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Matrox End-user VFW Software Codec License Agreement (“Agreement”)
4. Exclusion of warranty
MATROX PROVIDES TO END USER THE SOFTWARE AND RELATED DOCUMENTATION ON AN
“AS IS” BASIS WITHOUT ANY WARRANTY OF ANY KIND, EITHER EXPRESSED OR IMPLIED
INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTY OF MERCHANTABILITY,
NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE AS WELL AS THE
WARRANTY AGAINST HIDDEN OR LATENT DEFECTS, ALL OF WHICH MATROX
SPECIFICALLY DISCLAIMS (AND THE CUSTOMER BY ACCEPTING THE PRODUCT
SPECIFICALLY ACCEPTS SUCH DISCLAIMER AND WAIVER) TO THE MAXIMUM EXTENT
PERMITTED BY LAW. THE ENTIRE RISK AS TO THE RESULTS AND PERFORMANCE OF THE
SOFTWARE IS ASSUMED BY END USER. SHOULD THE SOFTWARE PROVE DEFECTIVE, END
USER (AND NOT MATROX, ITS DISTRIBUTORS OR DEALERS) ASSUMES THE ENTIRE COST
OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION.
MATROX DOES NOT WARRANT THAT THE SOFTWARE WILL MEET END USER'S
REQUIREMENTS OR THAT IT'S OPERATION WILL BE ERROR-FREE.
MATROX HAS NO OBLIGATION TO INDEMNIFY, DEFEND OR HOLD END USER HARMLESS
FROM AND AGAINST ANY CLAIM THAT ANY THIRD PARTY SOFTWARE INFRINGES ANY
THIRD PARTY PATENT, COPYRIGHT, TRADEMARK OR OTHER INTELLECTUAL PROPERTY
RIGHT. END USER WILL PROMPTLY NOTIFY MATROX IN WRITING OF ANY SUCH CLAIM.
MATROX HAS NO OBLIGATION TO INDEMNIFY, DEFEND OR HOLD END USER HARMLESS
FROM AND AGAINST ANY CLAIMS OF INFRINGEMENT OF INTELLECTUAL PROPERTY THAT
READS UPON OR IS INFRINGED BY A GENERALLY RECOGNIZED AUDIO, VIDEO,
TECHNOLOGY OR PATENT STANDARD OR RECOMMENDATIONS, INCLUDING WITHOUT
LIMITATION AVC/H.264, IEEE 1394, JPEG, JPEG2000, MPEG-1, MPEG-2 AND MPEG-4.
5. Limitation of Liability
A) Each party as well as any of its officers, employees, suppliers, agents or subcontractors shall under no
circumstance whatsoever and whether a claim is based on breach of contract or warranty, infringement or
any other intellectual property claims, negligence, strict liability in tort or otherwise or arises under any
other doctrine in law or equity, be liable to or have to indemnify the other party for:
(i)
Indirect, special, incidental, punitive and consequential damages, whether foreseeable or
unforeseeable, and even if advised of the possibility of such damages or losses;
(ii)
Damages arising from loss of use, data, profits, production revenue, bargain, business, revenues,
anticipated savings, opportunities, investment or loss or production, wasted expenditures, costs of
substitute goods or services and generally any kind of economic, commercial and financial loss
arising directly or indirectly out of or in connection with this Agreement, including without
limitation all such damages and losses resulting from the use of the Software, any mistakes, errors,
delays, defects, failures, defaults, interruptions or generally any acts or omissions, whether or not the
party has been advised of the possibility of such damages or losses. The total and cumulative liability
from one party to the other party arising from or in connection with this Agreement (whether
liabilities arise from breach of contract or warranty, negligence, strict liability in tort or otherwise or
under any other doctrine in law or equity) shall under no circumstance exceed the aggregate of all
fees and payments actually received by Matrox from End User under this Agreement.
B) Matrox will have no obligations under this section or otherwise with respect to any infringement claim
in whole or in part based upon any direct, contributory or other infringement related to the licensed
Software, or the use thereof, with respect to (including conformance to) any standards promulgated, revised
or maintained by a standards organization, standards bodies or similar private or public organization,
including, without limitation, the various standards promulgated by the MPEG Licensing Authority, LLC
(or MPEG LA). Matrox has no obligation to indemnify, defend or hold End User harmless from and against
any claims of infringement of intellectual property that reads upon or is infringed by a generally recognized
