TERMS AND CONDITIONS OF USE

10. Warranty Disclaimer; Remedies; Release

10.1. Limited Warranties.

10.1.1. Mutual Representations and Warranties.

• Both Sponsor and HPN represent and warrant to the other that:
  1. it is duly organized, validly existing, and in good standing as a corporation or other entity under the laws of the jurisdiction of its incorporation or other organization;
  2. it has the required right, power, and authority to enter into and perform its obligations and grant the rights, licenses, consents, and authorizations it grants or is required to grant under this Agreement;
  3. the execution of this Agreement by its representative or Account Owner (as defined as Section 1.4) has been duly authorized by all necessary corporate or organizational action of such party; and
  4. when executed by both Sponsor and HPN, this Agreement will constitute the legal, valid, and binding obligation of both Sponsor and HPN.

10.1.2. Additional Sponsor Representations and Warranties.

• Sponsor represents, warrants, and covenants to HPN that Sponsor owns or otherwise has and will have the necessary rights and consents in and relating to the Sponsor’s data and Sponsor’s trademarks so that, as received by HPN and processed in accordance with this Agreement, they do not and will not infringe, misappropriate, or otherwise violate any intellectual property rights, or any privacy or other rights of any user or third party or violate any applicable law.

10.2. Disclaimer of Warranties; Remedies; Release.

YOU EXPRESSLY AGREE THAT THE SERVICES (INCLUDING ANY CUSTOM SERVICES OFFERINGS) ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. USE OF THE SERVICE AND ANY RELIANCE BY YOU UPON THE SERVICE, INCLUDING ANY ACTION TAKEN BY YOU BECAUSE OF SUCH USE OR RELIANCE, IS AT YOUR SOLE RISK. HPN DOES NOT WARRANT THAT THE USE OF THE SERVICE WILL BE UNINTERRUPTED OR ERROR FREE OR COMPLETELY SECURE, NOR DOES HPN MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SAME. HPN DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. NO STATEMENT OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM HPN IN ANY MEANS OR FASHION SHALL CREATE ANY WARRANTY NOT EXPRESSLY AND EXPLICITLY SET FORTH IN THIS AGREEMENT.

HPN SHALL HAVE NO LIABILITY OF ANY NATURE WHATSOEVER FOR YOUR COMPLIANCE WITH OR BREACH OF ANY LICENSE OR TERMS AND CONDITIONS OF ANY THIRD PARTIES OR THIRD PARTY SERVICES.

IN ADDITION, HPN DOES NOT ENDORSE AND ARE NOT RESPONSIBLE FOR

1. THE ACCURACY OR RELIABILITY OF ANY CUSTOM OR THIRD PARTY CONTENT, OPINION, ADVICE OR STATEMENT MADE BY ANYONE OTHER THAN US, OR
2. ANY INCENTIVE, PROMOTION, EVENT HOSTED, OR ANY PRODUCT OR SERVICE PURCHASED OR OTHERWISE OBTAINED FROM ANY SPONSOR OR THIRD PARTY, OR
3. THE RESULTS OF ANY SURVEY AVAILABLE WITH SERVICES.

NO CLAIM MAY BE ASSERTED BY YOU AGAINST US MORE THAN 3 MONTHS AFTER THE DATE OF THE CAUSE OF ACTION UNDERLYING SUCH CLAIM. YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY FAILURE OR NONPERFORMANCE OF THE SERVICE SHALL BE FOR US TO USE COMMERCIALLY REASONABLE EFFORTS TO ADJUST OR REPAIR THE SERVICE.

TO THE EXTENT APPLICABLE LAW PERMITS, YOU RELEASE HPN FROM ANY CLAIMS OR LIABILITY RELATED TO

1. ANY CONTENT POSTED ON YOUR SERVICE OR IN ANYMATERIALS YOU SEND USING THE SERVICE,
2. THE CONDUCT OF ANY OTHER CUSTOMERS OF OURS OR THEIR RESPECTIVE CONTACTS AND
3. ANY PROBLEMS THAT MAY ARISE FROM ANY REMOTE ACCESS TO YOUR COMPUTERS OR OTHER SYSTEMS YOU PROVIDE TO OUR PERSONNEL OR AGENTS FOR THE PURPOSE OF TROUBLESHOOTING ISSUES. YOU HEREBY WAIVE CALIFORNIA CIVIL CODE SECTION 1542 (IF YOU ARE A CALIFORNIA RESIDENT), AND ANY SIMILAR PROVISION IN ANY OTHER JURISDICTION (IF YOU ARE A RESIDENT OF SUCH JURISDICTION)