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12. Effect of Termination <br />a. Upon the expiration or termination of this Agreement, <br />I. all rights granted to CLIENT under this Agreement will immediately terminate; <br />ii. CLIENT will cease any further use of the Services. <br />b. At MERIDIAN'S request, CLIENT will verify in writing to MERIDIAN that CLIENT has taken the <br />actions described in Section 12(a)(ii). MERIDIAN may destroy or otherwise dispose of any <br />of the CLIENT Data in its possession unless MERIDIAN receives, no later than ten (10) business <br />days after the effective date of the termination of this Agreement, a written request for the delivery <br />to the CLIENT of the then most recent back-up of the CLIENT Data. MERIDIAN shall use <br />reasonable commercial efforts to deliver the back-up to the CLIENT within thirty (30) calendar days <br />of its receipt of such a written request, provided that the CLIENT has, at that time, paid all fees <br />and charges outstanding at and resulting from termination (whether or not due at the date of <br />termination). The CLIENT shall pay all reasonable expenses incurred by MERIDIAN in returning <br />or disposing of CLIENT Data. The accrued rights of the parties at termination, or the continuation <br />after termination of any provision expressly stated to survive or implicitly surviving termination shall <br />not be affected or prejudiced. The rights and obligations of each of the parties set forth in Sections <br />2, 3, 4, 5, 6, 7, 8, 10, 12, 13, 14, 17, 18, 20, 21, 23, 24 and 25 and any other Section or Statement <br />herein that by its nature is intended to survive will survive the expiration or termination of this <br />Agreement. Any payments owed by CLIENT as of the termination date shall become immediately <br />due and payable. <br />13. Limitation of Liability <br />Except in the case of an infringement by client of any of meridian's proprietary rights, neither party <br />will be liable to the other party for any lost profits, lost data or special, indirect, incidental, <br />consequential or punitive damages of any nature, for any reason, including, without limitation, the <br />breach of this agreement or any termination of this agreement, whether such liability is asserted <br />on the basis of contract, tort (including negligence or strict liability) or otherwise, even if such party <br />has been warned of the possibility of such damages and notwithstanding any failure of essential <br />purpose of any limited remedy of any kind. except as expressly set forth herein, all remedies, <br />including, without limitation, the termination of this agreement and all of the remedies provided by <br />law (and not excluded pursuant to the foregoing sentence) will be deemed cumulative and not <br />exclusive. in no event will the liability of meridian under this agreement exceed the total fees paid <br />by client hereunder during the twelve (12) months prior to the date any claim Is made against <br />MERIDIAN. <br />14. Government Use/Procurement <br />MERIDIAN provides the Service and access to the Software for ultimate U.S. Government end <br />use solely in accordance with the following: Government technical data and software rights related <br />to the Service and the Software include only those rights customarily provided to the public as <br />