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11.2 Additional Client Representations, Warranties and Covenants. Client represents,
<br />warrants and covenants to Company that Client owns or otherwise has and will have the
<br />necessary rights and consents in and relating to the Client Data so that, as received by Company
<br />and Processed in accordance with this Agreement, they do not and will not infringe,
<br />misappropriate or otherwise violate any Intellectual Property Rights, or any privacy or other rights
<br />of any third party or violate any applicable Law.
<br />11.3 DISCLAIMER OF WARRANTIES. EXCEPT FOR THE EXPRESS WARRANTIES SET
<br />FORTH IN SECTION 11.1 AND SECTION 11.2, ALL COMPANY DELIVERABLES ARE
<br />PROVIDED “AS IS” AND COMPANY HEREBY DISCLAIMS ALL WARRANTIES, WHETHER
<br />EXPRESS, IMPLIED, STATUTORY OR OTHER, AND COMPANY SPECIFICALLY DISCLAIMS
<br />ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR
<br />PURPOSE, TITLE AND NON-INFRINGEMENT, AND ALL WARRANTIES ARISING FROM
<br />COURSE OF DEALING, USAGE OR TRADE PRACTICE. WITHOUT LIMITING THE
<br />FOREGOING, COMPANY MAKES NO WARRANTY OF ANY KIND THAT THE COMPANY
<br />DELIVERABLES, OR ANY PRODUCTS OR RESULTS OF THE USE THEREOF, WILL MEET
<br />CLIENT’S OR ANY OTHER PERSON’S REQUIREMENTS, OPERATE WITHOUT
<br />INTERRUPTION, ACHIEVE ANY INTENDED RESULT, BE COMPATIBLE OR WORK WITH
<br />ANY SOFTWARE, SYSTEM OR OTHER SERVICES, OR BE SECURE, ACCURATE,
<br />COMPLETE, FREE OF HARMFUL CODE OR ERROR FREE. ALL THIRD-PARTY MATERIALS
<br />ARE PROVIDED “AS IS” AND ANY REPRESENTATION OR WARRANTY OF OR
<br />CONCERNING ANY THIRD PARTY MATERIALS IS STRICTLY BETWEEN CLIENT AND THE
<br />THIRD-PARTY OWNER OR DISTRIBUTOR OF THE THIRD-PARTY MATERIALS.
<br />11.4 Standard of Care.
<br />(a)The standard of care for all Company Deliverables performed or furnished by Company
<br />under this Agreement will be the care and skill ordinarily used by members of the profession
<br />practicing under similar circumstances at the same time and in the same locality. Subject to the
<br />foregoing standard of care, Company and its agents and consultants may use or rely upon design
<br />elements and information ordinarily or customarily furnished by others, including, but not limited
<br />to, specialty contractors, manufacturers, suppliers, and the publishers of technical standards.
<br />(b)Company shall not at any time supervise, direct, control, or have authority over any of
<br />Client’s work, nor shall Company have authority over or be responsible for the means, methods,
<br />techniques, sequences, or procedures of any construction selected or used by any contractor
<br />retained by the Client, or the safety precautions and programs incident thereto, for security or
<br />safety at the location of the provision of any Company Services, nor for any failure of a contractor
<br />to comply with laws and regulations applicable to such contractor's furnishing and performing of
<br />its work.
<br />(c)Company neither guarantees the performance of any contractor nor assumes responsibility
<br />for any contractor’s failure to furnish and perform its work in accordance with the contract between
<br />Client and such contractor. Company is not responsible for variations between actual
<br />construction bids or costs and Company’s opinions or estimates regarding construction costs.
<br />(d)Company shall not be responsible for the acts or omissions of any contractor,
<br />subcontractor, or supplier, or of any of their agents or employees or of any other persons (except
<br />Company’s own employees and subcontractors) or otherwise furnishing or performing any
<br />construction work; or for any decision made regarding the construction contract requirements, or
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