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for the year in which the Agreement terminates. We will pursue those options in the order
<br />listed herein. This section provides your exclusive remedy for third party copyright, patent, or
<br />trademark infringement and trade secret misappropriation claims.
<br />2. General indemnification.
<br />2.1 We will indemnify and hold harmless you and your agents, officials, and employees from and
<br />against any and all third -party claims, losses, liabilities, damages, costs, and expenses (including
<br />reasonable attorney's fees and costs) for (a) personal injury or property damage to the extent
<br />caused by our negligence or willful misconduct; or (b) our violation of a law applicable to our
<br />performance under this Agreement. You must notify us promptly in writing of the claim and
<br />give us sole control over its defense or settlement. You agree to provide us with reasonable
<br />assistance, cooperation, and information in defending the claim at our expense.
<br />2.2 To the extent permitted by applicable law, you will indemnify and hold harmless us and our
<br />agents, officials, and employees from and against any and all third -party claims, losses,
<br />liabilities, damages, costs, and expenses (including reasonable attorney's fees and costs) for
<br />personal injury or property damage to the extent caused by your negligence or willful
<br />misconduct; or (b) your violation of a law applicable to your performance under this Agreement.
<br />We will notify you promptly in writing of the claim and will give you sole control over its defense
<br />or settlement. We agree to provide you with reasonable assistance, cooperation, and
<br />information in defending the claim at your expense.
<br />3. DISCLAIMER. EXCEPT FOR THE EXPRESS WARRANTIES PROVIDED IN THIS AGREEMENT AND TO
<br />THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE HEREBY DISCLAIM ALL OTHER
<br />WARRANTIES AND CONDITIONS, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, BUT
<br />NOT LIMITED TO, ANY IMPLIED WARRANTIES, DUTIES, OR CONDITIONS OF MERCHANTABILITY OR
<br />FITNESS FOR A PARTICULAR PURPOSE.
<br />4. LIMITATION OF LIABILITY. EXCEPT AS OTHERWISE EXPRESSLY SET FORTH IN THIS AGREEMENT,
<br />OUR LIABILITY FOR DAMAGES ARISING OUT OF THIS AGREEMENT, WHETHER BASED ON A THEORY
<br />OF CONTRACT OR TORT, INCLUDING NEGLIGENCE AND STRICT LIABILITY, SHALL BE LIMITED TO
<br />YOUR ACTUAL DIRECT DAMAGES, NOT TO EXCEED (A) DURING THE INITIAL TERM, AS SET FORTH
<br />IN SECTION F(2), TOTAL FEES PAID AS OF THE TIME OF THE CLAIM; OR (B) DURING ANY RENEWAL
<br />TERM, THE THEN -CURRENT ANNUAL SAAS FEES PAYABLE IN THAT RENEWAL TERM. THE PRICES
<br />SET FORTH IN THIS AGREEMENT ARE SET IN RELIANCE UPON THIS LIMITATION OF LIABILITY. THE
<br />FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY TO CLAIMS THAT ARE SUBJECT TO
<br />SECTIONS G(1) AND G(2).
<br />S. EXCLUSION OF CERTAIN DAMAGES. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW,
<br />IN NO EVENT SHALL WE BE LIABLE FOR ANY SPECIAL, INCIDENTAL, PUNITIVE, INDIRECT, OR
<br />CONSEQUENTIAL DAMAGES WHATSOEVER, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY
<br />OF SUCH DAMAGES.
<br />6. Insurance. During the course of performing services under this Agreement, we agree to maintain
<br />the following levels of insurance: (a) Commercial General Liability of at least $1,000,000; (b)
<br />Automobile Liability of at least $1,000,000; (c) Professional Liability of at least $1,000,000; (d)
<br />Workers Compensation complying with applicable statutory requirements; and (e) Excess/Umbrella
<br />Liability of at least $5,000,000, We will add you as an additional insured to our Commercial General
<br />Liability and Automobile Liability policies, which will automatically add you as an additional insured
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