Each party hereby grants the other a limited, irrevocable (during the Term), non-exclusive, non-transferable, non-sublicensable license to use such party’s trade names, trademarks, logos and service marks (collectively, the “Marks”) for the purpose of fulfilling such other party’s obligations, exercising such other party’s rights as set forth in this Agreement or for promotion of the relationship between the parties. The foregoing license shall terminate at the end of the Term.
The relationship created by this Agreement is that of independent contractors, and nothing contained in this Agreement shall be deemed or construed as creating any partnership, joint venture, employment relationship, agency or other relationship between the parties.
Client acknowledges and agrees that by participating in the RoverPass Marketplace Referral program and/or the Campground Marketing Platform Referral program its patrons may receive non-solicited messages and other marketing offers from third parties.
This Agreement shall be governed by and construed and enforced in accordance with the laws of the United States of America and the State of Texas, without regard to conflict of laws principles. The United Nations Convention on Contracts for the International Sale of Goods is specifically excluded from application to this Agreement. The parties agree that any action, proceeding, controversy or claim between them arising out of or relating to this agreement or the relationship between the parties (collectively, an “Action”) shall be brought only in a court of competent jurisdiction in Austin, Texas. Each party hereby submits to the personal jurisdiction and venue of such courts and waives any objection on the grounds of venue, forum non-conveniens or any similar grounds with respect to any Action.
Any prevention of or delay in either party’s performance hereunder due to labor disputes, acts of God, governmental restrictions, enemy or hostile governmental action, fire or other casualty or other causes beyond such party’s reasonable control shall excuse such party’s performance of its obligations hereunder for a period equal to the duration of any such prevention or delay.
Client acknowledges and agrees that this Agreement and the terms hereof constitute the confidential information of Company. Client covenants and agrees that Client will hold in confidence and will not disclose this Agreement or any of the terms hereof to any other person or entity, other than those employees, contractors or agents of Client having a need to know such information in connection with this Agreement and only insofar as such persons are bound by a nondisclosure agreement consistent with this agreement.
This Agreement may be executed in several counterparts, each of which shall be deemed an original but all of which together will constitute one and the same instrument. If a party signs the signature page and faxes (or scans and emails) the signature page to the other party, then such signature page shall be deemed an original signature page to this Agreement and shall constitute the execution and delivery of this Agreement by the sending party.
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