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SERVICE AGREEMENT This TRIAL SERVICE AGREEMENT (“Agreement”) is made as of the date of acceptance by Client in the Platform (the “Effective Date”) by and between the individual or entity (herein “Client”) and ID Match Technologies Inc., a Wyoming corporation, with its principal place of business located at 151 N. 8th Street, Suite 540, Lincoln, NE 68508 (“Company”). Company and Client may each be referred to herein as a “Party” and collectively as the “Parties”. Client agrees to the terms and conditions set forth below between Company Client. ARTICLE 1. DEFINITIONS “Authorized Applications” means the uses of the Available Data and Available Segments as expressly permitted within the most current Data Catalog and/or any amendment to this Agreement. Authorized Applications vary on an Available Segment basis and may include, but not be limited to, types of marketing services and related marketing campaigns, campaign analytics, analytics and measurement products and services, and consumer targeting. “Available Data” means the aggregate collection or specific groupings (as applicable) of Available Segments and/or other information contained within the Data Catalog, the use of which is governed by this Agreement. “Available Segments” means the specific Available Data elements, each as tied to Company cookies, tags, mobile and/or device IDs, HEMs or other mutually agreed user designation, which may be used for the designated Authorized Applications. “ID Match AI” means the Company’s proprietary artificial intelligence program. “Client Data” means data transmitted by Client via the Company’s ID Match AI program to the Platform for the usage of its functionalities, and the Services. The data set may include the following data attributes: online identifiers (such as advertising ID or cookie ID), offline identifiers (such as email address or phone number), consent preferences, browsing data, interest data, or sociodemographic data. “Client IDs” means Client’s cookie, mobile and/or device IDs, or other mutually agreed means of designating users. “Client Marks” means Client’s name and/or logo. “Confidential Information” means all information that one party discloses to the other that is marked confidential or would normally be considered confidential information under the circumstances. This includes, but is not limited to, the Data Catalog, Available Data, Client IDs, Company IDs, marketing plans, proposals, pricing information, books and records of usage, any other proprietary information of the disclosing party, and the terms of this Agreement. Confidential Information does not include information that is independently developed by the recipient, is rightfully disclosed to the recipient by a third party without confidentiality obligations, or becomes public through no act or omission of the recipient. “Custom Data” means custom data segments created by the use and/or enrichment of Client Data of or with the Available Data via the Platform. “Data Catalog” means the collection of Available Data and the Company proprietary platform, which may be provided in one or more different formats by Company to Client, via the Platform. “Law” means any statute, law, ordinance, regulation, rule, code, order, constitution, treaty, common law, judgment, decree, or other requirement of any federal, state, local, or foreign government or political subdivision thereof, or any arbitrator, court, or tribunal of competent jurisdiction. “Platform” means the Company proprietary platform through which Client receives digital marketing software or services that may include, but not be limited to, the dynamic purchase of targeting data or measurement/analytics services. “Platform User” means a Client employee or authorized user of the Platform. “Security Program” means an information security program that has administrative, technical and physical safeguards appropriate for the company’s size and complexity, the nature and scope of its activities, and the sensitivity of the information received from the other party and that is sufficient to protect any Confidential Information disclosed by the other party. “Services” means the 14 day trial of website visitor identity services subject to the terms and conditions of this Agreement. “Third Party Platform” means the platform(s) through which Client provides digital marketing software or services that may include, but not be limited to, the dynamic purchase of media or measurement/analytics services. ARTICLE 2. GRANT OF LICENSE 2.1 Grant & Rights. Company grants Client a worldwide, non-exclusive, non-transferable license to access and use the Platform and Available Data solely for use in the designated Authorized Applications during the Term, and for no other purpose, subject to Client’s compliance with the terms of this Agreement. Client’s access and use of Available Data (as permitted and as applicable) by or for the use via the Third Party Platforms or through managed services, as contemplated in this Agreement and Service Order is permitted under this license but shall not be deemed to constitute a sublicense or transfer of such Available Data by Client to the any Third Party Platforms or any third party. 2.2 Ownership and License. This Agreement grants Client no title to or ownership of or license to the Available Data or Data Catalogue, and Client receives no rights to the Available Data or Data Catalogue other than those specifically granted to it by Company pursuant to this Agreement. ARTICLE 3. COMPANY DATA 3.1 License and Rights for Clients Data. Client grants Company a limited, non-exclusive, non-sublicenseable, and non-transferable license to the Client Data for the specific provision of the Services as set forth in the applicable Service Order and subject to the terms and conditions of this Agreement, including the rights to: (a) receive and store the Client Data; (b) reproduce and make derivative works of the Client Data in accordance with the Client directives via the Platform; and (c) transmit the Client Data in accordance with Client’s instructions via the Platform. 3.2 Processing and Storage of Client Data. Client understands, acknowledges, and agrees that Company will process and store any Client Data transmitted to Company as a processor or subprocessor of Client in accordance with applicable privacy Laws, rules, and regulations. ARTICLE 4. TERM AND TERMINATION 4.1 Term. The term of this Agreement shall commence on the Effective Date and shall continue for a period of 14 days (the “Term”). 4.2 Termination. Client has the right to terminate this Agreement by providing a one day (1) written notice to the Company. No pro-rated refunds will be issued for a partial trial period. 4.3 Change in Law. The Parties acknowledge and agree that: (i) the state of the Law with respect to behavioral advertising, contextual advertising, cookies, personally identifiable information, cross-device targeting, and informational privacy is evolving; and (ii) subsequent to the Effective Date, new Laws or changes to existing applicable federal, state, and local Laws, rules, and regulations, and/or changes to the Digital Advertising Alliance (“DAA”) Interactive Advertising Bureau (“IAB”) and Network Advertising Initiative (“NAI”) Self-Regulatory Principles (each, a “Change in Law”) may hold that the collection and use of data and cookies, or other activities as contemplated under this Agreement and/or Service Order are no longer permissible. If, in Company’s judgment, any Change in Law prohibits the delivery or use of any Available Data, Company may terminate this Agreement immediately or upon the effective date of the legislation or regulations and Client shall immediately discontinue using all such Available Data. 4.4 Post-Termination Responsibilities. Unless Client upgrades and continues on with service after the trial concludes, each receiving Party shall destroy all Confidential Information (including complete deletion and the rendering as inaccessible of all Available Data) of the disclosing Party and any copies thereof and certify in a writing to be delivered to the disclosing Party within thirty (30) days thereafter that it has fully complied with the requirements of this Section. Notwithstanding the foregoing, a party may maintain one (1) copy of any Confidential Information solely for legal, regulatory, compliance and archival purposes only and not for any commercial purpose and such copy shall be maintained in a secure offline server. Upon termination, Client shall promptly pay to Company any outstanding fees owed. ARTICLE 5. AVAILABLE DATA USES & RESTRICTIONS 5.1 Data Catolag Provision and Scope. Company will make available to Client the Data Catalog, and such Data Catalog shall be incorporated into this Agreement. On a case-by-case basis, Custom Data may be provided to Client, and such information shall be considered within scope of the Data Catalog. 5.2 Updates and Restrictions. The Data Catalog will be updated as needed by Company, and the most current version will govern usage of Available Data. Client representatives shall be immediately notified or provided with updated Data Catalogs when available. Client agrees to obtain and utilize the most recent Data Catalog. In its sole discretion, Company may change any Available Data at any time, may choose to prevent distribution of Available Data, and may request that Client destroy and/or immediately discontinue any and all use and access to any Available Data (including Custom Data) at any time. Where Available Data is being used for an active campaign, all reasonable commercial efforts will be made to continue to support Client’s needs through the end of the applicable campaign. 5.3 Limitations of Use for Available Data. Any use of any Available Data not specifically provided for in this Agreement or designated within the most current Data Catalog as made available to Client or via mutually executed amendment as set forth in Section 15.14 hereof to this Agreement is hereby expressly excluded and outside the scope of this Agreement. 5.4 Use of Captured MD5 Hashed Emails. Client may use any captured MD5 hashed emails to either match to the Company’s platform for purposes of resolving to an identity for marketing programs or as a match key for other internal processes. 5.5 Data Output and Integration Responsibility. Company will output data in its raw form as defined in the use cases. Client is responsible for the development and technical implementation of any and all processes related to the integration of data acquired through Company into the Client’s software. Sub-processes such as previous order suppression, email hygiene/validation, data count UI/UX, DNC (Do Not Call), Do Not Mail, will be developed and implemented by Client within Client’s software environment and at Client’s expense. 5.6 Unauthorized Access and Usage of Available Segments. Client will use best efforts to ensure it does not use or provide access to or use of Available Segments to any unauthorized third parties. Upon discovery that such access or use has been enabled, Client shall immediately (i) correct such error and (ii) provide Company with written notice with details of such error including the name of the unauthorized third party and the dates, scope and extent of access/use. 5.7 Consumer Targeting & Analytics Uses. Where the Authorized Application is for consumer targeting, the Available Data may be used for related applications such as consumer counts and associated campaign planning or reporting analytics for which Client is not specifically compensated. Where Analytics are offered by Client on a Platform-fee, project or other paid-for basis, Client may only use Available Data for these purposes where such use is an Authorized Application and Company is compensated for such use. 5.8 Utilization of Available Data for Campaign Exclusion. Client may utilize, or permit the utilization by a Platform User, of Available Data for the purpose of excluding certain consumers from a campaign. Notwithstanding the foregoing, Client shall not use or permit such use in a manner that results in an otherwise eligible consumer’s exclusion from a marketing campaign based on such consumer’s status in a protected class (e.g., race, gender, religion) but only to the extent that the product or service being marketed does not reasonably and inherently target consumers outside of such protected classes. For purposes of exclusion consumer usage, Client shall report and pay to Company the applicable fees for the actual targeted consumer remaining and served ads after the excluded individuals have been suppressed. 5.9 Indemnification for Platform User’s Actions on Behalf of Multiple Clients. If a Platform User uses the Platform or Client’s services via a single account for the benefit of multiple Platform User clients, such as a publisher or agency, Platform User shall indemnify and hold Company harmless from any and all third-party damages, claims and liabilities resulting from such Platform User’s inappropriate or unpermitted actions in breach of this Agreement. 5.10 Specific Restrictions on Client’s Use of Available Data. Without limiting other restrictions in this Agreement, Client agrees to the following specific restrictions. Unless otherwise permitted in this Agreement, Client shall not: (i) “white label” any Available Data; not include Available Data in any kind of blind exchange environment; (ii) resell Available Data usage as other than as contemplated in this Agreement; (iii) redistribute data to any third-party other than to fulfill a specific client campaign, which shall require use of a select consumer segment on a third party and only for a limited duration; (iv) create derivative segments or products or create new segments or new products from any Available Data; or (v) reveal any domains to any of Client’s clients. 5.11 Prohibited Usage of Available Data. Available Data may not be utilized in connection with the sale or exchange of any illegal or illicit products, including without limitation pornography, illegal drugs or illegal weapons. ARTICLE 6. COMPLIANCE & INDUSTRY BEST PRACTICES 6.1 Compliance with Privacy and Data Protection Laws. Each Party will comply with: (i) all privacy and data protection Laws, rules and regulations; (ii) with the Digital Advertising Alliance (“DAA”), Network Advertising Initiative (“NAI”), and/or Interactive Advertising Bureau’s (“IAB”) published policies that are or may in the future be applicable to the Authorized Applications; and (iii) with applicable federal or state Laws or regulations as now or as hereafter become effective in connection with its use of the Available Data. 6.2 Agreement and Obligations for Platform Users. Client agrees to the terms and conditions set forth below and agrees that any Platform Users of Client’s Platform, if applicable, will agree to the following in writing. Upon any knowledge by Client of a Platform User’s violation of any of these provisions Client shall immediately cease providing access to and use of all Available Data by or for the benefit of such Platform User. 6.3 Requirements for Marketing Communications using Available Data. All marketing communications distributed to consumers in connection with use of the Available Data shall: (a) be devoid of any reference to any selection criteria or presumed knowledge concerning the intended recipient (example: a marketing communication stating “Because you recently purchased a car, you might like…” would be in violation); (b) be in compliance with all applicable Laws, rules and regulations; and (c) be in compliance with all applicable privacy policies and the principles and/or best practices set forth by the Federal Communications Commission, and Interactive Advertising Bureau, and any applicable data protection authorities. ARTICLE 7. FEES 7.1 Pricing. Client agrees to pay $299 for the Service Trial lasting for a duration of 14 days. ARTICLE 8. CONFIDENTIAL INFORMATION 8.1 Protection and Use of Confidential Information. Neither Party will use the other Party’s Confidential Information for any purpose other than as provided in this Agreement, and each receiving Party will: (i) hold the disclosing Party’s Confidential Information in strict confidence; (ii) not disclose such Confidential Information to any third party or use it for any purpose other than as specifically authorized by the disclosing Party; and (iii) employ all reasonable steps to protect the disclosing Party’s Confidential Information from unauthorized or inadvertent disclosure, including those steps that it takes to protect its own proprietary information. Each receiving Party may disclose the disclosing Party’s Confidential Information only to those of its and its affiliates’ employees having a need to know and only to the extent necessary to enable the parties to adequately perform their respective responsibilities to each other. Each receiving Party hereby undertakes to ensure the individual compliance of such employees with the terms hereof. No copies of any Confidential Information may be made by a receiving Party except as necessary to perform its obligations pursuant to this Agreement. Notwithstanding the foregoing, a Party may maintain one (1) copy of any Confidential Information solely for legal, regulatory, compliance and archival purposes only and not for any commercial purpose. Confidential Information may not be translated into another format or language, or decompiled or reverse engineered without the disclosing Party’s prior written consent. 8.2 Preservation of Available Data and Company’s Confidential Information. Client agrees not to remove any Available Data identification, copyright or other proprietary notices from any Available Data or the Confidential Information of Company. The Parties acknowledge and agree that a Party’s breach of this Section of the Agreement may result in irreparable harm and significant injury to the other and its clients that may be difficult to ascertain. The non-breaching Party will have the right to seek an immediate injunction in the event of any breach of this Section 8 without posting bond, in addition to any other remedies that may be available to the disclosing Party at law or in equity. ARTICLE 9. SECURITY PROGRAM & AUDIT 9.1 Security Program and Unauthorized Disclosure Reporting. Each party must maintain and comply with a Security Program in performance of its obligations pursuant to this Agreement. Client shall as soon as reasonably practical after discovery and subject to any reasonable restrictions placed on Client by any law enforcement agency in the process of conducting a related investigation, report to Company any known unauthorized disclosure of Company’s Confidential Information, including the full details of such disclosure, and take all such measures as may be necessary to prevent any further disclosure. 9.2 Inspection and Audit of Available Data Usage. Company, or its designees (as and when applicable) may inspect and audit at their sole cost and expense, any information relating to use, processing or display of Available Data in any location where the Available Data is being processed and/or used by Client, as well as those books, records and computer systems that specifically relate to information pertinent to Client’s compliance with the requirements of this Agreement and the possession, access or use of the Available Data and any fees due. Any such audit shall be conducted in a manner intended to not unreasonably disrupt Client’s normal operating procedures. ARTICLE 10. COMPLIANCE AND PRIVACY 10.1 Compliance with Data Collection and Privacy Rules. Each Party represents and warrants that it will comply with all applicable Laws, rules, regulations, directives and guidelines regarding the collection, use and disclosure of data collected from or about end users or specific devices which apply to the Services utilized hereunder (collectively, the “Rules”). The term “Rules” shall include, without limitation, (a) all United States Federal Trade Commission rules and guidelines regarding the collection, use and disclosure of data from or about end users and/or specific devices; (b) all United States federal and state laws regarding data collection and data privacy, including, without limitation, the California Consumer Privacy Act (“CCPA”); (c) the Self-Regulatory Principles and guidance of the Interactive Advertising Bureau (“IAB”), and solely if applicable, the European Principles and guidance of the European Interactive Digital Advertising Alliance (“EDAA”), as each set of principles and guidance may be amended or supplemented, or as replaced or superseded, from time to time by the IAB and EDAA, or their respective successor entity; and (d) if applicable, the Rules of any other jurisdiction, including European Union General Data Protection Regulation (EU) 2016/679 (“GDPR”) and all amendments and updates to them or as replaced or superseded from time to time. Without limiting the Rules, Client shall promptly notify Company in the event Client becomes aware of a breach of Client’s obligations set forth in this Section 10. ARTICLE 11. WARRANTIES AND DISCLAIMERS 11.1 Warranty for Proper Performance. Client warrants that: (i) it has the necessary equipment, computer capacity, software, programs and trained personnel to properly perform its obligations as described herein consistent with standard industry practices and in accordance with this Agreement and that it will perform its obligations in a professional and workmanlike manner. 11.2 General Warranties. Each Party warrants that: (i) it is a duly formed company/corporation in good standing under the Laws of the state, country and/or region under which it was formed; (ii) it is qualified to transact business in the pertinent jurisdictions; (iii) it has full power and authority to enter into and perform the Agreement; (iv) the execution and delivery of this Agreement have been duly authorized; and (v) that neither this Agreement nor its performance under this Agreement violates any applicable Law, statute or regulation and does not breach any other agreement or covenant to which such Party is a party or is bound. 11.3 Data Collection Consent Warranty. Client represents and warrants that, where required by the Rules, Client, or the entity that collected any data, including device level data, if Client did not itself collect such data, has obtained legally compliant consent to the collection, use and disclosure of such information to allow Company’s ID Match AI program to further process such data in connection with the Services from each end user or specific device the device level data pertains to. 11.4 SUCCESS DISCLAIMER. THE TERMS AND CONDITIONS RELATING TO YOUR PURCHASE OF THE SERVICES IS DETAILED IN THIS AGREEMENT. YOUR SUCCESS USING COMPANY’S SERVICES DEPENDS ON YOUR EFFORT. WE CANNOT GUARANTEE THAT YOU WILL GENERATE A SPECIFIC AMOUNT OF REVENUE WITHIN A CERTAIN PERIOD, OR ANY REVENUE AT ALL. EXCEPT AS OTHERWISE STATED IN THIS SECTION, COMPANY MAKES NO OTHER WARRANTIES EXPRESS OR IMPLIED HEREUNDER REGARDING ANY AVAILABLE DATA, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, CURRENCY, FITNESS FOR A PARTICULAR PURPOSE OR COMPLETENESS. ARTICLE 12. LIMITATIONS OF LIABILITY 12.1 LIMITATION OF LIABILITY FOR INDIRECT AND CONSEQUENTIAL DAMAGES. NEITHER PARTY SHALL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES (INCLUDING LOSS OF INCOME, REVENUE, PROFITS, OR GOODWILL, BUT NOT INCLUDING ANY FEES PAYABLE HEREUNDER), EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES IN ADVANCE. 12.2 COMPANY’S MAXIMUM LIABILITY. COMPANY’S AGGREGATE LIABILITY TO CLIENT FOR DAMAGES THAT ARISE OUT OF OR ARE RELATED TO THIS AGREEMENT OR ANY APPLICABLE AMENDMENT OR DATA CATALOG SHALL BE LIMITED TO TWO TIMES THE AVERAGE MONTHLY FEES PAID BY CLIENT TO COMPANY UNDER THIS AGREEMENT. 12.3 LIMITATION OF LIABILITY FOR UNAUTHORIZED ACCESS OR DISCLOSURE OF CONFIDENTIAL INFORMATION. EACH PARTY’S AGGREGATE LIABILITY TO THE OTHER FOR DAMAGES RESULTING FROM THE UNAUTHORIZED ACCESS TO, OR IMPERMISSIBLE DISCLOSURE OF, A PARTY’S CONFIDENTIAL INFORMATION (EXCLUDING AVAILABLE DATA) SHALL NOT EXCEED THE GREATER OF: (A) US $250,000.00, OR (B) SIX TIMES (6X) THE AVERAGE MONTHLY FEES PAID BY COMPANY UNDER THIS AGREEMENT. IF SUCH DAMAGES INCLUDE THE COST OF CONSUMER NOTIFICATION OR CREDIT MONITORING, A PARTY SHALL BE LIABLE FOR SUCH DAMAGES (SUBJECT TO THE FOREGOING LIMITATION) ONLY IF NOTICE OR CREDIT MONITORING IS REQUIRED BY LAW OR REGULATION. 12.4 EXCEPTIONS TO LIABILITY LIMITATIONS. THE LIMITATIONS IN THIS SECTION: SHALL NOT APPLY TO A PARTY’S INDEMNIFICATION OBLIGATIONS OR TO DAMAGES RESULTING FROM A PARTY’S GROSS NEGLIGENCE OR INTENTIONAL MISCONDUCT; AND SHALL APPLY REGARDLESS OF THE LEGAL THEORY OR FORM UNDER WHICH ANY ACTION IS BROUGHT. FOR PURPOSES OF THIS AGREEMENT, “GROSS NEGLIGENCE” SHALL MEAN THE INTENTIONAL FAILURE TO PERFORM A MANIFEST DUTY IN RECKLESS DISREGARD OF THE CONSEQUENCES. EACH PARTY SHALL HAVE A DUTY TO MITIGATE DAMAGES FOR WHICH THE OTHER PARTY IS RESPONSIBLE. ARTICLE 13. INDEMNIFICATION 13.1 Indemnification for Non-Compliance and Confidential Information Misuse. Each Party agrees to indemnify and hold the other Party, its agents, and its employees harmless from and against any third-party claim, action, or liability (including damages, costs, expenses, and reasonable attorneys’ fees) that may arise against the indemnified Party as the result of; (i) the indemnifying Party’s failure to comply with all applicable Laws and regulations; (ii) the misappropriation or misuse of the indemnified Party’s Confidential Information by the indemnifying Party; or (iii) breach of a party’s obligations under this Agreement. 13.2 Client’s Indemnification Obligations. Client shall indemnify and hold harmless Company from any and all liability or expense (including reasonable attorneys’ fees and costs of investigation and defense) resulting from third-party claims related to: (i) any action taken by or on behalf of Client which is not expressly permitted by this Agreement; or (ii) any misuse or misappropriation of any Available Data by Client, its clients or related third-party processors or service providers acting on Client’s behalf (including misuse pursuant to a violation of applicable Law, rule or regulation). 13.3 Litigation Control and Participation in Indemnification Cases. The indemnifying Party shall have the right to exercise reasonable control over any litigation within the scope of this indemnity; provided, however, that the indemnified party shall have the right to participate in any such litigation insofar as it concerns claims against it. That right to participate includes the indemnified party’s right to select and retain counsel to represent it at the indemnified party’s own expense. ARTICLE 14. RESOLUTION OF DISPUTES 14.1 Mandatory Binding Arbitration. Any dispute, controversy, or claim arising out of or relating to this Agreement or its breach, termination, or validity, including any matter arising directly or indirectly from this Agreement, shall be settled by binding arbitration in accordance with the rules of the American Arbitration Association (AAA). The arbitration proceedings shall be conducted in the County of Lancaster, State of Nebraska, and the laws of the State of Nebraska shall govern the arbitration process, without regard to its conflict of laws principles. The arbitration shall be conducted by a single arbitrator appointed in accordance with the AAA rules. The arbitrator’s decision shall be final and binding on the parties, and judgment upon the award rendered by the arbitrator may be entered in any court having jurisdiction thereof. Each party shall bear its own costs and expenses, including attorneys’ fees, incurred in connection with the arbitration, unless the arbitrator determines otherwise based on the merits of the case. The prevailing party in the arbitration shall be entitled to recover its reasonable attorneys’ fees and costs from the other party. The parties agree to keep the arbitration proceedings and any related information confidential, except as required by law or as necessary for the enforcement of the arbitration award. This arbitration clause shall survive the termination or expiration of this Agreement and any dispute resolution provisions herein shall continue to apply even if any other provisions of this Agreement are found to be unenforceable or invalidated. 14.2 WAIVER OF JURY TRIAL. BY AGREEING TO THIS ARBITRATION CLAUSE, THE PARTIES KNOWINGLY AND VOLUNTARILY WAIVE THEIR RIGHT TO HAVE ANY DISPUTES HEARD IN A COURT OF LAW, INCLUDING THE RIGHT TO A TRIAL BY JURY. 14.3 WAIVER OF CLASS ACTIONS. THE PARTIES AGREE THAT ALL PROCEEDINGS ARISING OUT OF OR RELATED TO THIS AGREEMENT, WILL BE CONDUCTED ON AN INDIVIDUAL, NOT A CLASS-WIDE BASIS, AND THAT ANY PROCEEDING BETWEEN CLIENT AND COMPANY NOT BE CONSOLIDATED WITH ANY OTHER PROCEEDING BETWEEN COMPANY AND ANY OTHER THIRD PARTY. 14.4 Right to Injunctive Relief. In the event that either party seeks equitable relief, including but not limited to injunctive relief, prior to or during the arbitration process, the party seeking such relief may bring an action in the state or federal courts located in the County of Lancaster, State of Nebraska, solely for the purpose of seeking such relief. The parties acknowledge and agree that the court action for equitable relief shall not waive or otherwise affect the right to arbitration of any dispute or claim. ARTICLE 15. GENERAL PROVISIONS 15.1 Headings. The section headings used in this Agreement are intended for reference purposes only and shall not affect the interpretation of this Agreement. 15.2 Counterparts. This Agreement may be executed in counterparts (which may be exchanged via electronic mail, PDF, and/or facsimile), each of which shall be deemed an original, but which together shall constitute one and the same instrument. 15.3 Waiver. No failure on the part of any Party to exercise, and no delay in exercising, any right, power or remedy under this Agreement shall operate as a waiver thereof. 15.4 Further Assurances. On a Party’s reasonable request, the other Party shall, at the requesting Party’s sole cost and expense, execute and deliver all such documents and instruments, and take all such further actions, as may be necessary to give full effect to this Agreement. 15.5 Remedies Not Exclusive. Except as expressly set forth herein, no remedy hereunder is intended to be exclusive of any other remedy available hereunder or at Law or in equity. 15.6 Severability. If any provision of this Agreement is held to be illegal, invalid or unenforceable, such illegality, invalidity or unenforceability shall apply only to such provision. The illegality, invalidity, or unenforceability of such provision shall not in any manner affect or render illegal, invalid or unenforceable any other provision of this Agreement, and that provision, and this Agreement generally, shall be reformed, construed and enforced so as to most nearly give lawful effect to the intent of the Parties as expressed in this Agreement. The fact that any provision of this Agreement is held to be illegal, invalid or unenforceable in a particular jurisdiction shall have no effect upon the legality, validity, or enforceability of such provision in any other jurisdiction. 15.7 Non-Exclusivity. This Agreement is non-exclusive. 15.8 No Strict Construction. If an ambiguity or question arises with respect to any provision of this Agreement, this Agreement will be construed as if drafted jointly by the Parties and no presumption or burden of proof will arise favoring or disfavoring either Party by virtue of authorship of any of the provisions of this Agreement. 15.9 Assignment. Neither this Agreement, any Exhibit or any rights or licenses granted hereunder may be assigned, delegated or subcontracted by Client without the prior written consent of Company, and any attempt to assign any rights, duties or obligations which arise under this Agreement without such consent shall be null and void ab initio. This Agreement will be binding upon and will insure to the benefit of the Parties and their respective permitted successors and assignees. Notwithstanding the foregoing, a Party may assign its rights, duties or obligations under this Agreement without the consent of the other Party in the event of a merger, acquisition or other change in control of its ownership. 15.10 Independent Contractor Relationship. The Parties are independent contractor and this Agreement does not create an agency, partnership, or joint venture relationship between the Parties. Each Party has sole responsibility for its activities and its personnel, and shall have no authority and shall not represent to any third party that it has the authority to bind or otherwise obligate the other Party in any manner. 15.11 Force Majeure. Neither Party shall be liable for any failure or delay in the performance of any of their respective obligations if prevented from doing so by a Force Majeure Event. “Force Majeure Event” means (i) floods, earthquakes, or other similar elements of nature or acts of God; (ii) riots, civil disorders, rebellions or revolutions in any country; or (iii) any other cause beyond the reasonable control of the non-performing Party, provided the non-performing Party is without fault in failing to prevent or causing such default or delay, and such default or delay could not have been prevented or circumvented by the non-performing Party through the reasonable use of alternate sources, workaround plans or other reasonable precautions. 15.12 Notices. All notices and other communications required or permitted to be given to a Party pursuant to this Agreement shall be in writing, and shall be deemed duly given (i) on the date delivered if personally delivered; or (ii) on the business day after being sent by Federal Express or another recognized overnight courier service which utilizes a written form of receipt for next day or next business day delivery in each case addressed to the applicable Party at the address set forth on the first page of this Agreement; provided that a Party hereto may change its address for receiving notice by the proper giving of notice hereunder. 15.13 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Nebraska, without regard to its conflict of laws applicable to contracts to be performed entirely within the State of Nebraska. 15.14 Entire Agreement. This Agreement constitutes the entire agreement of the Parties with respect to the subject matter hereof and supersedes any and all existing or prior agreements and communications, whether written or oral, relating to the subject matter hereof. No modification of this Agreement shall be effective unless it is in writing and signed by an authorized representative of each Party.