The relevant Order Form and the Terms and Conditions set forth herein together shall constitute the sole and exclusive terms and conditions of sale or transfer regarding the Hyperstamps sold or transferred pursuant to that Order Form by Seller to Buyer. There are no other promises, conditions, understandings, representations or warranties, oral, written or implied relating thereto.
1. Copyright Laws. Any legal rights, if any, which Buyers may have in or to the materials to which Buyer affixes a Hyperstamp are provided by copyright or other laws and are not created in any manner by the Hyperstamp. To the extent Buyer has rights in or to any material to which buyer affixes a Hyperstamp, Buyer may, by so affixing the Hyperstamp, grant to third parties rights in or to that material or waive some or all of such rights. As between buyer and Seller, Buyer is solely responsible for determining the impact, if any, of its affixing any Hyperstamp to any material. Seller is not responsible in any way for any grant or waiver of rights by Buyer or for any misuse of any Hyperstamp. Seller reserves all worldwide rights related to copyright ownership in and to all Hyperstamps sold or transferred.
2. CyberGumshoe Reports. Subject to Buyer's purchase of serialized Hyperstamps and CyberGumshoe Reports related thereto, Buyer acknowledges that Seller does not guarantee or represent that CyberGumshoe Reports will track all uses of Buyer's serialized Hyperstamp. Buyer further acknowledges that Seller makes no representation and is under no obligation to determine if there is any misuse of Buyer's material or to enforce or assist Buyer in the enforcement of any of buyer's rights.
3. Warranty and Limitation of Liability. EXCEPT FOR SELLER'S WARRANTY OF COPYRIGHT OWNERSHIP, SELLER EXPRESSLY DISCLAIMS ANY AND ALL REPRESENTATIONS AND WARRANTIES RELATING IN ANY WAY TO THE HYPERSTAMP OR BUYER'S USE THEREOF, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ALL WARRANTIES OF MERCHANT ABILITY AND FITNESS FOR A PARTICULAR PURPOSE. SELLER DOES NOT REPRESENT OR WARRANT IN ANY MANNER THE CONTENT OF BUYER'S MATERIAL OR THE ASSERTION OR WAIVER OF RIGHTS MADE BY BUYER THROUGH BUYER'S AFFIXATION OF ANY HYPERSTAMP TO BUYER'S MATERIAL. SELLER MAKES NO REPRESENTATION THAT SELLER HAS ANY TRADEMARK OR SERVICE MARK IN THE TERM "HYPERSTAMP". IN NO EVENT AND UNDER NO CIRCUMSTANCES WILL SELLER BE LIABLE FOR THE CONTENT OF THE MATERIAL TO WHICH A HYPERSTAMP IS AFFIXED, FOR THE MISUSE OF THE HYPERSTAMP OR FOR ANY SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES RELATED THERETO.
4. Payment. Seller's price for the Hyperstamps and the CyberGumshoe reports which is in effect at the time of Buyer's order will govern, and Buyer hereby agrees that Seller has the right to change Buyer's credit card for the total aggregate price of any order placed on the account of Buyer.
5. Tax. Any tax, excise or other governmental charge upon the sale of the Hyperstamps imposed by federal, state, municipal or other governmental authorities shall be added to the price and paid by Buyer.
6. Indemnification. Buyer agrees to defend, indemnify and hold harmless, at its own expense, Seller and Seller's successors, assigns, officers, employees, directors, shareholders and other representatives from and against any claim, suit, legal proceeding, los or expense, including without limitation legal expenses instituted against or incurred by Seller (including its officers, employees, representatives, successors and assigns or any of them) and to pay the damage and cost awarded therein against Seller insofar as the same are based on any claim relating to Buyer's use of any Hyperstamp, unless based on breach of warranty of copyright ownership.
7. Prohibited Uses. Buyer agrees that Buyer shall not use the Hyperstamps in any knowingly defamatory, obscene or otherwise unlawful manner.
1995 Bright Plaza, Inc.