R95-163 ACCEPTING THE PROPOSAL AND AUTHORIZING CONTRACT

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HTE-PSI MAKES NO WARRANTIES,OTHER THAN AS STATED HEREIN,WITH RESPECT TO THE PARTICULAR LICENSED PROGRAM(S),EITHER EXPRESSED OR IMPLIED, INCLUDING ANY IMPLIED WARRANTY OF MERCHANTABILITY OR OF FITNESS FOR A PARTICULAR PURPOSE. X. COPY AND USE Customer shall have the right to use the Licensed Program(s)in equipment or systems supplied or approved by HTE-PSI I while this Agreement is in effect. Customer shall have the right to make copies of the Licensed Program(s)and the , associated reference documentation for archival and/or backup purposes only.Any copies made by Customer shall be the ', property of HTE-PSI. XL LIMITATION OF LIABILITY AND REMEDIES �I Except for HTE-PSI's obligations to indemnify the Customer under infringement actions and claims for personal injury or damages to real or tangible personal property caused by HTE-PSI's negligence,as noted in Section XII of this Agreement, HTE-PSI's liability for damages to the Customer for any cause whatsoever under this Agreement,regardless of the form of action, is limited to the total amount of fees paid by Customer under this Agreement for HTE-PSI Licensed Program(s)and services,not including any fees associated with HTE-PSI project management and related out-of-pocket expenses. In no event will HTE-PSI be liable for any consequential damages, including lost profits, savings or reprocurement costs,even if HTE-PSI has been advised of their possibility. In situations involvin erformance or non erf rm g p p o ance of Licensed Program(s)furnished under this Agreement,the Customer's remedy is(1)the correction by HTE-PSI of Licensed Program defects,or(2)if,after repeated efforts,HTE-PSI is unable to make the Licensed Program(s)operate as warranted,the Customer shall be entitled to recover damages to the limits set forth in this section. XII. PATENT AND COPYRIGHT INDEMNITY HTE-PSI will,at its expense,defend the Customer against any claim that the Licensed Program(s)supplied hereunder infringe a patent ar copyright in the United States or Puerto Rico,and,subject to the limitation of liability set forth in the section entitled"Limitation of Liability and Remedies,"HTE-PSI will pay all costs,damages and attorney's fees that a court finally awards as a result of such claim. To qualify for such defense and payment,the Customer must: a. Give HTE-PSI prompt written notice of any such claim,and b. Allow HTE-PSI to control,and fully cooperate with HTE-PSI in the defense and all related settlement negotiations. However,if the damages attributable to a claim of infringement of a patent in the United States or Puerto Rico exceed such limitation of liability,the Customer may elect to defend against the claim provided that HTE-PSI may fully participate in the defense and/or agrees to any settlement of such claim. The Customer agrees to allow HTE-PSI,at HTE-PSI's option and expense,if such claim has occurred or in HTE-PSI's judgment is likely to occur,to procure the right for the Customer to continue using the Licensed Program(s)or to replace or to modify them so that they become non-infringing.If neither of the foregoing alternatives is available on terms which are reasonable in HTE-PSI's judgment,upon written request,the Customer will return the Licensed Program(s)to HTE-PSI. For Licensed Programs whose total charges are fully paid,the Customer may receive a credit as established by HTE-PSI. HTE-PSI shall have no obligation with respect to any such claim based upon the Customer's modification of the Licensed Program(s)or their combination,operation or use with data or programs not furnished by HTE-PSI or in other than the specified operating environment. This section states HTE-PSI's entire obligation to the Customer regarding infringement or the like. 5