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800.781.2320 • readyrebound.com <br />whether such damage was foreseeable and whether or not service provider has been advised of the possibility of such <br />damages, and notwithstanding the failure of any agreed or other remedy of its essential purpose." <br />Section 11.2 of the Terms and Conditions shall be modified to "In no event shall either party’s aggregate liability arising <br />out of or related to these terms, whether arising out of or related to breach of contract, tort (including negligence), or <br />otherwise, exceed an amount equal to the aggregate amounts paid or payable to Service Provider pursuant to the <br />applicable statement of work." <br />Section 12 of the Terms and Conditions shall be modified to "Entire Agreement/Counterparts/Signatures. These Terms, <br />including and together with any related Statements of Work, exhibits, schedules, attachments, and appendices, constitute <br />the sole and entire agreement of the Parties with respect to the subject matter contained herein, and supersedes all prior <br />and contemporaneous understandings, agreements, representations and warranties, both written and oral, regarding such <br />subject matter. The parties acknowledge and agree that if there is any conflict between these Terms and the terms and <br />conditions of any Statement of Work, these Terms shall supersede and control. Execution and delivery of this <br />Agreement/these Terms by a party shall be legally valid and effective through any of the following: (i) executing and <br />delivering a paper copy, (ii) execution and/or transmittal by Adobe Sign or DocuSign or other e-signature method, or (iii) <br />transmitting an executed copy by email in pdf format or other electronically scanned format. This Agreement/these <br />Terms may be signed in counterparts." <br />Section 16 of the Terms and Conditions is deleted. <br />Section 24 of the Terms and Conditions shall be modified to "These Terms and all related documents including all <br />exhibits attached hereto, and all matters arising out of or relating to these Terms, whether sounding in contract, tort, or <br />statute are governed by, and construed in accordance with, the laws of the State of Washington, United States of America, <br />without giving effect to the conflict of law’s provisions thereof to the extent such principles or rules would require or <br />permit the application of the laws of any jurisdiction other than those of the State of Washington." <br />Section 25 of the Terms and Conditions shall be modified to "Each Party irrevocably and unconditionally agrees that it <br />will not commence any action, litigation or proceeding of any kind whatsoever against the other Party in any way arising <br />from or relating to these Terms, including all exhibits, schedules, attachments and appendices attached to these Terms, <br />and all contemplated transactions, in any forum other than the United States District Court – Western District of <br />Washington or, if such court does not have subject matter jurisdiction, the courts of the State of Washington sitting in <br />Snohomish County, and any appellate court from any thereof. Each Party agrees that a final judgment in any such action, <br />litigation, or proceeding is conclusive and may be enforced in other jurisdictions by suit on the judgment or in any other <br />manner provided by law." <br />[Signature Page Follows]