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OpenGov. <br />8.Representations and Warranties;Disclaimer <br />8.1.By OpenGov. <br />8.1.1.General Warranty.OpenGov represents and warrants that it has all right and authority <br />necessar y to enter into and perform this Agreement. <br />8.1.2.Professional Services Warranty.OpenGov further represents and warrants that the <br />Professional Services,if any,will be performed in a professional and workmanlike <br />manner in accordance with the related SOW and generally prevailing industr y <br />standards.For any breach of the Professional Services warranty,Customer ’s <br />exclusive remedy and OpenGov ’s entire liability will be the re-performance of the <br />applicable services.If OpenGov is unable to re-perform such work as warranted, <br />Customer will be entitled to recover all fees paid to OpenGov for the deficient work. <br />Customer must give written notice of any claim under this warranty to OpenGov <br />within 90 days of performance of such work to receive such warranty remedies. <br />8.1.3.Software Services Warranty.OpenGov further represents and warrants that for a <br />period of 90 days after the Effective Date,the Software Services will perform in all <br />material respects in accordance with the Documentation.The foregoing warranty <br />does not apply to any Software Services that have been used in a manner other than <br />as set forth in the Documentation and authorized under this Agreement.OpenGov <br />does not warrant that the Software Services will be uninterrupted or error-free. <br />Customer must give written notice of any claim under this warranty to OpenGov <br />during the Term.OpenGov ’s entire liability for any breach of the foregoing warranty is <br />to repair or replace any nonconforming Software Services so that the affected <br />portion of the Software Services operates as warranted or,if OpenGov is unable to <br />do so,terminate the license for such Software Services and refund the pre-paid, <br />unused portion of the fee for such Software Services. <br />8.2.By Customer.Customer represents and warrants that (a)it has all right and authority <br />necessar y to enter into and perform this Agreement;and (b)OpenGov ’s use of the <br />Customer Data pursuant to this Agreement will not infringe,violate or misappropriate <br />the Intellectual Property Rights of any third party. <br />8.3.Disclaimer.OPENGOV DOES NOT WARR ANT THAT THE SOFTWARE SERVICES WILL BE <br />UNINTERRUPTED OR ERROR FREE;NOR DOES IT MAKE ANY WARR ANTY AS TO THE <br />RESULTS THAT MAY BE OBTAINED FROM USE OF THE SOFTWARE SERVICES.EXCEPT <br />AS SET FORTH IN THIS SECTION 8,THE SOFTWARE SERVICES ARE PROVIDED “AS IS” <br />AND OPENGOV DISCL AIMS ALL OTHER WARRANTIES,EXPRESS OR IMPLIED, <br />INCLUDING,BUT NOT LIMITED TO,IMPLIED WARR ANTIES OF MERCHANTABILITY,TITLE, <br />FITNESS FOR A PARTICUL AR PURPOSE,AND NON-INFRINGEMENT. <br />9.Limitation of Liability <br />9.1.By Type.NEITHER PARTY,NOR ITS SUPPLIERS,OFFICERS,AFFILIATES, <br />REPRESENTATIVES,CONTRACTORS OR EMPLOYEES,SHALL BE RESPONSIBLE OR <br />6 <br />OpenGov Master Services Agreement Revised June 1,2023 <br />DocuSign Envelope ID: B15D270E-E3B1-4F57-8C92-589FF8DAFA15DocuSign Envelope ID: 2B2F7267-322F-4A10-85EF-ADB56278A499