Defend, indemnify, hold harmless; survives termination


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If no term is expressed in a SOW, then the term of that SOW will begin upon commencement of the Professional Services and will continue until the Professional Services described in that SOW are complete or the SOW is earlier terminated as set forth herein. Unless otherwise stated in a SOW, Customer may terminate a SOW at any time for its convenience by providing at least thirty (30) days’ prior written notice to Barracuda. provided, however, that no refund will be owed and Customer is obligated to pay any amounts owing for Professional Services and Deliverables provided or performed under that SOW up to and including the date of termination. </p> <p> 13.7. <u>Effect of Termination</u>. Except for termination of this Agreement by Barracuda for Customer’s breach, no termination of this Agreement shall impact any active Subscription, Hosted Service, Support Services or SOW that extends beyond such termination, and this Agreement shall continue to govern and be effective until expiration or termination of such Subscription, Hosted Service, Support Services or SOW. The provisions of Section 4 (“Payment Terms”), Section 10 (“Waiver of Consequential Damages and Limitation of Liability”), Section 11 (“Export and Compliance with Laws”), Section 12 (“Confidential Information”), Section 14 (“Governing Law, Venue and Dispute Resolution”), and Schedule 2 (“Limited Warranty”) and any other terms which by their nature should survive termination shall survive termination of this Agreement. </p> <p> <strong>14. </strong> <strong>Governing Law, Venue and Dispute Resolution.</strong> </p> <p> <strong> </strong> </p> <p> 14.1. <u>GOVERNING LAW AND VENUE</u>. THESE TERMS AND THE USE AND PROVISION OF PRODUCTS WILL BE GOVERNED SOLELY BY THE LAWS OF THE STATE OF CALIFORNIA, WITHOUT REFERENCE TO: (A) ANY CONFLICTS OF LAW PRINCIPLES THAT WOULD APPLY THE SUBSTANTIVE LAWS OF ANOTHER JURISDICTION TO THE PARTIES’ RIGHTS OR OBLIGATIONS.
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