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ARE NO OTHER REPRESENTATIONS, WARRANTIES, COVENANTS, OR CONDITIONS,
EXPRESS OR IMPLIED (INCLUDING ANY IMPLIED WARRANTIES OR CONDITIONS OF
MERCHANTABLE QUALITY OR FITNESS FOR A PARTICULAR PURPOSE AND THOSE
ARISING BY STATUTE OR OTHERWISE IN LAW OR FROM A COURSE OF DEALING
OR USAGE OF TRADE), INCLUDING, BUT NOT LIMITED TO, NON-INFRINGEMENT,
CORRECTNESS, FUNCTIONALITY, RELIABILITY, ACCURACY, CURRENTNESS, OPERATION,
USE OR THE RESULTS OF THE USE BY LICENSEE, THAT THE OPERATION OF THE
SOFTWARE WILL BE UNINTERRUPTED OR ERROR-FREE (OR THAT ALL ERRORS CAN
OR WILL BE CORRECTED) OR THAT THE SOFTWARE OR SOFTWARE DOCUMENTATION
WILL MEET LICENSEE’S REQUIREMENTS, ALL OF WHICH ARE EXPRESSLY DENIED AND
DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY LAW. SOME JURISDICTIONS
DO NOT PERMIT LIMITATIONS ON OR EXCLUSIONS OF CERTAIN IMPLIED WARRANTIES,
OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES; THEREFORE THE ABOVE
LIMITATIONS MAY NOT APPLY TO YOU IN CERTAIN CIRCUMSTANCES. ecobee
DISCLAIMS AND SHALL HAVE NO LIABILITY TO LICENSEE FOR ANY AND ALL ACTS
OF THIRD PARTIES. NO OTHER PERSON IS AUTHORIZED TO EXTEND, VARY OR
TRANSFER ANY PROVIDED WARRANTY ON BEHALF OF ecobee. THE ENTIRE RISK
AS TO THE RESULTS AND PERFORMANCE AND USE OF THE SOFTWARE, SOFTWARE
DOCUMENTATION AND ANY PROVIDED SUPPORT IS ASSUMED BY LICENSEE.
12. Limitation: IN NO EVENT AND TO THE MAXIMUM EXTENT PERMITTED UNDER
APPLICABLE LAW SHALL ECOBEE, ITS SHARE-HOLDERS, AFFILIATES, CONTRACTORS,
SUPPLIERS AND AGENTS AND THEIR RESPECTIVE DIRECTORS, OFFICERS AND
EMPLOYEES (COLLECTIVELY THE “ECOBEE PARTIES”) BE LIABLE TO LICENSEE OR ANY
THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, EXEMPLARY, SPECIAL, PUNITIVE OR
CONSEQUENTIAL DAMAGES (INCLUDING WITH RESPECT TO LOSS OF, OR DAMAGE
TO, DATA OR COMPUTER SYSTEMS OR RELIANCE ON ANY DATA DERIVED FROM
LICENSEE’S USE OF THE SOFTWARE, OR LOSS OF REVENUE OR PROFIT OR OTHER
ECONOMIC LOSS) OF ANY KIND OR NATURE WHATSOEVER SUFFERED BY LICENSEE
OR ANY THIRD PARTY HOWSOEVER CAUSED AND WHETHER RESULTING FROM THE
USE OF OR INABILITY TO USE THE SOFTWARE OR OTHERWISE (INCLUDING AS A
RESULT OF OR DUE TO USE OF OR RELIANCE ON THE SOFTWARE AND/OR Web Portal)
AND REGARDLESS OF THE FORM OR CAUSE OF ACTION, EVEN IF SUCH DAMAGES
ARE FORESEEABLE OR ecobee HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH
DAMAGES. ECOBEE PARTIES’ TOTAL LIABILITY AND OBLIGATION TO LICENSEE, IN THE
AGGREGATE FOR ANY AND ALL CLAIMS ARISING OUT OF OR IN ANY CONNECTION
WITH THIS EULA, THE TERMS OF SALE IN CONNECTION WITH YOUR PURCHASE OF THE
PRODUCT AND YOUR USE OF THE SOFTWARE AND PRODUCT, WITH RESPECT TO ANY
EXPENSE, DAMAGE, LOSS, INJURY, OR LIABILITY OF ANY KIND, REGARDLESS OF THE
FORM OF ACTION OR THEORY OF LIABILITY (INCLUDING FOR BREACH OF CONTRACT,
TORT, NEGLIGENCE, BY STATUTE OR OTHERWISE) SHALL BE LIMITED TO THE ACTUAL
DIRECT DAMAGES SUFFERED AND SHALL NOT EXCEED AN AMOUNT THAT IS
EQUIVALENT TO THE PURCHASE PRICE OF THE product ACTUALLY PAID BY LICENSEE.
THIS SECTION SHALL SURVIVE A FUNDAMENTAL BREACH OR BREACHES AND/OR
