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DocuSign Envelope ID: D93BEE01-D3BF-4597-9CF0-B74BF9E42FFB
<br />JUSTINPHUpr E 4 E
<br />10.ADDITIONAL PROVISIONS.
<br />10.1 ARBITRATION. Any dispute arising out of or relating to this Agreement, or any
<br />breach thereof, shall be resolved by binding arbitration in Orange County, California, in
<br />accordance with the Arbitration Rules of the American Arbitration Association then in
<br />effect, and judgment on the award rendered by the arbitrator(s) may be entered in any
<br />courtof competent jurisdiction. All costs and expenses, including attorney's fees, relating
<br />to the resolution of any such dispute shall be borne by the party incurring such costs and
<br />expenses. Notwithstanding their promise to arbitrate all disputes, the Parties
<br />acknowledge that either of them may seek emergency or temporary injunctive relief, but
<br />absolutely no other relief, in any court of competent jurisdiction. All other disputes, claims
<br />and remedies shall be settled by arbitration.
<br />10.2 INDEMNITY. CLIENT AGREES TO DEFEND, INDEMNIFY, AND HOLD
<br />PRODUCER, AND ITS OFFICERS, EMPLOYEES, AGENTS, REPRESENTATIVES,
<br />SUCCESSORS, AND ASSIGNS, HARMLESS FROM ANY AND ALL LOSSES,
<br />CLAIMS, LIABILITIES, COSTS, JUDGMENTS AND EXPENSES (INCLUDING BUT
<br />NOT LIMITED TO REASONABLE ATTORNEY'S FEES), WHETHER IN TORT,
<br />CONTRACT, OR OTHERWISE, ARISING OUT OF THE PERFORMANCE OF
<br />CLIENT'S WORK.
<br />10.3 LIMITATION OF LIABILITY. In no event shall either party be liable to client for any
<br />indirect, incidental, consequential or punitive damages, or for loss of profits, revenue or
<br />data, whether in an action in contract, tort, strict liability, or otherwise, even if even if the
<br />party is aware of the possibility of those damages. Producer's liability on any claim for
<br />any loss or damage arising out of or in connection with or resulting from this shall in no
<br />case exceed the value of this Agreement, as defined above.
<br />10.4 CLIENT'S REMEDY. Client's remedy, if any, for any breach of this Agreement
<br />shall be solely in damages and Client shall look solely to Producer for recovery of such
<br />damages.
<br />10.5 INTERPRETATION. Whenever possible, each provision of this Agreement shall
<br />be interpreted in such manner as to be effective and valid under applicable law.
<br />10.6 BINDING EFFECT. This Agreement shall be binding upon, and inure to the benefit
<br />of, the successors, executors, heirs, representatives, administrators and permitted
<br />assigns of the parties hereto. Client shall have no right to (a) assign this Agreement, by
<br />operation of law or otherwise; or (b) subcontract or otherwise delegate the performance
<br />of the Services without Producer's prior written consent which may be withheld as
<br />Producer determines in its sole discretion. Any such purported assignment shall be void.
<br />INITIALS: �PS 7
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