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<br />been given twenty-four (24) hours after the time set forth on the transmission report issued by the <br />transmitting facsimile machine, addressed as set forth above. For purposes of calculating these <br />time frames, weekends, federal, state, County or City holidays shall be excluded. <br />20.Limitation on Liability. <br />Liability for Non-Storage Services. With respect to services not related to the storage of <br />Deposits, Consultant shall not be liable for any loss or default unless such loss or default is due to <br />the negligence of Consultant. If liable, the amount of Consultant’s maximum liability for any loss <br />or default shall be: (i) if such loss or default relates to a discrete project, the total fees paid by City <br />to Consultant for such project; or (ii) if such loss or default arises from services that are of an <br />ongoing and continuing nature, the total amount of fees paid by City to Consultant for the <br />performance of such services during the immediately preceding twelve-month period.. <br />No Consequential Damages. In no event shall either party be liable for any consequential, <br />incidental, special or punitive damages, or for loss of profits or loss of data, regardless of whether <br />an action is brought in tort, contract or under any other theory. <br />21.Limited Warranty. <br />Consultant warrants that the services provided under this Agreement will be performed in <br />accordance with industry standards as set forth by ANSI/ASQC (American National Standards <br />Institute/American Society for Quality Control), specifically ANSI/ASQ Z1.4-2004, Sections 4 <br />and 9 incorporated herewith by reference, described in the Consultant’s Statement of Work, and <br />will be provided in substantial conformance with Consultant-supplied documentation applicable <br />to the services. This warranty is limited and shall not apply to any of the services where the failure <br />to satisfy this warranty resulted, in whole or in part, from City’s improper use of the services. In <br />the event of Consultant’s breach of the foregoing warranty, City’s exclusive remedy and <br />Consultant’s entire liability shall be for Consultant to promptly re-perform the applicable services, <br />at no charge, and bring the performance of the services into compliance with the terms of this <br />warranty. <br />The warranties set forth above are the sole and exclusive warranties of Consultant under this <br />agreement and are in lieu of any and all other warranties, whether express, statutory or implied, <br />including without limitation the implied warranties of merchantability and fitness for a particular <br />purpose or use. All such other warranties are hereby disclaimed by Consultant and waived by City. <br />The existing warranties extend only to City. Consultant will not be liable for any third party claim <br />or demand against City in connection with this section. <br />22.MISCELLANEOUS PROVISIONS <br />a.Each undersigned represents and warrants that its signature herein below has the <br />power, authority and right to bind their respective Parties to each of the terms of <br />this Agreement, and shall indemnify City fully, including reasonable fees and <br />attorney’s fees, for any injuries or damages to City in the event that such authority <br />or power is not, in fact, held by the signatory or is withdrawn. <br />Page 9 of 11 <br />#329503v1