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AGREEMENT SHALL BE LIMITED TO THE GREATER AMOUNT OF ACTUALLY PAID BY THE LICENSEE FOR THE SOFTWARE
PRODUCT OR U.S. $5.00; PROVIDED, HOWEVER, IF YOU HAVE ENTERED INTO A LI-COR SUPPORT SERVICES
AGREEMENT, LI-COR'S ENTIRE LIABILITY REGARDING SUPPORT SERVICES SHALL BE GOVERNED BY THE TERMS OF
THAT AGREEMENT.
6.4. Exclusive Remedy: TO THE EXTENT THAT THE LICENSOR IS LIABLE, THE EXCLUSIVE REMEDY, AT LI-COR'S OPTION
SHALL BE EITHER (A) RETURN OF THE PRICE PAID, IF ANY, OR (B) REPAIR OR REPLACEMENT OF THE LICENSED
PROGRAM THAT DOES NOT MEET LI-COR'S LIMITED WARRANTY AND WHICH IS RETURNED TO LI-COR WITH A COPY
OF PROOF OF PURCHASE. This Limited Warranty is void if failure of the Software Product has resulted from accident,
abuse, or misapplication. Any replacement Software Product will be warranted for the remainder of the original
warranty period or thirty (30) days, whichever is longer. Outside of the United States, neither of these remedies nor
any product support services offered by LI-COR are available without proof of purchase from an authorized
international source.
7. DISPUTE RESOLUTION
7.1. In the event of a dispute involving the interpretation or application of any provision of this Agreement, the
parties agree not to commence litigation until they have first notified each other of their intent to implement the
terms of this Section after first having employed their best efforts to jointly resolve such dispute. If the parties cannot
resolve their differences in such fashion within thirty (30) days of either party's receipt of such notice of the intent of
the other party to implement the terms of this Section, the following alternative dispute resolution process (the
venue of which shall be Lincoln, Nebraska) shall be immediately implemented:
7.2. Upon written request of either party, the dispute will be referred for negotiation to representatives of the parties
who have no direct operational responsibility for the matters involved in the dispute and who have authority to
resolve the dispute.
7.3. If these representatives have not agreed on a resolution of such dispute within ten (10) Business Days of its
referral to them, the dispute shall be promptly submitted to a neutral adviser (the "Adviser") who shall be chosen
from the list of arbitrators registered with the American Arbitration Association. For purposes of this Section,
"Business Day" shall mean each weekday and the hours of such weekday in which Licensee is open for business. The
Adviser shall, within fourteen (14) days of the submission, recommend, in writing, a procedure for resolving the
dispute and shall specify in such writing whether such procedure shall be binding, non-binding or involve a
combination of binding and non-binding procedures.
7.4. If the parties do not mutually agree upon the process recommended b the Adviser within ten (10) Business Days
of their receipt of the Adviser's written recommendation, they shall promptly convene a non-binding hearing (the
"Mediation"). The rules for Mediation will be established by the Adviser, after consultation with the parties.
7.5. If the dispute cannot be resolved, either through the procedure recommended by the Adviser or through the
Mediation, within such period as the Adviser shall deem reasonable, the Adviser shall, at the request of either party,
certify to the parties that the matter is incapable of resolution.
7.6. No litigation may be commenced concerning the dispute until the Adviser has certified in writing that the dispute
is incapable of resolution, provided that any party may commence litigation: (a) on any date after which such
litigation could be barred by an applicable statute of limitations; or (b) if litigation is otherwise necessary to prevent
irreparable harm to the moving party.
7.7. Each party shall bear its own expenses in connection with the alternative dispute resolution procedures set forth
in this Section, except that the parties shall split equally the fees and expenses of the Adviser, including the costs
associated with any Mediation, and the fees and expenses of any other person designated by the Adviser to assist the
parties.
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