4
6.1.3 (d) you will comply with all Applicable Law in your performance of your
obligations and exercise of your rights under this Agreement.
7. Indemnification
7.1 You agree to indemnify, defend, and hold harmless us and our officers, directors,
employees, representatives, agents and Affiliates against any claim, loss, damage,
settlement, cost, expense, or other liability (including, without limitation, reasonable legal
’ fees) (each, a "Claim") arising from or related to:
7.1.1 your breach of your obligations under Sections 5 (Restrictions) and 6
(Representations) of this Agreement; and
7.1.2 any third party infringement of Intellectual Property Rights arising from the
provision and/or our use of Your Materials. We may take control of the defence
(at our expense at any time during the Claim.
7.2 You may not consent to the entry of any judgment or enter into any settlement of a Claim
without our prior written consent, which may not be unreasonably withheld.
8. Disclaimer; General Release; Limitation of Liability
THE SOLUTION, INCLUDING ALL CONTENT, SOFTWARE, FUNCTIONS, MATERIALS,
AND INFORMATION MADE AVAILABLE ON OR PROVIDED IN CONNECTION WITH THE
SOLUTION, ARE PROVIDED "AS-IS." YOU USE THE SOLUTION AT YOUR OWN RISK. TO
THE FULLEST EXTENT PERMISSIBLE BY LAW, WE AND OUR AFFILIATES DISCLAIM: (i)
ANY REPRESENTATIONS OR WARRANTIES REGARDING THIS AGREEMENT, THE
SOLUTION OR THE TRANSACTIONS CONTEMPLATED BY THIS AGREEMENT,
INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A
PARTICULAR PURPOSE, OR NON-INFRINGEMENT; AND (ii) IMPLIED WARRANTIES
ARISING OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF
TRADE.WE DO NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE SOLUTION
WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE, TIMELY, SECURE,
UNINTERRUPTED, OR ERROR FREE, AND WE WILL NOT BE LIABLE FOR ANY SERVICE
INTERRUPTIONS, INCLUDING BUT NOT LIMITED TO SYSTEM FAILURES OR OTHER
INTERRUPTIONS. WE WILL NOT BE LIABLE (WHETHER IN CONTRACT, WARRANTY,
TORT (INCLUDING NEGLIGENCE, PRODUCT LIABILITY, OR OTHER THEORY), OR
OTHERWISE) TO YOU OR ANY OTHER PERSON FOR COST OF COVER, RECOVERY, OR
RECOUPMENT OF ANY INVESTMENT MADE BY YOU OR YOUR AFFILIATES IN
CONNECTION WITH THIS AGREEMENT, OR FOR ANY LOSS OF PROFIT (WHETHER
DIRECT OR INDIRECT_, REVENUE, BUSINESS, ANTICIPATED SAVINGS, LOSS OF OR
CORRUPTION TO DATA OR CONSEQUENTIAL LOSSES OR DAMAGES ARISING OUT
OF OR RELATING TO THIS AGREEMENT, EVEN IF AMAZON HAS BEEN ADVISED OF THE
POSSIBILITY OF THOSE COSTS OR DAMAGES. THESE LIMITATIONS AND
DISCLAIMERS APPLY EXCEPT TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
9. Confidentiality
9.1 The Parties’ disclosures and activities in connection with this Agreement are subject to
the terms of the NDA. Notwithstanding anything to the contrary in the NDA, you shall