Inter-Tel ECX 2000 Installation & Maintenance Manual page 12

EncoreCX
Installation and Maintenance Manual
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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