INCIDENT (I.E. THE EXISTENCE OF TWO OR MORE CLAIMS WILL NOT ENLARGE THIS LIMIT). NOTHING IN
THE AGREEMENT SHALL LIMIT (I) THE LIABILITY OF RAJANT, ITS AFFILIATES, OFFICERS, DIRECTORS,
EMPLOYEES, AGENTS, SUPPLIERS AND LICENSORS TO CUSTOMER FOR PERSONAL INJURY OR DEATH
CAUSED BY THEIR NEGLIGENCE, (II) RAJANT’s LIABILITY FOR FRAUDULENT MISREPRESENTATION, OR (III)
ANY LIABILITY OF RAJANT WHICH CANNOT BE EXCLUDED UNDER APPLICABLE LAW.
Disclaimer of Liabilities—Waiver of Consequential Damages and Other Losses. IF YOU ACQUIRED THE
SOFTWARE IN THE UNITED STATES, LATIN AMERICA, THE CARIBBEAN OR CANADA, REGARDLESS OF
WHETHER ANY REMEDY SET FORTH HEREIN FAILS OF ITS ESSENTIAL PURPOSE OR OTHERWISE, IN NO
EVENT WILL RAJANT OR ITS SUPPLIERS BE LIABLE FOR ANY LOST REVENUE, PROFIT, OR LOST OR
DAMAGED DATA, BUSINESS INTERRUPTION, LOSS OF CAPITAL, OR FOR SPECIAL, INDIRECT,
CONSEQUENTIAL, INCIDENTAL, OR PUNITIVE DAMAGES HOWEVER CAUSED AND REGARDLESS OF THE
THEORY OF LIABILITY OR WHETHER ARISING OUT OF THE USE OF OR INABILITY TO USE SOFTWARE OR
OTHERWISE AND EVEN IF RAJANT OR ITS SUPPLIERS OR LICENSORS HAVE BEEN ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW LIMITATION
OR EXCLUSION OF CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY
TO YOU.
IF YOU ACQUIRED THE SOFTWARE IN JAPAN, EXCEPT FOR LIABILITY ARISING OUT OF OR IN CONNECTION
WITH DEATH OR PERSONAL INJURY, FRAUDULENT MISREPRESENTATION, AND REGARDLESS OF
WHETHER ANY REMEDY SET FORTH HEREIN FAILS OF ITS ESSENTIAL PURPOSE OR OTHERWISE, IN NO
EVENT WILL RAJANT, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS AND
LICENSORS BE LIABLE FOR ANY LOST REVENUE, PROFIT, OR LOST OR DAMAGED DATA, BUSINESS
INTERRUPTION, LOSS OF CAPITAL, OR FOR SPECIAL, INDIRECT, CONSEQUENTIAL, INCIDENTAL, OR
PUNITIVE DAMAGES HOWEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY OR WHETHER
ARISING OUT OF THE USE OF OR INABILITY TO USE SOFTWARE OR OTHERWISE AND EVEN IF RAJANT OR
ANY APPROVED SOURCE OR THEIR SUPPLIERS OR LICENSORS HAVE BEEN ADVISED OF THE POSSIBILITY
OF SUCH DAMAGES.
IF YOU ACQUIRED THE SOFTWARE IN EUROPE, THE MIDDLE EAST, AFRICA, ASIA OR OCEANIA, IN NO EVENT
WILL RAJANT, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS AND LICENSORS,
BE LIABLE FOR ANY LOST REVENUE, LOST PROFIT, OR LOST OR DAMAGED DATA, BUSINESS
INTERRUPTION, LOSS OF CAPITAL, OR FOR SPECIAL, INDIRECT, CONSEQUENTIAL, INCIDENTAL, OR
PUNITIVE DAMAGES, HOWSOEVER ARISING, INCLUDING, WITHOUT LIMITATION, IN CONTRACT, TORT
(INCLUDING NEGLIGENCE) OR WHETHER ARISING OUT OF THE USE OF OR INABILITY TO USE THE
SOFTWARE, EVEN IF, IN EACH CASE, RAJANT, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES,
AGENTS, SUPPLIERS AND LICENSORS, HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW LIMITATION OR EXCLUSION OF
CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT FULLY APPLY TO YOU. THE
FOREGOING EXCLUSION SHALL NOT APPLY TO ANY LIABILITY ARISING OUT OF OR IN CONNECTION WITH:
(I) DEATH OR PERSONAL INJURY, (II) FRAUDULENT MISREPRESENTATION, OR (III) RAJANT’s LIABILITY IN
CONNECTION WITH ANY TERMS THAT CANNOT BE EXCLUDED UNDER APPLICABLE LAW.
Customer acknowledges and agrees that RAJANT has set its prices and entered into the Agreement in re-
liance upon the disclaimers of warranty and the limitations of liability set forth herein, that the same re-
flect an allocation of risk between the parties (including the risk that a contract remedy may fail of its es-
sential purpose and cause consequential loss), and that the same form an essential basis of the bargain
between the parties.
Controlling Law, Jurisdiction. Customer agrees that all sales occurred, and contracts entered into at
Malvern, Pennsylvania, notwithstanding the location of any affiliate or Customer’s location or principal
place of business. All contracts for the license of soware and/or purchase of hardware are deemed to
have occurred at Malvern, Pennsylvania and the Agreement and warranties (“Warranties”) are controlled
by and construed under the laws of the Commonwealth of Pennsylvania, United States of America, not-
withstanding any conflicts of law provisions; and the state and federal courts of Pennsylvania shall have
exclusive jurisdiction over any claim arising under the Agreement or Warranties.
The parties specifically disclaim the application of the UN Convention on Contracts for the International
Sale of Goods. Notwithstanding the foregoing, either party may seek interim injunctive relief in any court
of appropriate jurisdiction with respect to any alleged breach of such party’s intellectual property or pro-
prietary rights. If any portion hereof is found to be void or unenforceable, the remaining provisions of the
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