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ASAP SOFTWARE 1A-2006
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ASAP SOFTWARE 1A-2006
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Last modified
1/3/2012 3:25:43 PM
Creation date
6/6/2006 9:22:43 AM
Metadata
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Contracts
Company Name
ASAP Software
Contract #
A-2006-090
Agency
Finance & Management Services
Council Approval Date
4/17/2006
Expiration Date
8/31/2008
Destruction Year
2013
Notes
Amends A-2004-141
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<br />any breach of this Agreement, including any liability <br />for consequential loss or damage which Company may <br />suffer or incur, shall be limited to supplying the <br />services again or the payment of the cost of having the <br />services supplied again. <br /> <br />15. Limitation of Liability. IN NO EVENT SHALL <br />TREND MICRO BE LIABLE FOR ANY <br />INDIRECT, INCIDENTAL, PUNITIVE OR <br />CONSEQUENTIAL DAMAGES (INCLUDING <br />WITHOUT LIMITATION, LOST OR <br />CORRUPTED DATA, LOST PROFITS OR <br />SAVINGS, LOSS OF BUSINESS OR OTHER <br />ECONOMIC LOSS) ARISING OUT OF OR <br />RELATED TO TillS AGREEMENT OR THE <br />SERVICES PROVIDED HEREUNDER, <br />WHETHER OR NOT TREND MICRO HAS BEEN <br />ADVISED OR KNEW OF THE POSSIDILITY OF <br />SUCH DAMAGES, AND REGARDLESS OF THE <br />NATURE OF THE CAUSE OF ACTION OR <br />THEORY ASSERTED. TREND MICRO'S <br />MAXIMUM LIABILITY TO COMPANY <br />ARISING FROM OR RELATING TO TillS <br />AGREEMENT SHALL BE LThfiTED TO THE <br />AMOUNT THE COMPANY PAID FOR THE <br />SERVICES UNDER TillS AGREEMENT. <br /> <br />16. General. <br /> <br />(a) Assignment. Trend Micro may assign or <br />subcontract some or all of its support service <br />obligations under this Agreement to qualified t1rird <br />parties, provided that no such assignment or <br />subcontract shall relieve Trend Micro of its obligations <br />under this Agreement. The Company shall not sell, <br />transfer, or assign this Agreement without the prior <br />written consent of Trend Micro, except in the course of <br />assigning the License or Maintenance Agreement(s) to <br />the extent such agreements permit assignment. Any <br />act in derogation of the foregoing shall be null and <br /> <br />void. This Agreement shall benefit and be binding <br />upon the parties to this Agreement and their respective <br />permitted successors and assigns. <br /> <br />(b) Waiver/Severablility. The waiver or failure of <br />either party to exercise in any respect any right <br />provided for in this Agreement shall not be deemed a <br />waiver of any further right under this Agreement. If <br />any provision of this Agreement is held by a court of <br />competent jurisdiction to be contrary to law, the <br />remaining provisions ofthis Agreement will remain in <br />full force and effect. <br /> <br />(c) Governing Law. This Agreement and any <br />disputes arising out of, or related to, this Agreement, <br />its termination or the relationship of the parties will be <br />governed by and construed in accordance with the laws <br />of the State of California, excluding its conflict of laws <br />principles. <br /> <br />(d) Force Majeure. Neither party shall be held liable <br />for failure to fulfill its obligations under this <br />Agreement, if the failure is caused by flood, extreme <br />weather, fire, or other natural calamity, acts of a <br />governmental agency, acts of terrorism or war, or <br />similar causes beyond the control of such party, and <br />the term for performance shall be increased to a <br />reasonable period oftime. <br /> <br />(e) Amendment. This Agreement may be modified <br />only through a wtitten instrnment signed by both <br />parties. <br /> <br />(I) Entire Agreement. This Agreement represents <br />the complete agreement and understanding of the <br />parties with respect to the subject matter herein, and <br />supersedes any other agreement or understanding, <br />written or oral, including the terms and conditions of <br />Company's purchase order for the services provided <br />herein which shall not be binding. <br /> <br />End of Terms and Conditions <br /> <br />SCHEDULE 1 <br />SERVICE AND CONTACT INFORMATION <br /> <br />6 <br />
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