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or print form. Notwithstanding the above restrictions,this paragraph shall not restrict the use of the materials under the <br /> doctrine of"fair use"as defined under the laws of the United States. Publishers may impose their own conditions of use <br /> applicable only to their content. Such conditions of use shall be displayed on the computer screen displays associated with <br /> such content. The Licensee shall take all reasonable precautions to limit the usage of the Database to those specifically <br /> authorized by this Agreement. <br /> D.The parties may change the name or location of the Site upon mutual written agreement(email is sufficient for this <br /> purpose). <br /> E.Licensee agrees to comply with the Copyright Act of 1976 and agrees to indemnify Licensor against any actions by Licensee <br /> that are not consistent with the Copyright Act of 1976. <br /> F.The computer software utilized via the Database is protected by copyright law and international treaties.Unauthorized <br /> reproduction or distribution of this software,or any portion of it,is not allowed.User shall not reverse engineer,decompile, <br /> disassemble,modify,translate,make any attempt to discover the source code of the software,or create derivative works from <br /> the software. <br /> 3.LIMITED WARRANTY AND LIMITATION OF LIABILITY <br /> a.Licensor disclaims all warranties,express or implied,including,but not limited to,warranties of merchantability,non- <br /> infringement,or fitness for a particular purpose. Licensor neither assumes nor authorizes any other person to assume for <br /> Licensor any other liability or obligation other than those expressly set forth in this Agreement,whether or not in connection <br /> with the licensing of the Database under this Agreement and/or its use thereof by the Licensee or Authorized Users. <br /> b. THE MAXIMUM LIABILITY OF LICENSOR,IF ANY, UNDER THIS AGREEMENT,OR RELATED DIRECTLY OR INDIRECTLY TO THE <br /> DATABASE,FOR DAMAGES, WHETHER IN CONTRACT,TORT OR OTHERWISE,SHALL BE LIMITED TO THE TOTAL AMOUNT OF FEES <br /> RECEIVED BY LICENSOR FROM LICENSEE HEREUNDER UP TO THE TIME THE CAUSE OF ACTION GIVING RISE TO SUCH LIABILITY <br /> OCCURRED.IN NO EVENT SHALL LICENSOR BE LIABLE TO LICENSEE OR ANY AUTHORIZED USER FOR ANY INDIRECT,INCIDENTAL, <br /> CONSEQUENTIAL,PUNITIVE OR SPECIAL DAMAGES RELATED TO THE USE OF THE DATABASE OR TO THIS AGREEMENT,EVEN IF <br /> ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. <br /> 4.PRICE,PAYMENT,AND TERM <br /> a.License fees have been agreed upon by Licensor and the Licensee and are set forth in Exhibit A,attached hereto. Payment of <br /> the fees allows access to all retrospective issues of the Database as well as updates furnished during the term of this <br /> Agreement. The Licensee's obligations of payment shall be to Licensor or its assignee. Payments are due upon receipt of <br /> invoice(s)and will be deemed delinquent if not received within thirty days of the invoice date(s). Delinquent invoices are <br /> subject to interest charges of eighteen percent per annum on the unpaid balance(or the maximum rate allowed by law if such <br /> rate is less than eighteen percent). The Licensee will be liable for all costs of collection. <br /> b.Taxes,if any,are not included in the agreed upon price and may be invoiced separately. Any taxes applicable to the <br /> Database under this Agreement,whether or not such taxes are invoiced by Licensor,will be the exclusive responsibility of the <br /> Licensee. <br /> c.The term of this Agreement shall be one year from the Effective Date,unless otherwise stated. The Agreement shall be <br /> automatically renewed and invoiced annually in advance.Licensee may terminate this Agreement by giving notice of <br /> termination not later than thirty(30)days prior to the end of the then-current term. <br /> 5.TERMINATION <br /> a.Either party may terminate this Agreement in the event of a breach by the other party of any of this Agreement that is not <br /> remedied within thirty(30)days after receipt of notice of the breach. The notice period shall be reduced to five(5)days if the <br /> breach constitutes of failure to pay fees due under this Agreement. <br /> b. The provisions of this Agreement that by their nature appear to have been intended to survive shall survive expiration or <br /> earlier termination of this Agreement. <br /> 6. DISPUTES AND RESPONSIBILITY <br />