N f\ | TetVue CORPORATION Quote#: Q-012826
WwW 4 | 16000 Horizon Way, Suite }OO Quote Issued: 2016-12-05
cs | Mr. LAUREL, NJ os80s4 Quote Expiration: 2016-12-30
We SHARE YOUR VISION™
SERVICES AND ANY WARRANTY CONCERNING THE RESULTS fO BE OBTAINED FROM THE SHRVICKS. THIS DISCLAIMBR AND
EXCLUSION SHALL APPLY EVEN IF THE EXPRESS WARRANTY AND LIMITED REMEDY SET FORTH HEREIN BAILS OF FPS ESSENTIAL
PURPOSE. fo the extent that TELVUE data is iransinitted over the Internet, Customer acknowledges and agrees that THLVUE has no control over the
functioning of the Internet and TP HLV UK makes no representations or werranties of any kind regarding the performance of ihe Internet.
‘TELVUE and Customer are independent contractors in the performance of these Terms and Conditions, and cach party 1s solely responsible for all of ts
employees and agents and its labor costs and expenses arising in connection therewith. Customer is responsible for and will indemnify TELVUE from any and all
claims, Habifitics, damages, debts, settlements, costs, attorney's fees, expenses and Habilities of any type whatsoever that may arise in councetion with the
purchase and use of Products or Services and on account of Customer's activities, or those of its employees or agents, including without limitation, providing
unauthorized representations or warranties (or failing to effectively disclaim all warranties and liabilities on behalf of TEL VUE) to ils customers or breaching any
ferm, representation or warranty of these Terms and Conditions.
Certain TELVUE Products and Services require a full-time Internet connection for proper operation. An Internet connection may also be required for remote
‘PELVUL support. Customer is responsible for providing Internet access that mects THLVUL's requirements. Customer shall provide TELVUE with access to
Customer's technical personnel, lacilities, systems. databases and informalion as necessary or appropriate for TULVUE to perform its obligations under these
Yerms and Conditions. Customer shall be solely responsible for all content supplied by Customer. Customer represents and warrants to TELVUE that such
content will not violate or infringe any copyright, patent, trademark, trade secret, confidentiality or other proprietary right of any third party. License granted to
Customer is for the object code version of the Products or Services and TELV UL-provided content only. Customer has no rights to the source code for the
Products or Services or any THLVUL-provided content. Customer shall not permit anyone under Customer's direction or control to, reverse engineer.
disassemble, de-compile or remove any identifying mark of TEIVUE or its licensors from the Products, Services or any ‘THLVUK-provided content or attenspt to
do so. Customer may not modify, adapt, translate or create derivative works of the Products, Services or any TEL VUE-provided content without TELVUF's
express written consent. The Services are liccnsed as a single product. 'TRHLVUH-provided content may be used only in conjunction with the Services. THIVUR
shall retain all Proprietary Rights in and to the aforementioned and to any discoveries, improvements, inventions (whether or not patentable), ideas or know how
that is conceived, learned, or reduced 10 practices by THLVUH in the course of performance under these Perms and Conditions. Both partics agree that all systcm
designs, computer programs, data, processes, trade secrots, inventions (whether or not patentable), algorithms, know-how, and ideas and all other business,
marketing, technical and financial information they obtain from the other party constitute "Confidential Information” of the disclosing party if marked as such
when disclosed in writing, or if disclosed orally, designated as such within 10 days of oral disclosure. Except as expressly and unambiguously allowed vader these
‘ferms and Conditions, TKLVUE and Customer agree to bold in confidence and not use or disclose the other party's Confidential Information. The reeciving party
shall not be obligated for any information which it can document: is in or (through no improper actioa or inaction hy the receiving party) enters the public domain
(and is readily available without substantial effort), or was rightfully in its possession or known by it prior to receipt from the disclosing party, or was rightfully
disclosed to it by another person without restrietion, or was independently developed by it by persons without access to such information and without ase of any
Confidential Information of the disclosing party, or is required to be disclosed pursuant to local or federal statutes and/or regulations. These obligations shall
continue for a period of three (3) years from disclosure. TIILVUE WILL NOT BE LIABLE WITH RESPECT TO OR ARISING OUT OF ANY SUBIBOCT
MATTER OF THESE TERMS AND CONDITIONS UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY POR ANY
AMOUNTS IN EXCESS IN THE AGGREGATE OF THE AMOUNTS PAID TO TELVUE HERE UNDER OR ANY INCIDENTAL, INDIRECT, SPECIAL,
PUNTTIVE OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOST OF PROFITS, BUSINESS REVENULUS OR SAVINGS.
LOST DATA OR COST OF PROCUREMENT OF SUBSTITUTE GOODS, TECHNOLOGY OR SERVICES. “VELVUL SHALL HAVE NO LIABILITY FOR
ANY FAILURE OR DELAY DUE TO MATTERS BEYOND ITS REASONABLE CONTROL. THE ENTIRE RISK ARISING OUT OF THE OSE AND/OR
PERFORMANCY OF THE PRODUCTS OR SERVICES REMAINS WITH CUSTOMER, IN NO EVENT SHALL TRELVUE OR TS LICENSORS OR ANY
OF THEIR OFFICERS, DIRECTORS, EMPLOYEES, AGENTS OR AFFILIATES BE LIABLE FOR ANY CONSEQUENTIAL. INCIDENTAL, DIRECT,
INDIRECT, SPECIAL, PUNTTIVE, OR OTHER DAMAGES WHATSORVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF
BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR OTHER PECUNIARY LOSS} ARISING OUT OF USE OF
OR INABILITY TO USH ANY PRODUCTS OR SERVICE, EVEN IF TELVUR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR
ARE OTHEWISH FORSBRABLE. IN THE EVENT A JURISDICTION DORKS NOT PERMIT THE EXCLUSION OR LIMITATION OF LIABILITY BOR
CONSHQUENTTAT. OR INCIDENTAL DAMAGES, THESE LIMITATIONS SHALL APPLY TO THE MAXIMUM EXTENT PERMIPTED BY LAW.
‘Yel Vue Hardware Warranty and Tel Vue Care Hxtended Warranty ‘Terms and Conditions -'felVue Corporation (TelVue) will at ts option, either repair, replace or
upgrade software and/or firmware on any product manufactured by PelVue which proves to be defective in materials or workmanship or fails to meet the
specifications which are in effect on the date of shipment or such other specifications as may have been expressly agreed upon in writing for a period of one (1)
year from the date of original purchase. With optional Tcl Vue Care. the equipment owner can extend these terms for up to four additional years. Certain products
www.telvue.com | 16000 Horizon Way, Suite 700, ML Laurel, NJ 08054 | Phone: 1-(800)-385-8586 | Email: sales@telvue.com
