret misappropriation claims.
<br /> 2. General Indemnification.
<br /> 2.1 We will indemnify and hold harmless you and your agents, officials, and employees from and
<br /> against any and all third-party claims, losses, liabilities, damages, costs, and expenses (including
<br /> reasonable attorney's fees and costs) for(a) personal injury or property damage to the extent
<br /> caused by our negligence or willful misconduct; or(b) our violation of PCI-DSS requirements or a
<br /> law applicable to our performance under this Agreement. You must notify us promptly in
<br /> writing of the claim and give us sole control over its defense or settlement. You agree to
<br /> provide us with reasonable assistance, cooperation, and information in defending the claim at
<br /> our expense.
<br /> 2.2 To the extent permitted by applicable law,you will indemnify and hold harmless us and our
<br /> agents, officials, and employees from and against any and all third-party claims, losses,
<br /> liabilities, damages, costs, and expenses(including reasonable attorney's fees and costs) for(a)
<br /> personal injury or property damage to the extent caused by your negligence or willful
<br /> misconduct; or(b)your violation of a law applicable to your performance under this Agreement.
<br /> We will notify you promptly in writing of the claim and will give you sole control over its defense
<br /> or settlement. We agree to provide you with reasonable assistance, cooperation, and
<br /> information in defending the claim at your expense.
<br /> 3. DISCLAIMER. EXCEPT FOR THE EXPRESS WARRANTIES PROVIDED IN THIS AGREEMENT AND TO
<br /> THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW,WE HEREBY DISCLAIM ALL OTHER
<br /> WARRANTIES AND CONDITIONS,WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT
<br /> NOT LIMITED TO,ANY IMPLIED WARRANTIES, DUTIES, OR CONDITIONS OF MERCHANTABILITY OR
<br /> FITNESS FOR A PARTICULAR PURPOSE. CLIENT UNDERSTANDS AND AGREES THAT TYLER
<br /> DISCLAIMS ANY LIABILITY FOR ERRORS THAT RELATE TO USER ERROR.
<br /> 4. LIMITATION OF LIABILITY. NOTWITHSTANDING ANYTHING TO THE CONTRARY SET FORTH IN THIS
<br /> AGREEMENT, OUR LIABILITY FOR DAMAGES ARISING OUT OF THIS AGREEMENT,WHETHER BASED
<br /> ON A THEORY OF CONTRACT OR TORT, INCLUDING NEGLIGENCE AND STRICT LIABILITY,SHALL BE
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