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MAN-CNDV-80MDX-EN.fm Page 5 Wednesday, April 2, 2008 9:33 AM
4. Limitation of Liability.
IN NO EVENT SHALL PIONEER, ITS LICENSORS' OR SUPPLIER'
AGGREGATE LIABILITY FOR ALL MATTERS ARISING OUT OF THE
SUBJECT MATTER OF THIS AGREEMENT, WHETHER IN CON-
TRACT, TORT OR OTHERWISE, EXCEED THE AMOUNT PAID BY
YOU FOR YOUR COPY OF THE PIONEER DATA. PIONEER, ITS
LICENSORS AND SUPPLIERS SHALL NOT BE LIABLE IN ANY
MATTER TO YOU FOR ANY SPECIAL, INDIRECT, CONSEQUEN-
TIAL OR INCIDENTAL DAMAGES (INCLUDING DAMAGES FOR
LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS
OF BUSINESS INFORMATION, AND THE LIKE) ARISING OUT OF
THIS AGREEMENT OR THE USE OF OR INABILITY TO USE THE
DATA, EVEN IF PIONEER, ITS LICENSORS OR SUPPLIERS HAVE
BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
5. Termination.
This Agreement will terminate immediately and automatically,
without notice, if you breach any term of this Agreement. You
agree that in the event of termination of the Agreement, you shall
return the Data (including all documentation and all copies) to
PIONEER and its suppliers.
6. Indemnity.
You agree to indemnify, defend and hold PIONEER, its Licensors,
and its suppliers (including their respective licensors, suppliers,
assignees, subsidiaries, affiliated companies, and the respective
officers, directors, employees, shareholders, agents and repre-
sentatives) free and harmless from and against any liability, loss,
injury (including injuries resulting in death), demand, action, cost,
expense, or claim of any kind or character, including but not lim-
ited to attorney's fees, arising out of or in connection with any use
or possession by you of the Data.
7. Additional Provisions with respect to
the Great Britain Data and Northern Ire-
land data only.
a. You are prohibited from removing or obscuring of any copy-
right, trademark or restrictive legend belonging to Ordnance
Survey.
b. The Data may include the data of licensors, including Ord-
nance Survey. Such Data is provided on an "AS IS" AND "WITH
ALL FAULTS BASIS" and the licensors EXPRESSLY DISCLAIM
ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT
NOT LIMITED TO, THE IMPLIED WARRANTIES OF NON-
INFRINGE-MENT, MERCHANTABILITY, QUALITY, EFFECTIVE-
NESS, COMPLETENESS, ACCURACY, TITLE AND FITNESS
FOR A PARTICULAR PURPOSE. THE ENTIRE RISK AS TO THE
QUALITY AND PERFORMANCE OF THE DATA PRODUCT
RESTS WITH YOU. ORDNANCE SURVEY DOES NOT WAR-
RANT THAT THE DATA WILL MEET YOUR REQUIREMENTS,
OR COMPLETE OR ACCURATE OR UP TO DATE OR ACCU-
RATE OR THAT THE OPERATION OF THE DATA WILL BE
UNINTERRUPTED OR ERROR FREE. NO ORAL OR WRITTEN
ADVICE GIVEN BY ORDNANCE SURVEY, PIONEER OR ITS
LICENSORS AND EMPLOYEES CREATES A WARRANTY OR IN
ANY WAY INCREASES ORDNANCE SURVEY'S LIABILITY AND
YOU MAY NOT RELY ON ANY SUCH INFORMATION OR
ADVICE. This is an essential condition of the Agreement and
You accept the Data on that basis.
c. IN NO EVENT SHALL ORDNANCE SURVEY BE LIABLE TO YOU
FOR MATTERS ARISING OUT OF THE SUBJECT MATTER OF
THE AGREEMENTS, WHETHER IN CONTRACT, TORT OR OTH-
ERWISE. THE LICENSORS SHALL NOT BE LIABLE TO YOU
FOR ANY SPECIAL, INDIRECT, CONSEQUENTIAL, OR INCI-
DENTAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF
BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF
BUSINESS INFORMATION, AND THE LIKE) ARISING OUT OF
THE AGREEMENT OR THE USE OF OR INABILITY TO USE THE
DATA, EVEN IF THEY HAVE BEEN ADVISED OF THE POSSIBIL-
ITY OF SUCH DAMAGES.
d. You are prohibited from using the Data in any printed, pub-
lished form that results in derivative products to be distributed
freely or sold to the public without the prior permission of Ord-
nance Survey.
e. You shall indemnify and hold harmless Ordnance Survey from
and against any claim, demand or action, irrespective of the
nature of the claim, demand or action alleging loss, costs,
damages, expenses, or injury (including injury from death)
resulting from your authorised or unauthorised use, posses-
sion, modification, or alteration of the Data.
f. End User accepts the obligation to, on request, provide Ord-
nance Survey with information on what products and/or serv-
ices containing and/or derived from the Licenced Products
they produce.
g. You are liable to Ordnance Survey in the event of discovery of
breach of the aforementioned contractual terms.
8. Additional Provisions with respect to
the Denmark Data only.
You shall be prohibited from using the Data to create maps within
telephone books, telephone books or other products similar to tel-
ephone books (e.g. directories), including such products in digital
form.
9. Additional Provisions with respect to
the Norway Data only.
You shall be prohibited from using the Data to create general pur-
pose printed or digital maps, which are similar to the basic
national products of the Norwegian Mapping Authority. (Any
derivative product of the Data of Norway shall be regarded as sim-
ilar to the basic national products of the Norwegian Mapping
Authority if such derivative product has a regional or national cov-
erage, and at the same time has a content, scale and format that
are similar to the basic national products of the Norwegian Map-
ping Authority.)
10. Additional Provisions with respect to
the Poland Data only.
You shall be prohibited from using the Data to create printed
maps.
11. Miscellaneous.
This is the exclusive and complete Agreement between the Licen-
sors and you regarding its subject matter. Nothing in this Agree-
ment shall create a joint venture, partnership or principal-agent
relationship between the Licensors and you. Sections 2 - 4 and 6 -
11 shall survive the expiration or termination of this Agreement.
This Agreement may be amended, altered, or modified only by
PIONEER. You may not assign any part of this Agreement without
PIONEER' prior written consent. You acknowledge and under-
stand that the Data may be subject to restrictions on exportation
and agree to comply with any applicable export laws. In the event
that any provision or part of a provision of this Agreement is deter-
mined to be invalid, illegal, or unenforceable, such provision or
part thereof shall be stricken from this Agreement and the
remainder of this Agreement shall be valid, legal, and enforceable
to the maximum extent possible. Any notice under this Agreement
shall be delivered by courier to PIONEER, Attention Legal Depart-
ment.
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