CorVel Enterprise Comp Inc 6/21/2018

CONSEQUENTIAL DAMAGES RESULTING FROM THE USE OF THE APP OR OTHERWISE ARISING FROM THIS AGREEMENT,AND NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.The parties agree that the above limits represent a reasonable allocation of risk. 6.Governing Law;Exclusive Jurisdiction. This Agreement is governed by the laws of California. End User agrees that the federal or state courts sitting in State of California,shall be the exclusive courts of jurisdiction and venue for any litigation,special proceeding or other proceeding as between the parties that may be brought,or arise out of,or in connection with,or by reason of this Agreement. The United Nations Convention on Contracts for the International Sale of Goods is expressly disclaimed. 7.Indemnification(End User). End User shall defend,indemnify and hold harmless CorVel from and against damages, liabilities and reasonable costs and expenses,including reasonable legal fees arising out of or relating to:(i)End User's use of the App in violation of the terms of this Agreement,(ii)data or content included in or omitted from content and data input into the App by End User or any other third party using End User's mobile device,and(iii)any claim by an employee of End User or End User's insureds brought against CorVel due to the recommendations made by CorVel through the App. 8.Disclaimer.CorVel shall not be responsible or liable for any third party claims arising from the negligent acts,errors, omissions,willful misconduct or fraud caused by End User in connection with its use of the App or otherwise attributable this Agreement. 9.Assignment.End User may not assign any of End User's rights or delegate any of End User's obligations under this Agreement without the prior written consent of CorVel.Subject to the foregoing,this Agreement will bind and inure to the benefit of the parties,their respective successors and permitted assigns. 10.Notice.All notices required to be sent hereunder shall be in writing and shall be deemed to have been given when mailed by first class mail to the address listed below. 11.Severability.If any provision of this Agreement is held to be invalid or unenforceable,the remaining provisions of this Agreement will remain in full force. 12.Waiver.The waiver by either party of a breach of any provision of this Agreement or the failure by either party to exercise any right hereunder shall not operate or be construed as a waiver of any subsequent breach of that right or as a waiver of any other right. 13.Export Administration.End User agrees to comply fully with all relevant export laws and regulations of the United States("Export Laws")to assure that neither the App nor any direct product thereof is(1)exported,directly or indirectly,in violation of Export Laws;or(2)are used for any purposes prohibited by the Export Laws,including,without limitation, nuclear,chemical,or biological weapons proliferation. 14.Entire Agreement.This Agreement shall constitute the complete agreement between the parties and supersede all prior or contemporaneous agreements or representations,written or oral,concerning the subject matter of this Agreement.This Agreement may not be modified or amended except in writing signed by a duly authorized representative of each party;no other act,document,usage or custom shall be deemed to amend or modify this Agreement. 15.Survival.The provisions of Sections 2,3,4,5,6,7,8,9, 10, 11, 12, 13 and 14 shall survive the termination of this Agreement. Copyrights Copyright®2014 CorVel. All rights reserved. This documentation and the corresponding App are the property of CorVel and are licensed to the user under the terms of this End User License Agreement.Unauthorized use or copying of the App,documentation,or any other associated materials is a violation of state and federal laws.These materials must be returned to CorVel if so demanded. City of Everett WA CareMC License Agreement with My Care App 6-1-18