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A PARTICULAR PURPOSE OR ANY OTHER WARRANTY, EXPRESS OR IMPLIED, INCLUDING ANY
<br /> WARRANTY OF NON-INFRINGEMENT OF ANY THIRD PARTY INTELLECTUAL PROPERTY RIGHT.
<br /> S. LIMITATION OF LIABILITY. Neither Party shall be liable for any lost profits, costs of procuring
<br /> substitute goods or services, lost business, or for any indirect, incidental, consequential,
<br /> punitive, or other special damages incurred by the other Party, its affiliates, employees, agents,
<br /> licensees, sublicensees, or joint venturers arising out of or related to this Agreement for all
<br /> causes of action or damages of any kind, including tort, contract, negligence, strict liability, and
<br /> breach of warranty, even if such Party had been advised of the possibility of such damages.
<br /> 9. USE OF NAME OR LOGO. Except for promoting the Project or Community Outreach Materials,
<br /> each Party agrees not to use the name, logo, or any other marks owned by or associated with
<br /> the other Party or the name of any representative of the other Party in any sales promotion
<br /> work or advertising, or in any form of publicity,without the prior written permission of the other
<br /> Party.
<br /> 10.TERMINATION. Either Party may terminate this Agreement at any time upon thirty (30) days'
<br /> prior written notice. In the event that either Party shall be in default of any of its obligations
<br /> under this Agreement and shall fail to remedy such default,within thirty (30) days after written
<br /> notice thereof, the Party not in default shall have the option of terminating this Agreement by
<br /> giving written notice of termination with an immediate effect to the defaulting Party. Upon
<br /> termination or expiration of the Agreement, any provisions that are intended to continue and
<br /> survive shall survive expiration or termination of this Agreement.
<br /> 11. FORCE MAJEURE. Neither Party to this Agreement shall be responsible for any delays or failure
<br /> to perform any obligation under this Agreement due to any cause beyond its reasonable control,
<br /> including without limitation, acts of God, unauthorized occupation of the Property by third-
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<br /> parties, natural disasters, strikes, disturbances of peace, war, insurrection, acts of terrorism,
<br /> governmental action, government shutdowns, governmental issued states of emergency,
<br /> quarantine restrictions, epidemics, or other emergencies including planned or unplanned
<br /> closures of the affected Party's facilities for public health, welfare, or safety purposes, which
<br /> make it inadvisable, excusable, or impossible to perform this Agreement. The obligations and
<br /> rights of the Party excused from performance under any of these circumstances shall be
<br /> suspended during an event of force majeure. In the event the force majeure event continues for
<br /> a period in excess of thirty (30) days, either Party shall have the right to terminate this
<br /> Agreement upon ten (10) days' prior written notice to the other Party.
<br /> 12. NOTICE. Any notice required or permitted under this Agreement shall be effective only if given
<br /> in writing and delivered by one Party to the other at the addresses below or such other
<br /> addresses as either Party may later specify in writing. Notice is deemed effective on the date it
<br /> is given if hand-delivered. Notice given by U.S. mail shall be deemed to have been given three
<br /> (3) days after it is deposited in the U.S. mail, postage prepaid and addressed as follows:
<br /> To University: To City:
<br /> Chapman University City of Santa Ana
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