LIABILITY. (A) IN NO EVENT SHALL COMPANY OR ITS SUPPLIERS BE LIABLE FOR SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES OR LOSSES (INCLUDING LOST PROFITS OR LOST DATA) WHETHER OR NOT COMPANY IS INFORMED OF THE POSSIBILITY OF SUCH DAMAGES IN ADVANCE. EXCEPT AS EXPRESSLY PROVIDED HEREIN, COMPANY DISCLAIMS ALL OTHER LIABILITY TO BUYER OR ANY OTHER PERSON IN CONNECTION WITH THIS AGREEMENT OR THE DELIVERY OR NON-DELIVERY, SALE, MAINTENANCE, USE OR PERFORMANCE OF EQUIPMENT, INCLUDING SPECIFICALLY, BUT WITHOUT LIMITATION, LIABILITY FOR NEGLIGENCE OR STRICT LIABILITY IN TORT.

NOTWITHSTANDING ANY OTHER PROVISION OF THIS AGREEMENT, IN NO EVENT SHALL COMPANY'S OR COMPANY'S SUPPLIERS' LIABILITY UNDER THIS AGREEMENT EXCEED THE PURCHASE PRICE PAID FOR THE EQUIPMENT BY BUYER. BUYER ACKNOWLEDGES THAT THE PRICING OF THE EQUIPMENT AND THE OTHER TERMS AND CONDITIONS OF THIS AGREEMENT REFLECT THE ALLOCATION OF RISK SET FORTH IN THIS AGREEMENT AND THAT COMPANY WOULD NOT ENTER INTO THIS AGREEMENT WITHOUT THESE LIMITATIONS OF ITS LIABILITY.

Cancellation of Order. If Buyer cancels the order prior to shipment, then Buyer shall pay Company the following amount:

for standard Equipment: if written cancellation notice is given 61-180 days prior to scheduled shipment date, 30% of total purchase price; 0-60 days prior to scheduled shipment date, 50% of total purchase price; (b) for non-standard Equipment: if written cancellation notice is given 61-180 days prior to scheduled shipment date, 50% of total purchase price; 0-60 days prior to scheduled shipment date, 75% of total purchase price. Because of the difficulty of determining Company’s actual damages upon cancellation by Buyer, Company and Buyer agree that the above amounts are reasonable estimates of actual damages and constitute liquidated damages and not penalties.

Software License. Software shall be subject to the standard Company licenses in existence as of the date of your purchase order for the listed product. Software licenses for Company manufactured software are available at https://www.fei.com/legal/software/. You may also request copies of the licenses from Company.

Force Majeure. In addition to any excuse provided by applicable law, Company shall be excused, and free from liability for any failure to perform arising out of any event beyond Company's reasonable control, whether or not foreseeable by either party, including, but not limited to, labor disturbance, strike, war, fire, accident, adverse weather, inability to secure transportation, governmental act or regulation, or the inability of Company to obtain raw materials.

Confidentiality. Buyer understands that in the course of Company performing its obligations hereunder, Company may disclose confidential information ("Confidential Information"), to Buyer. Buyer may use Confidential Information only to assist Company in performing its obligations hereunder. Buyer agrees not to disclose Confidential Information, directly or indirectly, to any third party. Buyer may, however, disclose Confidential Information to its employees who have a need to know and are bound by confidentiality obligations no less restrictive than those set forth herein. Buyer will protect the Confidential Information using the same degree of care it uses to protect its own confidential information, but no less than a reasonable degree of care. Buyer's obligations of confidentiality hereunder shall not apply to information which: (a) is now, or hereafter becomes, through no act or failure to act on the part of Buyer, generally known or available; (b) is independently known by Buyer at the time of receiving such information; (c) is hereafter furnished to Buyer by a third party without a breach of any obligation to Company; (d) is independently developed by Buyer without using Company's Confidential Information or breaching this Agreement; or (e) is required by law to be disclosed in response to a valid order by a court or other governmental body, provided Buyer gives Company prompt written notice of such requirement prior to disclosure so that Company may attempt to obtain an order protecting such information from public disclosure. Buyer's obligation under this Section shall survive the termination or expiration of this Agreement.

Miscellaneous.

Buyer may not assign or transfer this Agreement in whole or in part, by operation of law or otherwise, without the written consent of Company.

If any term or provision of this Agreement or its application to any person or circumstance shall, to any extent, be invalid or unenforceable, the remainder of this Agreement, or the application of such term or provision to persons or circumstances other than those to which it is held invalid or unenforceable, shall not be affected thereby, and each such term and provision of this Agreement shall be valid and shall be enforced to the fullest extent permitted by law.

All notices required to be sent hereunder shall be in writing and a notice shall be deemed to have been given upon (i) the date sent by confirmed facsimile, (ii) on the date it was delivered by recognized express courier or by hand delivery, or (iii) if by certified mail return receipt requested, on the date received.

No waiver of any provision of this Agreement shall be deemed or shall constitute a waiver of any other provision, whether or not similar, nor shall any waiver constitute a continuing waiver. No waiver shall be binding unless executed directly by the party making the waiver.

Export Controls. Buyer will not export or re-export, either directly or indirectly, any Equipment or system incorporating such Equipment without first obtaining any required license or other approval from the appropriate host government, other applicable authorities, including but not limited to the U.S. Department of Commerce (or any other agency or department of the U.S. Government with appropriate authority), the Dutch Ministry of Foreign Affairs (Ministerie van Buitenlandse Zaken) and Czech Ministry of Industry and Trade (MPO); and/or from Company when applicable. If the delivery of products, services and/or documentation becomes (1) subject to export license, or (2) restricted or prohibited due to (changed) regulations, Company may