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<br />Section 12. Warranties; Limitations. <br /> <br />A. GCP warrants that the services provided hereunder will be performed by qualified personnel <br />in a good and workmanlike manner and that any deliverables will be free of material defects. <br />GCP's liability and the Municipality's exclusive remedy for failure of any service or <br />deliverable to meet this warranty shall be limited to reperformance, at GCP's cost, of such <br />service or deliverable. GCP's warranty does not extend to failures arising out of (i) incorrect <br />or insufficient data, specifications or instructions provided by the Municipality or (ii) work or <br />services performed by others. <br /> <br />B. The foregoing warranties are in lieu of all other warranties, whether oral, written, express, <br />implied or statutory. Implied warranties of fitness and merchantability shall not apply. GCP's <br />warranty obligations and the Municipality's remedies thereunder are solely and exclusively as <br />stated herein. <br /> <br />C. The limitations and protections against liability afforded GCP herein shall apply to any action <br />or claim in connection with the services, whether based on contract, tort, statute or otherwise <br />(including negligence, warranty and strict liability). The cumulative liability of GCP for all <br />obligations, warranties and guaranties, whether express or implied, with respect to services <br />performed hereunder, shall be limited the amount paid to GCP pursuant to this contract. GCP <br />shall not be liable to the Municipality or any other person or entity for indirect, special, <br />incidental, punitive or consequential damages arising from the performance or <br />nonperformance of services, irrespective of whether the claims or actions for such damages <br />are based upon contract, tort, negligence, strict liability, warranty or otherwise. <br /> <br />D. No action may be maintained or proceeding commenced by the Municipality or others against <br />GCP with respect to services unless such action or proceeding is commenced within one year <br />after completion by GCP of the particular services to which such action or proceeding relates. <br /> <br />Section 13. Changes. <br /> <br />The Municipality may at any time request changes in the scope of this contract. Moreover, GCP <br />may suggest changes. Where changes are agreed to by the parties, GCP shall issue a Change <br />Order for the Municipality's review and signature describing the changes as well as the <br />adjustments in schedule and fees occasioned by the changes in scope. GCP shall not be required <br />to implement any change until the Municipality has signed and returned the Change Order. <br /> <br />Section 14. Notices. <br /> <br />All notices and other communications which are required or permitted to be given pursuant to <br />this contract shall be in writing and shall be delivered either personally, by facsimile, by <br />reputable overnight courier or by registered or certified mail and shall be deemed effectively <br />received (i) if delivered in person, on the date of such delivery, (ii) if transmitted by facsimile, on <br />the date indicated on the sender's receipt of confirmation, (iii) if delivered by overnight courier, <br />on the next business day following deposit thereof with such overnight courier, or (iv) if sent by <br /> <br />General Code Publisher Contract with Sunny Isles Beach 6 <br />