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(d) DebtBook exercises no control over the flow of information to or from the Application Service,
<br />DebtBook's network, or other portions of the Internet. Such flow depends in large part on the performance of
<br />Internet services provided or controlled by third parties. At times, actions or inactions of such third parties can
<br />impair or disrupt connections to the Internet. Although DebtBook will use commercially reasonable efforts to
<br />take all actions DebtBook deems appropriate to remedy and avoid such events, DebtBook cannot guarantee
<br />that such events will not occur. ACCORDINGLY, DEBTBOOK DISCLAIMS ANY AND ALL LIABILITY RESULTING
<br />FROM OR RELATING TO ALL SUCH EVENTS, AND EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THE
<br />AGREEMENT, ANY OTHER ACTIONS OR INACTIONS CAUSED BY OR UNDER THE CONTROL OF A THIRD PARTY.
<br />8. Indemnification.
<br />(a) DebtBook Indemnification.
<br />(i) DebtBook will indemnify, defend, and hold harmless Customer from and against any
<br />and all losses, damages, liabilities, costs (including reasonable attorneys' fees) (collectively, "Losses")
<br />Incurred by Customer resulting from any third -party claim, suit, action, or proceeding ("Third -Party
<br />Claim") that the Application Services, or any use of the Application Services in accordance with the
<br />Agreement, infringes or misappropriates such third party's US patents, copyrights, or trade secrets,
<br />provided that Customer promptly notifies DebtBook in writing of the Third -Party Claim, reasonably
<br />cooperates with DebtBook in the defense of the Third -Party Claim, and allows DebtBook sole authority
<br />to control the defense and settlement of the Third -Party Claim.
<br />(ii) If such a claim is made or appears possible, Customer agrees to permit DebtBook, at
<br />DebtBook's sole expense and discretion, to (A) modify or replace the DebtBook IP, or component or
<br />part of the DebtBook IP, to make it non -infringing, or (B) obtain the right for Customer to continue use.
<br />If DebtBook determines that neither alternative is reasonably available, DebtBook may terminate the
<br />Agreement in its entirety or with respect to the affected component or part, effective immediately on
<br />written notice to Customer, so long as, in each case, DebtBook promptly refunds or credits to Customer
<br />all amounts Customer paid with respect to the DebtBook IP that Customer cannot reasonably use as
<br />intended under the Agreement.
<br />(Ili) DebtBook's indemnification obligation under this Section will not apply to the extent
<br />that the alleged infringement arises from Customer's use of the Application Services in combination
<br />with data, .software, hardware, equipment, or.technology not provided or authorized in writing by
<br />DebtBook or modifications to the Application Services not made by DebtBook.
<br />(b) Sole Remedy. SECTION 8(a) SETS FORTH CUSTOMER'S SOLE REMEDIES AND DEBTBOOK'S
<br />SOLE LIABILITY FOR ANY ACTUAL, THREATENED, OR ALLEGED CLAIMS THAT THE SERVICES INFRINGE,
<br />MISAPPROPRIATE, OR OTHERWISE VIOLATE ANY THIRD PARTY'S INTELLECTUAL PROPERTY RIGHTS.
<br />(c) Customer Indemnification. To the extent permitted by applicable law, Customer will
<br />indemnify, hold harmless, and, at DebtBook's option, defend DebtBook from and against any Losses resulting
<br />from any Third -Party Claim that the Customer Data, or any use of the Customer Data in accordance with the
<br />Agreement, infringes or misappropriates such third party's Intellectual property rights and any Third -Party
<br />Claims based on Customer's or any Authorized User's negligence or willful misconduct or use of the Services
<br />in a manner not authorized by the Agreement.
<br />9. Limitations of Liability. EXCEPT AS EXPRESSLY OTHERWISE PROVIDED IN THIS SECTION, IN NO EVENT
<br />WILL EITHER PARTY BE LIABLE UNDER OR IN CONNECTION WITH THE AGREEMENT UNDER ANY LEGAL OR
<br />EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY,
<br />AND OTHERWISE, FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR
<br />PUNITIVE DAMAGES, REGARDLESS OF WHETHER EITHER PARTY WAS ADVISED OF THE POSSIBILITY OF SUCH
<br />LOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE. THE EXCLUSIONS
<br />AND LIMITATIONS IN THIS SECTION DO NOT APPLY TO CLAIMS PURSUANT TO SECTION B.
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