e-interpreters 10/5/2016 - Laserfiche WebLink

C.) Standalone Online Interpreter Management Systems duties or obligations hereunder, except as expressly provided for in this Agreement, is void. e- interpreters reserves all rights not expressly granted under this Agreement. 8.6. UNAUTHORIZED USE. Use of the Service beyond the scope of authorized access granted to Client by e- interpreters immediately terminates said license. In order to collect, aggregate, copy, duplicate, display or make derivative use of the Service or any content made available via the Service for other purposes (including commercial purposes) not stated herein, Client must first obtain a written license from e-interpreters. "Content" shall be defined for the purposes of this Agreement as any content on the Service, including but not limited to user-generated content. 9. LIMITATION ON LIABILITY. 9.1. e-interpreters hereby represents and warrants to Client that it has the qualifications, the experience, and the ability to perform properly under this Agreement. Client understands and agrees that the decision whether and how to use the Service rests solely with Client, and that any and all consequences arising out of or in any way relating to the use of the Service shall be and remain the sole responsibility of Client. 9.2. The total liability of e-interpreters to Client under any provision of this Agreement or for any claims, losses or damages related to its performance under this Agreement (whether based on contract, tort or any other theory), shall be limited to the amount of Fees paid by Client to e-interpreters for the services giving rise to the liability. In no event shall e-interpreters be liable for lost profits or any consequential or indirect damages. The parties acknowledge that the parties have relied upon the inclusion of these limitations in consideration of entering into this agreement. 9.3. Client shall hold e-interpreters harmless in regards to the inappropriate and/or unlawful use of the Service by its registered interpreters, and will assume the responsibility of said use by those interpreters that Client assigns to jobs using the Service. 9.4. Notwithstanding the foregoing, e-interpreters shall be liable and Client will not indemnify e- interpreters in any event where e-interpreters was grossly negligent or committed deliberate misconduct in performing under this Agreement. 10. INDEMNIFICATION. 10.1. By E-INTERPRETERS. e-interpreters will indemnify and hold harmless Client, its officers, directors, members, employees, sub-licensees, customers and agents from actual costs incurred by Client as a result of a breach or alleged breach of any representation or obligation of e-interpreters under the Agreement (a "Claim"), provided that Client gives e-interpreters written notice of any such Claim and e-interpreters has the right to participate in the defense of any such Claim at its expense. Client will not agree to the settlement of any such claim, demand or suit prior to the final judgment thereon without the consent of e-interpreters, whose consent will not be unreasonably withheld. In no event shall e-interpreters indemnify Client for any claim of lost profits or for any consequential or indirect damages. Client shall not by any act or omission admit liability or otherwise prejudice or jeopardize e- 9024 W.Mall Dr.,Everett,WA 98208 Phone:425-953-1139 E-mail:system@e-interpreters.com Website:www.e-interpreters.com