1.1 Maximum Liability Cap

1.2 Time-Based Liability Limitation

For ongoing services (retainers, maintenance agreements), liability is limited to fees paid in the twelve (12) months immediately preceding the incident giving rise to the claim.

1.3 Per-Incident Cap

Liability for any single incident, error, or omission is capped at the lesser of:

• The fees paid for the specific deliverable or service affected
• $50,000 per incident
• The amount recoverable under applicable professional liability insurance

These exclusions apply even if Anthromorphe has been advised of the possibility of such damages or if such damages were reasonably foreseeable.

3.1 Standard of Care

Services will be performed with the degree of skill and care ordinarily exercised by qualified professionals in the technology industry under similar circumstances.

3.2 No Warranty of Results

3.3 Technology Limitations

Technology solutions are subject to inherent limitations including:

• Third-party service dependencies and potential failures
• Internet connectivity and infrastructure limitations
• Browser compatibility and device-specific issues
• Operating system and software update impacts
• Security vulnerabilities in third-party components

3.4 Best Efforts Obligation

Anthromorphe's obligation is to use commercially reasonable efforts to deliver services in accordance with agreed specifications, not to guarantee specific outcomes.

4.1 Notice Requirements

Client must provide written notice of any claim within thirty (30) daysof discovering the issue giving rise to the claim. Failure to provide timely notice may result in waiver of the claim.

4.2 Opportunity to Cure

Before pursuing any claim, Client must provide Anthromorphe with a reasonable opportunity (minimum 30 days) to cure any alleged defects or deficiencies in the deliverables at no additional cost.

4.3 Statute of Limitations

Any legal action must be commenced within one (1) year after the claim accrues, regardless of when the issue is discovered. This shortened limitation period applies to all claims in contract, tort, or otherwise.

4.4 Mitigation of Damages

Client has an obligation to mitigate damages and cannot recover for losses that could have been reasonably avoided through prompt action or reasonable workaround measures.

5.1 Professional Liability Insurance

Anthromorphe maintains professional liability insurance with coverage of $1,000,000 per claim and $2,000,000 annual aggregate. Insurance coverage information is available upon request.

5.2 Client Insurance Recommendation

5.3 Risk Allocation

Each party bears responsibility for risks primarily within their control:

• Anthromorphe: Professional performance and service delivery quality
• Client: Business decisions, data accuracy, and operational compliance

6.1 Client Obligations

Client acknowledges responsibility for:

• Providing accurate, complete, and timely information
• Making timely decisions and providing feedback
• Maintaining backups of critical data and systems
• Testing and validating deliverables before deployment
• Training staff on new systems and processes
• Maintaining security of credentials and access controls

6.2 Assumption of Business Risk

Client acknowledges that technology projects involve inherent business risks including:

• Market acceptance and user adoption risks
• Competitive response and market dynamics
• Regulatory changes and compliance requirements
• Technology evolution and obsolescence
• Integration complexities with existing systems

6.3 Third-Party Dependencies

Client assumes risks associated with third-party services including platform changes, service discontinuation, pricing modifications, and policy updates that may affect delivered solutions.

7.1 Force Majeure Events

Anthromorphe is not liable for delays or failures caused by circumstances beyond reasonable control, including:

• Natural disasters, pandemics, and public health emergencies
• Government actions, regulations, and legal restrictions
• Internet outages, cloud service failures, and infrastructure issues
• Third-party service provider failures or discontinuations
• Cyber attacks, security breaches, and technical emergencies
• Labor disputes, supply chain disruptions, and vendor issues

7.2 Mitigation Efforts

During force majeure events, Anthromorphe will use reasonable efforts to minimize delays and communicate regularly with Client about status and expected resolution.

7.3 Schedule Adjustments

Project timelines will be adjusted to account for force majeure delays without penalty to either party. Extended delays may result in mutual agreement to suspend or terminate affected projects.

8.1 Governing Law

This disclaimer and all liability limitations are governed by California state law, without regard to conflict of law principles.

8.2 Dispute Resolution Process

Disputes will be resolved through the following process:

1. Direct Negotiation: Good faith discussions for 30 days
2. Mediation: Non-binding mediation with neutral mediator
3. Arbitration: Binding arbitration under AAA Commercial Rules

8.3 Venue and Jurisdiction

Any arbitration or court proceedings will take place in Los Angeles County, California. Both parties consent to personal jurisdiction in California.

8.4 Attorney Fees

The prevailing party in any dispute resolution proceeding may recover reasonable attorney fees and costs, subject to the overall liability limitations.