Terms of Service

The following Terms of Service are offered by LifeScience Media, a California company located at 110 E. Wilshire Ave., Suite 101 Fullerton, CA 92832 (hereinafter referred to as “LSM“, “us“, “we“, “our“, or any similar reference).

LifeScience Media is the developer and creator of the Show & Sell app (the “App“) and the TouchMedia System™ (the “Site“). Without exception, both the Site and the App are the exclusive and proprietary property of LSM. We are contracting with any authorized party (“you“, “your“, “Company“, “Customer” or any other similar reference) to allow them to use any service and/or software provided through the Site or App or by LSM (the “Services“).

These Terms of Service also govern any text, graphics, information, animations, electronic files, or other materials appearing on the Site or the App (the “Content“). The terms and conditions stated herein govern your access to and use of the Services, the Site, the App, the Content, and the functions provided therein.

The Terms of Service apply equally to the authorized account holder (“Customer“), the administrator of the Site (the “Administrator“) and the end users (the “Users“) of the App. Users are the Customer’s employees, consultants, contractors or agents or any other individuals for whom licenses to the Site, App, Service and Content have been purchased, and who have been supplied user identifications and passwords by the Administrator (or by LSM at Customer’s request). You as the contracting party are responsible for all acts that occur in Users accounts and for Users’ compliance with the provisions of these Terms of Service.

These documents constitute the entire and exclusive agreement (the “Agreement“) between LSM and you regarding the Site, App, Content, and Services. This Agreement supersedes and replaces any prior agreements between LSM and you regarding the Site, App, Content, Services and the use thereof.

YOU UNDERSTAND THAT BY SUBMITTING AN ORDER FORM OR BY CLICKING THE “I AGREE” BUTTON ON THE ORDER FORM OR BY USING THE SITE, APP, CONTENT, AND/OR SERVICES, YOU ARE AGREEING TO BE BOUND BY THE TERMS OF THIS AGREEMENT.

IF YOU DO NOT ACCEPT THE TERMS OF THIS AGREEMENT IN THEIR ENTIRETY, YOU MAY NOT ACCESS OR USE THE SITE, APP, CONTENT, OR SERVICES.

IF YOU ARE AN INDIVIDUAL PURCHASING PRODUCTS ON BEHALF OF AN ENTITY OR AGENCY, YOU REPRESENT AND WARRANT THAT YOU HAVE ALL NECESSARY AUTHORITY TO BIND SUCH ENTITY OR AGENCY TO THE TERMS AND CONDITIONS DETAILED IN THIS AGREEMENT. IN THAT EVENT, “YOU” AND “YOUR” WILL REFER AND APPLY TO THAT BUSINESS.

THE SERVICE

In order to use the service, you must create an account through our website at www.showandsellapp.com. Users of the service must go to an appropriate source such as the Apple App store and install the app on each device on which they intend to use the app along with the service. Any individual may install the app on their device free of charge. Our Services consist of providing access to and delivering Content to licensed Users. Both the Users and the Content shared with them are exclusively managed by the Administrator of the contracting party who has purchased our Services.

Unless otherwise specified, Services are purchased as individual user licenses and may be accessed by no more than the specified number of users. Each license entitles access to a personal User account and use of the App and its associated Content for no more than one user on no more than one device. Additional user licenses may be added during the applicable subscription term. User licenses are for designated users only and cannot be shared or used by more than one user. An individual person may purchase multiple licenses for each device they wish to access their Content on, provided that they use a unique Username for each User account.

Additional licenses will be added at the same pricing as applied for the pre-existing licenses and will be prorated for the remainder of the license term in effect at the time the additional user licenses are added. Added licenses shall always terminate on the same date as the expiration of the pre-existing licenses.

CONTENT

“Content” as used in this Agreement means the information contained in the text, graphics, information, animations, electronic files, or other materials that an Administrator of the Site uploads to be viewed, accessed, and/or distributed through the Site or the App. You are the owner of your Content and are therefore solely responsible for your conduct and the subject matter of your Content, as well as any of the content contained in your communications with other Users of the Site, App and/or Services.

Under no circumstances will we be held accountable for any loss of or damage to customer content. You, the customer, acknowledge that you forfeit the right to hold us accountable for any and all technical errors, including loss of user files (customer data).

Use of our Services allows you to distribute some or all of your Content that you have uploaded to the Site and/or App. If you choose to, you can share your Content with the Users you have granted accounts to. Such election is completely at the will of the Administrator. We will not elect to publish any of your Content unless directed to do so by the Administrator. If you decide to share your Content, you are giving certain legal rights to those individuals who you have given access to your Content.

LSM does not claim any ownership rights in your Content. You acknowledge that we do not have any obligation to monitor the Content submitted or otherwise transmitted using the Site, App or Services, for any purpose. As a result, we are not responsible for the accuracy, completeness, appropriateness, legality or applicability of the Content including without limitation, any information obtained by using the Site, App or Services. LSM does not endorse anything contained in the Content or any opinion, recommendation or advice expressed therein and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against LSM with respect thereto.

In case of a complaint against one or more specific items of Content, or when we are contractually or legally obliged to do so, we are entitled to temporarily remove the Content of concern or block the access to it. Such action does not imply in any way any recognition of the Content being incriminating.

PRIVACY POLICY

For further information on how we process your personal data, please see our Privacy Policy at www.showandsellapp.com/privacy. Your use of our App, Site, and/or Services signifies your acknowledgment of and your agreement to the Privacy Policy. By using the Service, users in the European Union understand and consent to the processing of any personal information in the United States.

INTELLECTUAL PROPERTY RIGHTS

The Site and all associated technology are owned by LifeScience Media. By accessing and using the Site, you are not acquiring any interest in or to the Site or any associated technology. You agree that our company retains all proprietary right, title and interest, including copyright and all other intellectual property rights, in and to the App, Site, and Services, including, without limitation, text, images, and other multimedia data that are hard-coded into the App or Site. You may not attempt to modify, translate, adapt, edit, copy, decompile, disassemble, or reverse engineer any software used or provided for use by us.

All rights, titles, and interests in and to the Site, App, Content, and Services are and will remain the exclusive property of LifeScience Media, including all Intellectual Property Rights, even if we incorporate any of your feedback into subsequent versions. All feedback, comments, and suggestions for improvements that you provide to LSM, in any form, will be the sole and exclusive property of LSM.

The Site, App, Content, and Services are protected by copyright, trademark, and other laws of the United States. Unless expressly permitted in these Terms of Service or in the Agreement, you may not reproduce, modify or prepare (derivative) works based upon, distribute, sell, transfer, publicly display, publicly perform, transmit, or otherwise use the Site, App, Content or Services. You may not copy or modify the HTML or other code used to generate web pages on the Site.

You hereby irrevocably transfer and assign to LSM and agree to irrevocably assign and transfer to LSM all of your right, title, including all worldwide patent rights (including patent applications and disclosures), copyright rights, trade secret rights, and other intellectual and industrial property rights under whatever jurisdiction that may be applicable therein. You will not earn or acquire any rights or licenses in the Site, App, Content, and Services or in any LSM Intellectual Property Rights on account of these Terms of Service (or the Agreement) or your performance under these Terms of Service (or the Agreement), except for those explicitly attributed to you.

THIRD-PARTY RIGHTS

All interactions using our Site and the App are between Administrators and Users. The service may contain features and functionalities linking you with certain functionality and access to third-party content. Third-party content includes, but is not limited to, web sites, directories, servers, networks, systems, applications, programs, software, information and databases, products or services, and the Internet as a whole. In addition, we may also provide some content to you as part of the Service. You agree that we are neither an agent of any transacting party nor are we a direct party to any such transaction. Any such activities, and any terms or conditions associated with such activities, are solely between you and the applicable third-party. We are not responsible for any third-party content you may access using the Service. As such, you irrevocably waive any claim against us with respect to such sites and third-party content.

USER CONDUCT

LifeScience Media grants you a limited, nonexclusive, non-transferable, revocable license to use the Site, App, Content and Services as a prudent person and in a way which is consistent with the normal use thereof, and subject to the restrictions set forth in the Agreement. Administrators and Users agree to use the Services provided in compliance with the Terms of Service and thereby agree not to use the service in a malicious manner or in any or for any illegal practices.

Administrators and Users also agree that they will use only the account assigned to them through the registration process. Users also agree that they will not share their username or password with any unauthorized person and that they will not attempt to use any other user’s account, username and password to enter the service. Administrators and Users further agree that they will not attempt to impersonate any other person or user by misrepresenting their identity as any other than their own identity.

You will only upload, post, submit or otherwise transmit any data, documents, posts, images, content or any other information:

that you have the lawful right to copy, distribute, transmit, display or use in the intended way; and/or
that does not infringe the Intellectual Property Rights or violate the privacy or any other rights of any third party.

We reserve the right, in our sole discretion, to deactivate a User or Administrator account for any reason or for no reason and may exercise such right at any time, with or without prior notice. By agreeing to the Terms of Service you grant this right.

PROHIBITED ACTS

As a condition to your use of our Services, you agree not to:

Upload, post, email, transmit or otherwise make available any information, materials or other content that is illegal, harmful, threatening, false or misleading, abusive, harassing, defamatory, obscene, pornographic, offensive, invades another’s privacy, infringes another’s rights, including any intellectual property rights, or promotes bigotry, racism, hatred or harm against any individual or group;
Obtain, collect, store or modify the personal information about other users;
Impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity;
Phish, collect, upload, post, email, transmit or otherwise make available any login data and/or passwords for other web sites, software or services;
Phish, collect, upload, post, email, transmit or otherwise make available credit card information or other forms of financial data used for collecting payments;
Forge any TCP/IP packet header or any part of the header information in any email or newsgroup posting, or in any way use the Site, App, Content or Services to send altered, deceptive or false source-identifying information;
Upload, post, email, transmit or otherwise make available any information, materials or other content that infringes another’s rights, including any intellectual property rights;
Upload, post, email, transmit or otherwise make available any unsolicited or unauthorized advertising or promotional materials, including “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation;
Upload, post, email, transmit or otherwise make available any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
Use any manual or automated software, devices, or other processes to “crawl,” “spider” or “screen scrape” any web pages contained in the Site or App;
Reverse engineer, decompile or disassemble any of the software used to provide the Site or App;
Reproduce, duplicate or copy or exploit any other portion of the Site or App, without the express written permission of LSM;
Interfere with or disrupt the Site or App, or any servers or networks connected to the Site or App, or disobey any requirements, procedures, policies or regulations of networks connected to the Site or App;
Attempt to probe, scan, or test the vulnerability of any system or network or breach any security or authentication measures
Access, tamper with, or use non-public areas of the Site, App or LSM’s computer systems, or the technical delivery systems of our providers;
Modify, adapt or hack the Site or App or falsely imply that some other site is associated with the Site or App or LSM; or
Use the Site or App for any illegal or unauthorized purpose. You must not, in the use of the Site or App, violate any laws in your jurisdiction (including but not limited to copyright laws).

LSM has the right to investigate and prosecute violations of any of the above, including Intellectual Property Rights infringement and Site security issues, to the fullest extent of the law. LSM may involve and cooperate with law enforcement authorities in prosecuting users who violate these Terms of Service (and/or the remainder of the Agreement).

You acknowledge that LSM has no obligation to monitor any user’s access to or use of the Site, App, Content, and Services. LSM has the right to do so however for the purpose of operating the Site, App and the Services, to ensure each Users’ compliance with these Terms of Service (and/or the remainder of the Agreement), or to comply with the law.

PASSWORD SECURITY

Administrators are solely and entirely responsible for safeguarding the credentials that grant you access to the Site. “Credentials”, as used in this agreement, refer to the username and password that was created and assigned by the Administrator. The Administrator is solely responsible for creating, managing, and safeguarding their Administrator credentials. The Administrator is also solely responsible for creating, distributing, and managing User credentials to the Users they have purchased licenses for. Administrator credentials will only have access to log in to the Site. User credentials will only allow access to the App. Whether you are an Administrator or User, you agree not to disclose your password to any third party. You are solely responsible for any and all activities or actions under your password, whether or not you have authorized such activities or actions. You will immediately notify LSM of any unauthorized use of your password. You acknowledge that if you wish to protect your transmission of data and/or files, it is your responsibility to use a secure encrypted connection to communicate with and/or utilize the Site, App, Content and Services.

TERM OF AGREEMENT

The Agreement commences on the date LSM receives the online sales order/registration form (“Order Form“) or when your payment is processed by credit card. The Agreement continues monthly until cancelled by you or LSM. Except if otherwise specified in writing, the Agreement (together with the number of user licenses selected) shall automatically renew for one (1) month periods, unless either party gives the other party a written notice of cancellation/non-renewal before the end of the then-current subscription term. The per-unit pricing during any such renewal term shall be the same as that during the prior term and unless LSM has given you written notice of a pricing increase at least thirty (30) calendar days before the end of such prior term, in which case the pricing increase shall be effective upon renewal and thereafter.

FEES FOR SERVICES

You shall pay all fees specified in all Order Forms. Except as otherwise specified herein or in an Order Form:

fees are based on licenses purchased for access to Services and not on actual usage,
payment obligations are non-cancellable and fees paid are non-refundable, and
the number of user licenses purchased cannot be decreased during the current subscription term stated on the Order Form.

PAYMENT

You will provide LSM with valid credit card information or with a valid purchase order or alternative document reasonably acceptable to LSM. You authorize LSM to charge such credit card for all Services listed in the Order Form for the initial subscription term and any renewal term(s) entered into in accordance with the provisions as set out in the Terms of Service.

If the Order Form specifies that payment will be by a method other than a credit card, LSM will invoice you in advance and otherwise in accordance with the relevant Order Form. Invoiced charges are due net 14 days from the invoice date. You are responsible for providing complete and accurate billing and contact information to us and for keeping us updating on changes to this information.

You will be billed for your first month immediately upon signing up for an account. After signing up for an account and you don’t cancel that account before the renewal date, you will be billed monthly starting on the 30th day after your account was initially created. We will charge your credit card or invoice you based on this information and on each anniversary date thereafter. Renewal fees will be based on the number of licenses that are activated during the period in which your account is active.

LICENSES

Fees are based upon activated licenses and not upon actual usage. All licenses are prepaid at the beginning of the billing cycle. Any additional licenses that are added during a billing cycle will be prorated upon the next billing cycle and charged in full for the next term. If licenses are deleted during a billing cycle, no refunds will be awarded for any time remaining within the billing cycle.

Please Note: Licenses are registered to individual User accounts and cannot be reassigned to a different User. If a User account is deleted in the same month as a new User is added, we identify these as two separate individuals and thus you will be billed for two separate licenses.

TAXES

All fees are exclusive of all taxes, levies, or duties imposed by taxing authorities. You shall be responsible for payment of all such taxes, levies, or duties including but not limited to value-added, sales, use or withholding taxes, assessable by any local, state, provincial, federal or foreign jurisdiction. You agree to pay for any such taxes that might be applicable to your use of the Service and payments made by you herein.

NON-PAYMENT

Repeated situation of unpaid charges may lead LSM to condition future subscription, renewals and Order Forms to modified payment terms. This is without any prejudice to LSM’s rights under this Agreement or applicable law in such case of repeated situation of unpaid charges (including but not limited to the right to suspend or terminate the Agreement and/or the right to claim compensation for damages suffered).

If any amount owed by you under this or any other agreement for LSM’s services is 10 or more days overdue, LSM is entitled, without limiting its other rights and remedies, to accelerate your unpaid fee obligations. LSM will give you at least seven (7) calendar days prior notice that your account is overdue. If this overdue-situation has not been remediated by you within those 7 calendar days, all of your payment obligations become immediately due and payable. We are entitled to suspend services to you and revoke access to the Site and/or App until such amounts are paid in full. In doing so LSM will not be liable for any damages you suffer.

CANCELLATION

Cancellation of an account is effective at the end of the month in which you receive a notice of cancellation/non-renewal from us or if we receive notification from you. Notification may be sent in the form of an email or through the Administrator’s Account provided on the Site. If no acknowledgement receipt email is received by either party, it is the sending party’s responsibility to follow up to ensure that the desired cancellation request has been received by the other and that a cancellation will occur. Any dispute by any Administrator or User that does not have an acknowledgement will not be considered valid cancellations. To cancel in writing, send an email to: support@showandsellapp.com

TERMINATION

Without prejudice to LSM’s other rights under contract and applicable law (including the right to claim damages), LSM reserves the right to revoke your access to, and use of the Site, App, Content and Services at any time, and to partially or wholly terminate the Agreement immediately and for any reason including, without being limited to, cases where we determine that the contracting party is a direct or indirect competitor.

REFUNDS

Unless otherwise agreed upon in writing, any prepaid fees are non-refundable. In no event shall any termination relieve you of your obligation to pay any fees that were due prior to that termination. If any fees remain unpaid for 30 or more days beyond the due date, LSM reserves the right to suspend your use of the service until such amounts are paid in full or we may cancel your account outright.

RETURN OF YOUR CONTENT AND/OR DATA

You are solely responsible for guarding, securing and retrieving your data (including Content) from the Site and/or App. Upon thirty (30) calendar days after the termination of the Agreement in accordance with the Agreement, LSM is entitled to delete all your data.

For a period of thirty (30) calendar days after termination of the Agreement, LSM will allow you to access the Reports section of the Site so that you may download any lead data collected from prior shows. LSM reserves the right to withdraw this access for any reason including, but not limited to, nonpayment of fees or establishing that a contracting party used the app for illegal or unethical purposes.

Upon written request by you made within thirty (30) calendar days after the effective date of termination of the Agreement, LSM will provide a digital copy of all Content uploaded to the Site or the App.

After such thirty (30) calendar day period, LSM will no longer have the obligation to maintain or provide any of your Content and shall thereafter, unless legally prohibited, delete all of your Content and lead data in its systems or otherwise in its possession or under its control.

USE OF THE SITE AND APP AT YOUR OWN RISK

Your access to and, use of the Site, App, Content, Files and Services is at your own risk. LSM will have no responsibility for any harm to your computer system, loss or corruption of data, or other harm that results from your access to or use of the Site, App Content, or Services.

THE SITE, APP, CONTENT AND SERVICES ARE PROVIDED “AS IS”, WITHOUT WARRANTY OR CONDITION OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, TO THE FULLEST EXTENT POSSIBLE PURSUANT TO THE APPLICABLE LAW, LSM DISCLAIMS ALL WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NONINFRINGEMENT OR OTHER VIOLATION OF RIGHTS. YOU ACKNOWLEDGE THAT USE OF THE SITE, APP, CONTENT AND SERVICES MAY RESULT IN UNEXPECTED RESULTS, LOSS OR CORRUPTION OF DATA OR COMMUNICATIONS, PROJECT DELAYS, OTHER UNPREDICTABLE DAMAGE OR LOSS, OR EXPOSURE OF YOUR DATA OR YOUR FILES TO UNINTENDED THIRD PARTIES. LSM MAKES NO GUARANTEES AS TO UPTIME OR AVAILABILITY OF THE SERVICE.

LSM MAKES NO WARRANTY THAT THE SITE, APP, CONTENT OR SERVICES WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. THE SERVICE MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS. LSM IS NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES, OR OTHER DAMAGE RESULTING FROM SUCH PROBLEMS, INCLUDING INTERNET CONGESTION, VIRUS ATTACKS, AND DENIAL OF SERVICE (DOS) ATTACKS. LSM MAKES NO WARRANTY REGARDING THE QUALITY OF ANY PRODUCTS, SERVICES, OR INFORMATION PURCHASED OR OBTAINED THROUGH THE SITE, APP, CONTENT, OR SERVICES, OR THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY INFORMATION OBTAINED THROUGH THE SITE, APP, CONTENT OR SERVICES.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM LSM OR THROUGH THE SITE, APP, CONTENT OR SERVICES, WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.

TECHNICAL SUPPORT

Technical support is only provided to paying account holders and is only available via email. We will use commercially reasonable efforts to respond within a reasonable amount of time during regular business hours.

LIMITATION OF LIABILITY

UNDER NO CIRCUMSTANCES, INCLUDING BUT NOT LIMITED TO, NEGLIGENCE, SHALL LSM BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING BUT NOT LIMITED TO, LOSS OF DATA OR PROFIT, ARISING OUT OF THE USE, OR THE INABILITY TO USE, THE MATERIALS ON THIS SITE OR THE SERVICE, EVEN IF LSM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY. YOU SPECIFICALLY ACKNOWLEDGE THAT LSM IS NOT LIABLE FOR THE DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD PARTIES AND THAT THE RISK OF INJURY FROM THE FOREGOING RESTS ENTIRELY WITH YOU. FURTHER, LSM WILL HAVE NO LIABILITY TO YOU OR TO ANY THIRD PARTY FOR ANY THIRD PARTY CONTENT UPLOADED ONTO OR DOWNLOADED FROM THE SITE, APP OR THROUGH THE SERVICES AND/OR THE CONTENT, OR IF YOUR DATA IS LOST, CORRUPTED OR EXPOSED TO UNINTENDED THIRD PARTIES.

ALL ACCOUNT HOLDERS AGREE THAT THE AGGREGATE LIABILITY OF LSM TO YOU FOR ANY AND ALL CLAIMS ARISING FROM THE USE OF THE SITE, APP, CONTENT AND/OR SERVICES, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, IS LIMITED TO LOWER OF THE AMOUNTS YOU HAVE PAID TO LSM DURING THE THREE MONTH PERIOD PRIOR TO SUCH CLAIM, FOR ACCESS TO AND USE OF THE SITE, APP, CONTENT OR SERVICES, AND SHALL NOT EXCEED $100, EVEN IF LSM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY REMEDY. IF YOUR USE OF MATERIALS FROM THIS SITE OR THE SERVICE RESULTS IN THE NEED FOR SERVICING, REPAIR OR CORRECTION OF EQUIPMENT OR DATA, YOU ASSUME ANY COSTS THEREOF. SUCH LIMITATION OF LIABILITY SHALL ALSO APPLY, WITHOUT LIMITATION, TO THE COSTS OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, LOST PROFITS, OR LOST DATA.

GOVERNING LAW AND JURISDICTION

These Terms of Service shall be governed by and construed in accordance with the laws of the State of California, without giving effect to its conflict of laws provisions or your actual state or country of residence. You expressly agree that exclusive jurisdiction for any claim or dispute with us or relating in any way to your use of the service resides in the courts of California. You further agree and expressly consent to the exercise of personal jurisdiction in the courts of California in connection with any such dispute including any claim involving LSM or its affiliates, subsidiaries, employees, contractors, officers, directors, telecommunication providers and content providers.

SEVERABILITY

If for any reason a court of competent jurisdiction finds any provision or portion of the Terms of Service to be unenforceable, the remainder of the Terms of Service will continue in full force and effect. A printed version of these Terms of Service or of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to these Terms of Service to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

SURVIVING PROVISIONS

Any term of the Agreement which is expressed or by its nature intended to survive termination of the Agreement, including but not limited to terms governing liability of the parties, termination consequences, fees and payment for Services, governing law and dispute resolution, and the interpretation of this Agreement, shall survive termination of the Agreement.

WAIVER

All rights not expressly granted herein are reserved. The failure of LSM to enforce any right or provision of the Agreement will not be deemed a waiver of such right or provision.

INDEMNITY

You agree to indemnify, defend and hold LifeScience Media, its affiliates, agents, officers, employees and licensors harmless from and against any and all claims and expenses, including without limitation reasonable attorney fees, in any way arising out of or related to your use of the Site, App, or any product or service purchased or acquired from the Site or App, a violation of these Terms or any other law or regulation.

ASSIGNMENT

We may assign this contract, in whole or in part, at any time with or without notice to you. You may not assign this contract, or any part of it, to any other party without express written authorization from us. Any attempt by you to do so is void. No claim or cause of action you may have against LSM relating to the Terms and/or arising out of your use of the Site, App, Content or Services purchased or acquired from the Site, App, Content, or Services must be commenced within one (1) year after the claim or cause of action arises. If it is not, then that claim is permanently barred. This applies to you and any of your successors, and also applies to us and our successors or assigns.

CUSTOMER REFERENCE

You agree to allow LifeScience Media to publicly reference you as a customer in accordance with this Agreement.

SUBJECT TO CHANGE

These Terms of Service may be subject to change at any time and at our discretion. It is your responsibility to visit our site and review them for any changes.

(Last updated on July 25, 2017)