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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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