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Paymentus <br />the Services to be performed and each parties <br />respective obligations under this Agreement. <br />8 Indemnification <br />8.1 Paymentus , Indemnification and Hold <br />Harmless <br />Paymentus agrees to the fullest extent <br />permitted by law, to indemnify and hold harmless the <br />Client and its governing officials, agents, employees, <br />and attorneys (collectively, the "Client Indemnitees") <br />from and against all liabilities, demands, losses, <br />damages, costs or expenses (including reasonable <br />attorney's fees and costs), incurred by any Client <br />Indemnitee as a result or arising out of (i) the willful <br />misconduct or negligence of Paymentus in <br />performing the Services or (ii) a material breach by <br />Paymentus of its covenants. <br />8.2 Client Indemnification and Hold Harmless <br />Client agrees to the limit set forth in Florida <br />Statutes Section 768.28, to indemnify and hold <br />harmless Paymentus, its affiliates, officers, directors, <br />stockholders, agents, employees, and <br />representatives, (collectively, the "Paymentus <br />Indemnitees") from and against all liabilities, <br />demands, losses, damages, costs or expenses <br />(including without limitation reasonable attorney's <br />fees and expenses) incurred by any Paymentus <br />Indemnitee as a result or arising out of (i) the willful <br />misconduct or negligence of Client related to the <br />Services or (ii) a material breach of Client's <br />covenants. <br />8.3 Warranty Disclaimer <br />Except as expressly set forth in this <br />Agreement, Paymentus disclaims all other <br />representations or warranties, express or implied, <br />made to the Client or any other person, including <br />without limitation, any warranties regarding quality, <br />suitability, merchantability, fitness, for a particular <br />purpose or otherwise of any services or any good <br />provided incidental to the Services provided under <br />this Agreement. <br />8.4 Limitation of Liability <br />Notwithstanding the foregoing, the parties <br />agree that neither party shall be liable to the other for <br />any lost profits, lost savings or other special, indirect <br />or consequential damages, even if the party has been <br />advised of or could have foreseen the possibility of <br />such damages. <br />9 Term and Termination <br />9.1 Term <br />The term of this Agreement shall commence on the <br />.effective date of this Agreement and continue for a <br />period of 5 (five) years ("Initial Term") from the Launch <br />Date. <br />At the end of the Initial Term, the client will have the <br />option to renew for 3 successive three (3) year <br />periods with prior written notice. <br />9.2 Termination in Regard to F.S. 287.135 <br />Paymentus certifies that it and those related entities <br />of respondent as defined by Florida law are not on the <br />Scrutinized Companies that Boycott Israel List, <br />created pursuant to s. 215.4725 of the Florida <br />Statutes, and are not engaged in a boycott of Israel. <br />Client may terminate this Contract if Paymentus, <br />including all wholly owned subsidiaries, majority- <br />owned subsidiaries, and parent companies that exist <br />for the purpose of making profit, is found to have been <br />placed on the Scrutinized Companies that Boycott <br />Israel List or is engaged in a boycott of Israel as set <br />forth in Section 215.4725, Florida Statutes. <br />Master Services Agreement — Absorbed Page 6 of 8 <br />Confidential & Proprietary 100205 <br />