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indemnification or under statute shall be limited to direct damages which shall not exceed (i) the
<br />Contract Price or (ii) in the case of bodily injury, personal injury or property damage for which
<br />defense and indemnity coverage is provided by TriTech's insurance carrier, the coverage limits
<br />of such insurance.
<br />16.3 Except for actions for copyright, trade secret, or trademark infringement, no
<br />arbitration, action or proceeding arising out of any claimed breach of this Agreement or
<br />transaction may be brought by either party more than four (4) years after the cause of action has
<br />accrued.
<br />16.4 Client shall indemnify and hold TriTech harmless from any and all claims,
<br />lawsuits or liability, including attorneys' fees and costs, allegedly arising out of, in connection
<br />with, or incident to any loss, damage or injury to persons or property or arising from a wrongful
<br />or negligent act, error or omission of Client's or, its employees, agents, contractors, or any
<br />subcontractor's as a result of the use or misuse of the TriTech Software; however, Client shall
<br />not be required to indemnify TriTech for any claims or actions caused to the extent of the
<br />negligence or wrongful act of TriTech, its employees, agents, or contractors. Notwithstanding
<br />anything to the contrary in the foregoing, if a claim, lawsuit or liability results from or is
<br />contributed to by the actions or omissions of TriTech, or its employees, agents, contractors, or
<br />subcontractors, Client's obligations under this provision shall be reduced to the extent of such
<br />actions or omissions based upon the principle of comparative fault.
<br />16.5 IN NO EVENT SHALL EITHER PARTY OR ITS SUBCONTRACTORS
<br />OR SUPPLIERS BE LIABLE WHETHER IN CONTRACT OR IN TORT FOR LOST
<br />PROFITS, LOST SAVINGS, OR ANY OTHER CONSEQUENTIAL OR INCIDENTAL
<br />DAMAGES ARISING OUT OF, OR OTHERWISE RELATED TO THIS AGREEMENT,
<br />REGARDLESS OF WHETHER A PARTY HAS NOTICE OF THE POSSIBILITY OF
<br />ANY SUCH LOSS OR DAMAGE.
<br />17.0 INSURANCE
<br />17.1 Beginning at the start of TriTech's performance under this Agreement, and ending
<br />when TriTech is no longer providing to Client annual Software Support, TriTech shall maintain
<br />in force policies of insurance as follows:
<br />17.1.1. Commercial General Liability Insurance. TriTech shall maintain
<br />commercial general liability insurance naming Client, its officers, employees, agents, volunteers
<br />and representatives as additional insured(s) and shall include, but not be limited to protection
<br />against claims arising from bodily and personal injury, including death resulting therefrom and
<br />damage to property, resulting from any act or occurrence arising out of TriTech's operations in
<br />the performance of this Agreement, including, without limitation, acts involving vehicles. The
<br />amounts of insurance shall be not less than the following: single limit coverage applying to
<br />bodily and personal injury, including death resulting therefrom, and property damage, in the total
<br />amount of $2,000,000 per occurrence, with $3,000,000 in the aggregate which can be reflected
<br />by way of umbrella coverage. Such insurance shall (a) name Client, its officers, employees,
<br />agents, volunteers and representatives as additional insured(s); (b) be primary and not
<br />Santa Ana System Purchase and Support Agreement
<br />Copyright © 2015 TriTech Software Systems
<br />Unpublished: Rights reserved under the copyright laws of the United States
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