- No Direct, Indirect or Consequential Damages
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL CITY HIVE OR ITS AFFILIATES BE LIABLE FOR ANY DIRECT, SPECIAL, INCIDENTAL, INDIRECT, OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, LOSS OF GOODWILL, DAMAGE FROM ANY SECURITY BREACH OR ANY OTHER SECURITY INTRUSION, OR ANY OTHER PECUNIARY OR NON-MONETARY LOSS, HOWEVER CAUSED AND ON ANY LEGAL OR EQUITABLE THEORY OF LIABILITY, AND WHETHER OR NOT FOR BREACH OF CONTRACT, NEGLIGENCE OR OTHERWISE, EVEN IF CITY HIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THESE LIMITATIONS WILL APPLY NOTWITHSTANDING ANY BREACH OF CONDITION(S) OR FUNDAMENTAL TERM(S).
- Indemnify and Hold Harmless
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You agree to indemnify and hold Us and (as applicable) any parent, subsidiaries, affiliates, City Hive partners, officers, directors, agents, employees, and suppliers harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of Your breach of these Merchant Terms and/or the Additional Agreements, or Your violation of any law or the rights of a third party.
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City Hive, at its sole cost and expense, shall defend, indemnify and hold You harmless from and against any and all claims brought against You arising out of or in connection with (a) City Hive's material breach of these Terms or (b) any infringement, misappropriation or other violation of any trademark or copyright of any third party by City Hive, excluding claims relating to City Hive's use of materials provided by You or Merchant Materials uploaded by You.
- No Liability for Accessibility Claims
City Hive makes an ongoing effort to support accessibility but does not guarantee any specific level of accessibility compliance. We assume no responsibility or liability in the event of an accessibility claim arising from an actual or alleged failure to comply with applicable accessibility laws with regard to Your Online Services, websites, apps, and other Merchant Services.
- No Liability for Transactions or Delays
City Hive will not be liable for any damages arising out of or in connection with any services, products, or transactions entered into through the Merchant Services, or arising out of or in connection with any failures or delays by Us or by any of Our partners or affiliates (or Our or their respective directors, employees, or representatives), in fulfilling Our obligations under these Merchant Terms, regardless of whether the failure or delay was caused by an event or condition beyond our control.
- No Liability for Third Party Services
City Hive is not responsible or liable for Third Party Services, defined in Third Party Services, below, and shall have no liability with regard to their use.
- No Liability for Support Services
Merchant support services may be made available to You through the Merchant Dashboard and may be available by email, online messaging, telephone, and/or video presentation, subject to availability. Except in the event of gross negligence or willful misconduct, in no event shall City Hive or its agents or employees be liable for any damages, fees, charges, loss of revenue or loss of business in connection with any advice, recommendations, or support regarding Our services and/or any outside services, for example but not limited to, domain transitioning.
- Limited Aggregate Liability
CITY HIVE'S ENTIRE LIABILITY UNDER ANY PROVISION OF THIS AGREEMENT SHALL BE LIMITED TO THE AMOUNT RECEIVED BY CITY HIVE FROM YOU DURING THE 12 MONTHS PRECEDING THE EVENT WHICH CAUSES SUCH LIABILITY TO ARISE.