Inter-Tel EncoreCX Installation And Maintenance Manual page 14

EncoreCX
Installation and Maintenance Manual
related products and documentation. You hereby indemnify and hold harmless the Company and its affiliates (the
Indemnified Parties) against any loss, liability, damages, costs or expenses suffered or incurred by the
Indemnified Parties at any time as a result, of any claim, action or proceeding arising out of or relating to your
use, operation or implementation of the Program. For purposes of this Agreement, affiliate means any Company
division or subsidiary or any other affiliated entity involved in the manufacture or wholesale distribution of
Company products.
The Indemnified Parties shall not be responsible, and you shall have no recourse against the Indemnified Parties,
for any loss, liability, damages, costs or expenses which may be suffered or incurred at any time by you as a
result of your reliance upon or use of the Program, or as a result of any claim, action or proceeding against you
arising out of or relating to the use of the Program, or as a result of your defense of any such claim, action or
proceeding.
Limits Of Liability:
In no event shall Inter-Tel or its third-party suppliers and vendors be liable for any losses (whether in tort,
contract or otherwise) incurred in connection with the purchase, sale, possession, operation, or use of the
Software (separately or in combination with other products) including, but not limited to loss of time, loss of
anticipated profits, loss of data, loss of information, loss of business, loss of revenue, loss of goodwill or loss of
anticipated savings or other business losses, losses relating to routing or programming errors, unauthorized use or
access of all intrastate, interstate, and international long distance services, or such access or use by voice mail,
DISA, Auto-Attendant, or 800 or 900 services by end-users or unrelated third parties, losses related to the use of
copyrighted music with Inter-Tel Software, and to the extent such limitation is permitted by applicable law,
losses and damages resulting from physical injury to tangible property or death or injury of any person whether
arising from Inter-Tel's negligence, breach of contract or otherwise. IN NO EVENT SHALL INTER-TEL OR
ITS THIRD-PARTY SUPPLIERS AND VENDORS BE LIABLE FOR ANY INCIDENTAL OR
CONSEQUENTIAL DAMAGES, DIRECTLY OR INDIRECTLY ARISING FROM USE OR INABILITY TO
USE THE SOFTWARE, SEPARATELY OR IN COMBINATION WITH OTHER PRODUCTS. IN NO
EVENT SHALL THE TOTAL LIABILITY OF INTER-TEL DAMAGES EXCEED THE AMOUNT PAID BY
YOU FOR THE SOFTWARE.
Entire Agreement:
This Agreement constitutes the entire agreement between You and Inter-Tel and supersedes any and all prior
agreements between Inter-Tel and You with regard to the Inter-Tel Software. No amendment, modification or
waiver of this Agreement will be valid unless set forth in a written instrument signed by the party to be bound
thereby. This Agreement shall be governed by the laws of the State of Arizona. No failure or delay on the part of
Inter-Tel to enforce its rights hereunder shall operate as a waiver of any right.
This Agreement and any disputes arising hereunder shall be governed by the laws of the State of Arizona, United
States of America, without regard to conflicts of laws principles. The parties hereby expressly exclude the
application of the U.N. Convention on Contracts for the International Sale of Goods to the Agreement.
Government Restricted Rights:
The Software is provided with restricted rights. Use, duplication or disclosure by the government is subjected to
restrictions set forth in subparagraph c (1) (ii) of the Rights in Technical Data and Computer Software clause at
DFARS 252.227-7013 (Oct. 1988) and FAR 52.227-14 and 52.227-19 (June 1987). Contractor is Inter-Tel
Integrated Systems, Inc., Chandler, Arizona 85226.
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