Extract to table

Limitation of Liability To the fullest extent permitted by applicable law, the Firm's aggregate liability to the Client in connection with this engagement, whether based in contract, tort, negligence, strict liability, or otherwise, shall not exceed the total amount of professional fees actually paid by the Client to the Firm for services rendered under this Engagement Letter

This limitation of liability shall not apply in cases of the Firm's willful misconduct or gross negligence

Governing Law and Dispute Resolution This Engagement Letter and the relationship between the Firm and the Client shall be governed by and construed in accordance with the laws of the State of New York, without regard to its conflicts of law principles

The arbitration shall be conducted before a panel of one (1) arbitrator selected in accordance with the AAA's rules

The arbitrator shall have the authority to award any remedy that would be available in a court of competent jurisdiction

The arbitrator's decision shall be final and binding, and judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof