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<br />Nothing in this Agreement shall be construed as a waiver by Client of any immunities, defenses, or
<br />limitations of liability available under Minnesota Statutes, Chapter 466, or other applicable law. Each
<br />Rctv{Ҁu"fwv{"vq"fghgpf"cpf"kpfgopkh{"ujcnn"dg"nkokvgdto the extent permitted by law and subject to the
<br />liability limitations of Chapter 466.
<br />TO THE EXTENT PERMITTED BY LAWAND EXCEPT AS EXPRESSLY PROVIDED IN THIS AGREEMENT,
<br />NEITHER PARTY SHALL BE LIABLE TO THE OTHER FOR ANY INDIRECT, INCIDENTAL OR
<br />CONSEQUENTIAL DAMAGES, INCLUDING LOSS OF PROFITS, REVENUE, DATA OR DATA USE, OR LOSS
<br />OR INTERRUPTION OF BUSINESS, ARISING OUT OF ANY OF THE TERMS OR CONDITIONS OF THIS
<br />AGREEMENT OR WITH RESPECT TO ITS PERFORMANCE HEREUNDER, WHETHER ARISING OUT OF
<br />BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT
<br />LIABILITY, STRICT LIABILITY ORANY OTHER THEORY. THE FOREGOING LIMITATION OF LIABILITY AND
<br />EXCLUSION OF DAMAGES APPLIES EVEN IF A PARTY HAD OR SHOULD HAVE HAD KNOWLEDGEOF
<br />THE POSSIBILITY OF SUCH DAMAGES.
<br />Gzegrv"hqt"cevkqpu"qt"enckou"tguwnvkpi"htqo"c"Rctv{Ҁu"itoss negligence or intentional or willful misconduct,
<br />gcej"Rctv{Ҁu"vqvcn"ciitgicvg"nkcdknkv{"vq"vjg"qvjgt"wpder this Agreement shall be limited to the insurance
<br />coverages and limits required and maintained pursuant to Section 5 of this Agreement.
<br />9.GOVERNING LAW, JURISDICTION AND VENUE. This Agreement shall be governed by and
<br />construed and interpreted in accordance with the laws of the State of Minnesota, without regard to its
<br />conflict of laws principles, as to all matters including validity, construction, effect, enforceability,
<br />performance, and remedies. Client irrevocably submits to the exclusive jurisdiction of any state or federal
<br />court located in AnokaCounty, Minnesota, for any legal action or proceeding arising out of or relating to
<br />this Agreement. Client further agrees that venue for any such action shall lie exclusively in such courts
<br />and hereby waives any objection to venue or forum non conveniens.
<br />10.DISPUTE RESOLUTION PROCEDURE.In the event of a dispute, controversy or claim by and
<br />betweenthe Partiesarising out of matters related to this Agreement, the Parties will first attempt in good
<br />faith to resolve through negotiation any such dispute, controversy,or claim. Either party may initiate
<br />negotiations by providing written notice to the other party setting forth the subject of the dispute and the
<br />relief requested. The recipient of such notice will respond in writing within five (5) business days with a
<br />statement of its position on, and recommended solution to, the dispute. If the dispute is not resolved by
<br />this exchange of correspondence, then senior management representatives of each party with full
<br />settlement authority will meet at a mutually agreeable time and place within fifteen (15) business days
<br />of the date of the initial notice to exchange relevant information and perspectives and to attempt to
<br />resolve the dispute.
<br />If the dispute is not resolved by negotiation, either party may commence mediation by written request to
<br />the other party.The Parties will cooperate in selecting a mediator and in scheduling the mediation
<br />proceedings.The mediation shall take place in Tampa, Florida. The Parties will participate in the
<br />mediation in good faith and will share equally in its costs. All offers, promises, conduct and statements,
<br />whether oral or written, made in the course of the mediation by either of the parties, their agents,
<br />employees, experts or attorneys, or by the mediator, are confidential, privileged and inadmissible for any
<br />purpose, including impeachment, in any litigation or other proceeding involving the parties; provided,
<br />however, that evidence that is otherwise admissible or discoverable shall not be rendered inadmissible
<br />or non-discoverable as a result of its use in the mediation.
<br />Either party may seek equitable relief prior to the mediation to preserve the uvcvwu"swq"pending the
<br />completion of that process. Except for such an action to obtain equitable relief, neither party shall
<br />commence a civil action with respect to the matters submitted to mediation until after the completion of
<br />the initial mediation session, at which time suit may be brought in any court of competent jurisdiction.
<br />The prevailing party shall be entitled to an award of cnn"tgcuqpcdng"equvu."gzrgpugu."cpf"cvvqtpg{uҀ"hggu0
<br />In addition, should the dispute under this Agreement involve the failure to pay fees, and the matter is not
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