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claim or suit. Motorola shall cooperate with Customer in its defense or settlement of
<br /> such claim or suit.
<br /> 9.2 Motorola.
<br /> Motorola agrees ta defend, indemnify and hold Licensee and Licensee's employees, free
<br /> and harmless from and against all claims, liabilities, judgments, suit, cause of action,
<br /> damages, costs and expenses, including reasonable attorneys' fees arising from or
<br /> relating to this Agreement, the System or the Licensed Operations to the extent caused by
<br /> the negligence or willful misconduct of Motorola, its subcontractors or their employees
<br /> or agents while performing their duties under this Agreement, provided that Licensee
<br /> gives Motorola prompt, written notice of any such claim or suit. Licensee shall cooperate
<br /> with Motorola in its defense or settlement of such claim or suit.
<br /> 10. MUTUAL WAIVER OF CONSEQUENTIAL DAMAGES AND
<br /> LIMITATION OF LIABILITY
<br /> NOTWTHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT,
<br /> ALTHOUGH THE PARTIES ACKNOWLEDGE THE POSSIBILITY OF SUCH
<br /> LOSSES OR DAMAGES, EACH PARTY AGREES THAT THE OTHER PARTY
<br /> WILL NOT BE LIABLE FOR AND WAIVES THE RIGHT TO RECOVER FOR ANY
<br /> COMMERCIAL LOSS; 1NCONVENIENCE; LOSS OF USE, TIME, DATA, GOOD
<br /> WILL, REVENUES, PROFITS OR SAFINGS; OR OTHER INDIRECT, INCIDENTAL,
<br /> SPECIAL, CONSEQUENTIAL, PUNITIVE, EXEMPLARY AND SIMILAR
<br /> DAMAGES 1N ANY WAY RELATED TO OR ARISING FROM THIS AGREEMENT,
<br /> THE SYSTEM OR THE LICENSED OPERATIONS, AND EXCEPT FOR PERSONAL
<br /> 1NJURY OR DEATH, EACH PARTY'S TOTAL LIABILITY, WHETHER FOR
<br /> BREACH OF CONTRACT, WARRANTY, NEGLIGENCE, STRICT LIABILITY IN
<br /> TORT, INDEMNIFICATION OR OTHERWISE, WILL BE LIMITED TO THE
<br /> DIRECT DAMAGES RECOVERABLE UNDER LAW, BUT NOT TO EXCEED
<br /> $100,000. No action for contract breach or otherwise relating to the transactions
<br /> contemplated by this Agreement may be brought more than one (1) year after the accrual I
<br /> of the cause of action, except for money due upon an open account. �
<br /> 11. OTHER INTERESTS AND CONFLICTS
<br /> Motorola and its affiliates may engage in, or possess an interest in, other business
<br /> ventures of any nature or description, independently or with others, whether currently
<br />, existing or hereafter created, including the acquisition, construction, management,
<br /> operations and sale of 700 and 800 MHz systems, and Licensee shall not have any rights
<br /> in or to such independent ventures or the income or profits derived therefrom.
<br /> 12. FORCE MAJEURE
<br /> No party hereto shall be liable for delays in performance, or for failure to perform,
<br /> due to: acts of God, acts of a public enemy, acts or failures to act on the part of any other
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