FexaLink | Vendor Terms and Conditions

Last Updated: March 18, 2024

Zamo Technologies, LLC, d/b/a Fexa (“Fexa”) offers a directory and marketplace (“FexaLink”) through which Fexa’s customers (collectively, “Operators”) can find third-party vendors (“Vendors” or “you”) to provide needed services (collectively, the “Services”).

IMPORTANT! THESE VENDOR TERM AND CONDITIONS (AS MODIFIED, THE “TERMS”) GOVERN YOUR USE OF FEXALINK. IF YOU ARE AGREEING TO THESE TERMS ON BEHALF OF YOUR ORGANIZATION, REFERENCES TO “YOU” OR “YOUR” SHALL MEAN YOU, YOUR ORGANIZATION AND ANY OTHER USER ACCESSING AND USING THE FEXALINK ON BEHALF OF YOUR ORGANIZATION. BY CLICKING “I AGREE”, USING, OR ACCESSING THE FEXALINK, OR OTHERWISE SIGNIFYING YOUR ACCEPTANCE OF THESE TERMS, YOU REPRESENT AND WARRANT THAT (A) YOU ARE AUTHORIZED TO ENTER INTO THESE TERMS FOR AND ON BEHALF OF YOURSELF (AND YOUR ORGANIZATION), AND ARE DOING SO, (B) YOU (AND YOUR ORGANIZATION) CAN LEGALLY ENTER INTO THESE TERMS AND (C) YOU HAVE READ AND UNDERSTAND AND AGREE THAT YOU (AND YOUR ORGANIZATION) AND EACH USER SHALL BE BOUND BY THESE TERMS AND FEXA’S PRIVACY POLICY (HTTPS:// HTTPS://FEXA.IO/PRIVACY-POLICY/) (THE “PRIVACY POLICY”) AND ALL MODIFICATIONS AND ADDITIONS PROVIDED FOR. IF YOU DO NOT HAVE THE LEGAL AUTHORITY TO BIND YOUR ORGANIZATION, PLEASE DO NOT ACCESS OR USE FEXALINK OR ANY OF ITS COMPONENTS. IF YOU DO NOT AGREE TO THESE TERMS OR THE PRIVACY POLICY, YOU AND YOUR ORGANIZATION ARE PROHBITED FROM USING FEXALINK AND ANY OF ITS COMPONENTS.

1. Access and Use.

(a) By Invitation Only. Access and use of FexaLink by Vendors is currently by invitation (the “Invitation”) only. The person to whom the Invitation is sent is considered the administrator for Vendor (the “Administrator”).

(b) Registration and Profile.

(i) Registration. In the Invitation, there will be a link to register. The Administrator must accept these Terms and the Privacy Policy before the Administrator registers.

(ii) Profile. Once you have provided the required information to register, you may then create Vendor’s profile (e.g., Services offered, service areas, pricing, insurance coverage, permits, licenses, etc.) (any information that you provide in connection with registration and Vendor’s profile, as amended, collectively, the “Vendor Profile Information”).

(c) Right to Access and Use. Subject to compliance with these Terms, Fexa hereby grants to Vendor a limited, non-exclusive, non-transferable, freely revocable right to access and use FexaLink and any information regarding Vendors or Operators or other content to the extent available to Vendor on FexaLink (collectively, “FexaLink Content”), in accordance with these Terms (collectively, the “Right to Access and Use) for use directly in connection with the Services for the Operators. The FexaLink Content does not include Vendor Profile Information. The FexaLink Content is the confidential information of Fexa.

Any use of FexaLink or the FexaLink Content not expressly permitted by these Terms is a material breach of these Terms and may violate copyright, trademark, and other laws.

(d) Authorized Users. The Administrator is responsible for inviting and authorizing other users to access and use FexaLink and the FexaLink Content (the “Authorized Users”). Vendor shall be solely responsible for any breaches of these Terms by any Authorized Users. All Authorized Users must accept these Terms and the Privacy Policy before accessing FexaLink.

(e) Reservation of Rights. Fexa reserves all rights not expressly granted to Vendor under these Terms. Except for the limited rights expressly granted under these Terms, nothing under these Terms grants, by implication, waiver, estoppel, or otherwise, to Vendor or any third party any intellectual property rights or other right, title, or interest in or to FexaLink or the Fexa Content.

(f) Use Restrictions. Vendor shall not, and shall not permit any other person to, directly or indirectly: (i) copy, modify, or create derivative works of FexaLink or any FexaLink Content, in whole or in part; (ii) decrypt, circumvent, bypass, breach, or disable any security or other technological features or measures of FexaLink; (iii) access or attempt to access or use FexaLink or any FexaLink Content for purposes of competitive analysis of FexaLink, the development, provision, or use of a competing software service or any other purpose that is to Fexa’s detriment or commercial disadvantage; (iv) rent, lease, lend, sell, license, sublicense, assign, distribute, publish, transfer, or otherwise make available FexaLink or the FexaLink Content to a third party including on or in connection with the internet or any time-sharing, service bureau, software as a service, cloud, or other technology or service (other than Authorized Users as expressly permitted by these Terms); (v) reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to any software component of FexaLink, in whole or in part; or (vi) use FexaLink or the Fexa Content in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right, privacy right or other right of any person, or that violates any applicable law.

(g) Suspension. Notwithstanding anything to the contrary under these Terms, Fexa may temporarily suspend Vendor’s and any Authorized User’s Right to Access and Use if Fexa reasonably determines that (i) there is a threat or attack on FexaLink; (ii) Vendor, or any Authorized User, is using FexaLink or any FexaLink Content for fraudulent or illegal activities; or (iii) Vendor is using FexaLink or any FexaLink Content in violation of the restrictions under these Terms. Fexa shall use commercially reasonable efforts to: (i) provide written notice of any suspension to Vendor; and (ii) resume providing access to FexaLink as soon as reasonably possible after the event giving rise to the suspension has been resolved. Fexa shall have no liability for any damage, liabilities, losses (including any loss of data or profits), or any other consequences that Vendor or any Authorized User may incur as a result of a suspension.

(h) Message Center. FexaLink has a message center (the “Message Center”) that allows Operators to contact Vendors. Operators can communicate with Vendors, directly or anonymously, including, to request information, discuss requirements of the Services, provide updates and feedback, and reveal their profile details. Vendor must comply with system rules regarding messaging and customer contact.

2. Vendor Responsibilities.

(a) Vendor shall be solely responsible for (i) providing, updating and maintaining the Vendor Profile Information and (ii) the accuracy, quality, integrity, legality, reliability, appropriateness, and intellectual property ownership or right to use of all Vendor Profile Information. Vendor can update the Vendor Profile Information at any time through the Vendor profile. 

(b) Any transactions between Vendor and an Operator is solely between Vendor and such Operator, including any purchase of any Services, and Fexa shall have no liability or responsibility for the performance of, or payment for, Services or any other claims that may arise between Vendor and Operator.

(c) Vendor acknowledges and agrees that Fexa may, now or in the future, share performance data in connection with Vendor or the Services (e.g., reviews, ratings, etc.).

(d) If an Operator provides any of its data or other information to Vendor for use in connection with the Services, Vendor and such Operator shall be solely responsible for any disclosure, modification or deletion of such data resulting from such access and for the resolution of any disputes in connection therewith or any liability related to any of the foregoing.

3. Fexa Disclaimers. Vendor expressly agrees and understands that Fexa: (a) does not control or review for accuracy or errors any information exchanged by Vendor and Operators, including any information in connection with a transaction, or contained in any transaction documents, between them, the quality, completeness, safety, legality or availability of Vendor or its Services, the terms and conditions on which such Services are offered, purchased or delivered or the truth or accuracy of any Vendor Content or any other content; (b) is not a party to or, third party beneficiary or a guarantor of, any agreement between Vendor and any Operator or other third party, including with respect to any Services thereunder; and (c) makes no representations or warranties of any type, expressed or implied, including from a course of dealing or usage of trade, with respect to the quality of any of Vendor’s Services or any third-party site, person or business to which the Services may be linked. Vendor expressly releases Fexa of any liability related to an Operator’s or other third party’s decision to decline or discontinue conducting any transactions with Vendor.

4. Fees. Vendor is not currently obligated to pay any fees to access and use FexaLink or the FexaLink Content. Fexa reserves the right to begin charging fees (as amended, the “Fees”) at any time by providing at least thirty (30) days’ prior written notice to Vendor. If Vendor wishes to continue to access and use FexaLink, then Vendor shall pay the Fees as directed by Fexa.

5. Ownership.

(a) FexaLink and Fexa Content. As between Fexa and Vendor, Fexa owns, and will at all times, own all right, title and interest in FexaLink and the Fexa Content, including all related intellectual property rights and any modifications to any of the foregoing. The visual interfaces, graphics, design, compilation, information, computer code (including source code or object code), products, software, services, and all other elements of FexaLink (the “Materials”) are protected by United States copyright, trade dress, patent, and trademark laws, international conventions, and all other relevant Intellectual Property Rights and proprietary rights, and applicable laws. All Materials contained on FexaLink are the property of Fexa or its third-party licensors.

(b) Vendor Information. Vendor hereby grants to Fexa a non-exclusive, term-limited, sublicensable (through multiple tiers), worldwide, perpetual, irrevocable, royalty-free and fully paid license to reproduce, distribute, and otherwise use and display the Vendor Information in connection with FexaLink and improve Fexa’s offerings. Vendor represents and warrants that: (i) Vendor owns or otherwise has the right to grant the license set forth in this section for the Vendor Information, (ii) the Vendor Information, and provision of Vendor Information to Fexa under these Terms, does not violate the privacy rights, publicity rights, copyright rights, or other rights of any person or entity, and (iii) Vendor shall use the Services in compliance with applicable laws.

Fexa has the right, but no obligation, (i) to monitor the Vendor Information to the extent Fexa believes appropriate including to determine if the Vendor Information is appropriate and otherwise complies with these Terms and all applicable laws, and (ii) to disclose any Vendor Information as necessary or appropriate (A) to satisfy any law, regulation or other governmental request, (B) in connection with the operation of FexaLink, or (C) to protect itself, its employees, affiliates, subsidiaries, partners or customers or the public. Fexa reserves the right to refuse to post or to remove any Vendor Information, in whole or in part, in its sole discretion, for any reason or no reason whatsoever, including if Fexa determines that any such Vendor Information is unacceptable, undesirable, inappropriate or in violation of these Terms or any applicable laws, without incurring any liability to Vendor.

Vendor also agrees that Fexa may (i) make Deidentified Vendor Information available to third parties, and (ii) use Deidentified Vendor Information for any and all purposes during and after the Term. For purposes of these Terms, “Deidentified” means, with regard to data or information, means data or information that neither identifies nor provides a reasonable basis to identify a company or an individual, where, without limitation, the following identifiers have been removed: company names and the names of individuals, addresses, account numbers, other identification numbers, phone numbers, e-mail address(es) and any other information which could reasonably be anticipated to identify, when taken in the aggregate, a specific company, organization or individual. For purposes of this Section 5(b) the term “Vendor Information” includes any data or other information provided, uploaded, or generated about Vendor on or through any of Fexa’s other services or offerings.

(c) Feedback. If Customer provides any suggestions, ideas, enhancement requests, feedback (including identifying potential errors and improvements), recommendations or other information relating to the Services to Fexa (collectively, “Feedback” ), then Vendor hereby grants Fexa a non-exclusive, worldwide, fully paid-up, royalty-fee, non-terminable, perpetual, irrevocable license to use, disclose, modify, reproduce, license, distribute, commercialize, and otherwise freely exploit any such Feedback, and all related intellectual property without restriction of any kind and without any right of accounting.

6. Trademarks.
The Fexa name, these Terms, Fexa’s trademarks, Fexa’s logo, and all related names, logos, product and service names, designs, and slogans are trademarks of Fexa or its affiliates or licensors. Vendor must not use such marks without the prior written consent of Fexa. All other names, logos, product and service names, designs, and slogans on  FexaLink  are the trademarks of their respective owners.

7. Term; Termination; Survival.

(a) Term. These Terms shall become effective when accepted by Vendor and these Terms and the Right to Access and Use shall continue until terminated in accordance with these Terms

(b) Termination. Vendor agrees that Fexa, in its sole discretion, for any or no reason, and without penalty, may terminate these Terms and Vendor’s Right to Access and Use. Vendor agrees that any termination of these Terms and Vendor’s Right to Access and Use, may be effected without prior notice, and Vendor agrees that Fexa will not be liable to Vendor or any third party for any such termination. Any suspected fraudulent, abusive or illegal activity may be referred to appropriate law enforcement authorities. These remedies are in addition to any other remedies that Fexa may have at law or in equity.

(c) Effects of Termination. Upon the termination of these Terms and the Right to Access and Use, Vendor shall immediately discontinue use of  FexaLink and the Fexa Content and Vendor shall delete, destroy, or return all copies of the Fexa Content in Vendor’s control.

(d) Survival. Section 3 (Fexa Disclaimers), Section 4 (Fees), Section 5 (Ownership), Section 6 (Trademarks), Section 7(c) (Effects of Termination), Section 8(b) (Warranty Disclaimers), Section 9 (Indemnification), Section 10 (Limitations of Liability), Section 11 (Miscellaneous) and this Section 7(d) (Survival) shall survive the termination of these Terms for any reason. The termination of these Terms shall not effect any rights, remedies or liabilities that accrued prior to the effective date of termination.

8. Limited Warranty; Warranty Disclaimers.

(a) Mutual Representations and Warranties. Each party represents and warrants that: (i) it has the legal power to enter into these Terms; (ii) it has the authority to bind the applicable organization; and (iii) when executed and delivered, these Terms will constitute the legal, valid, and binding obligation of such party, enforceable in accordance with its terms, subject to bankruptcy, insolvency, moratorium, reorganization, or similar laws affecting the rights of creditors generally and the availability of equitable remedies.

(b) WARRANTY DISCLAIMERS. TO THE MAXIMUM EXTENT PERMITTED BY LAW, FEXALINK AND THE FEXALINK CONTENT ARE PROVIDED “AS IS” AND FEXA EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, CONDITIONS, REPRESENTATIONS, AND GUARANTEES WITH RESPECT TO FEXALINK AND THE FEXALINK CONTENT, WHETHER EXPRESS, IMPLIED, ARISING BY LAW, USAGE OF TRADE, COURSE OF DEALING, COURSE OF PERFORMANCE, PRIOR ORAL OR WRITTEN STATEMENTS, OR OTHERWISE, INCLUDING ANY WARRANTY OF MERCHANTABILITY, TITLE, NON-INFRINGEMENT, OR FITNESS FOR A PARTICULAR PURPOSE. WITHOUT LIMITING THE FOREGOING, FEXA DOES NOT WARRANT (I) THAT FEXALINK OR THE FEXALINK CONTENT WILL BE FREE FROM ANY INTERRUPTIONS, DELAYS, INACCURACIES, SERVER DOWN-TIME, ERRORS, OR OMISSIONS, (II) THE PERFORMANCE OR RESULTS VENDOR MAY OBTAIN BY USING FEXALINK OR THE FEXALINK CONTENT, OR (III) THAT FEXALINK WILL MEET VENDOR’S OR ANY OTHER PARTY’S REQUIREMENTS. NO REPRESENTATION OR OTHER AFFIRMATION OF FACT, INCLUDING STATEMENTS REGARDING CAPACITY, SUITABILITY FOR USE, OR PERFORMANCE OF FEXALINK OR THE FEXALINK CONTENT, NOT CONTAINED UNDER THESE TERMS SHALL BE DEEMED TO BE A WARRANTY, CONDITION, REPRESENTATION, OR GUARANTY BY FEXA.

9. Indemnification.

Vendor shall indemnify, defend and hold harmless Fexa and its directors, officers and employees from and against any and all claims, actions, liabilities, losses, expenses, damages and costs, including, but not limited to, reasonable attorneys’ fees, brought by or resulting from claims by third parties (each, a “Claim”) that are based on or arising out of any (a) actual or alleged negligence or willful misconduct of, or breach of these Terms by, Vendor or any of its employees, representatives or Authorized Users, (b) actual or alleged violation of any applicable law by Vendor or any of its employees, representatives or Authorized Users, (c) actual or alleged use of FexaLink or the Fexa Content in violation of these Terms and (d) any claim brought by an Operator related to, or in connection with, the Services provided by Vendor, except to extent than any such Claim arises from Fexa’s gross negligence or willful misconduct.

10. Limitations of Liability.

(a) TO THE FULLEST EXTENT PERMITTED UNDER APPLICABLE LAW AND NOTWITHSTANDING ANYTHING TO THE CONTRARY UNDER THESE TERMS OR ELSEWHERE: (I) IN NO EVENT SHALL THE AGGREGATE LIABILITY OF FEXA OR FEXA’S OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND AFFILIATES (COLLECTIVELY, “FEXA PARTIES”) EXCEED THE GREATER OF $50 AND THE AMOUNTS ACTUALLY PAID BY VENDOR UNDER THESE TERMS DURING THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE FIRST EVENT GIVING RISE TO LIABILITY; (II) IN NO EVENT SHALL ANY FEXA PARTY BE LIABLE TO VENDOR OR VENDOR’S OFFICERS, DIRECTORS, EMPLOYEES, AGENTS AND AFFILIATES (COLLECTIVELY, “VENDOR PARTIES”) OR ANY THIRD PARTY FOR, AND VENDOR AND EACH VENDOR PARTY HEREBY WAIVE ANY CLAIM AGAINST ANY FEXA PARTY FOR, ANY INDIRECT, INCIDENTAL, PUNITIVE, CONSEQUENTIAL, EXEMPLARY, SPECIAL, LOSS OF DATA, OR LOST PROFITS DAMAGES OF ANY KIND (INCLUDING ANY LOST REVENUE, PROFITS, SAVINGS, BUSINESS OPPORTUNITIES, USE, OR GOODWILL) HOWEVER ARISING, REGARDLESS OF WHETHER SUCH DAMAGES ARE FORESEEABLE AND WHETHER FEXA HAS BEEN ADVISED OF THE POSSIBILITY OR LIKELIHOOD OF SUCH DAMAGES.

(b) THE LIMITATIONS OF LIABILITY ABOVE SHALL APPLY: (I) TO ALL CLAIMS IN THE AGGREGATE ARISING UNDER OR RELATING TO THESE TERMS OR THE SUBJECT MATTER OF THESE TERMS; (II) REGARDLESS OF THE LEGAL OR EQUITABLE THEORY UNDER WHICH THE CLAIM ARISES, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), INDEMNITY, STRICT LIABILITY, OR OTHERWISE; (III) REGARDLESS OF WHETHER FEXA HAS BEEN ADVISED OF THE POSSIBILITY OR LIKELIHOOD OF SUCH DAMAGES; AND (IV) REGARDLESS OF WHETHER THE REMEDIES UNDER THESE TERMS FAIL OF THEIR ESSENTIAL PURPOSE. THE LIMITATION OF LIABILITY IS AN AGGREGATE LIMIT AND WILL NOT BE INCREASED BY THE EXISTANCE OF MORE THAN ONE CLAIM.

(c) THE DISCLAIMER OF WARRANTIES AND LIMITATIONS OF LIABILITY CONTAINED UNDER THESE TERMS ARE FUNDAMENTAL PARTS OF THE BASIS OF FEXA’S BARGAIN HEREUNDER, AND VENDOR ACKNOWLEDGES THAT SUCH PROVISIONS REPRESENT A REASONABLE ALLOCATION OF RISK. Since some states do not allow certain limitations or exclusions of warranties or liability, some or all of the limitations and exclusions set forth in this Section may be held unenforceable as applied to Vendor. In such cases, Fexa’s liability shall be limited to the greatest extent permitted under applicable law.

11. Miscellaneous.

(a) Entire Agreement. These Terms and the Privacy Policy, together with any other documents incorporated herein by reference and all related Exhibits, constitute the sole and entire agreement of the parties with respect to the subject matter of these Terms and supersedes all prior and contemporaneous understandings, agreements, and representations and warranties, both written and oral, with respect to such subject matter.

(b) Notices. All notices, requests, consents, claims, demands, waivers, and other communications hereunder (each, a “Notice”) must be in writing and addressed to the parties as follows (or to such other address that may be designated by the party giving Notice from time to time in accordance with this Section):

All Notices must be delivered by personal delivery, nationally recognized overnight courier (with all fees pre-paid) or certified or registered mail (in each case, return receipt requested, postage pre-paid). Except as otherwise provided under these Terms, a Notice is effective only: (i) upon receipt by the receiving party; and (ii) if the party giving the Notice has complied with the requirements of this Section 11(b).

(c) Force Majeure. In no event shall either party be liable to the other party, or be deemed to have breached these Terms, for any failure or delay in performing its obligations under these Terms (except for any obligations to make payments), if and to the extent such failure or delay is caused by any circumstances beyond such party’s reasonable control, including but not limited to acts of God, flood, fire, earthquake, explosion, war, terrorism, invasion, cyberattacks, Internet disruptions, riot or other civil unrest, strikes, labor stoppages or slowdowns or other industrial disturbances, or passage of law or any action taken by a governmental or public authority, including imposing an embargo.

(d) Waiver. Except as otherwise set forth under these Terms, (i) no failure to exercise, or delay in exercising, any rights, remedy, power, or privilege arising from these Terms will operate or be construed as a waiver thereof, and (ii) no single or partial exercise of any right, remedy, power, or privilege hereunder will preclude any other or further exercise thereof or the exercise of any other right, remedy, power, or privilege.

(e) Severability. If any provision of these Terms is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability will not affect any other term or provision of these Terms or invalidate or render unenforceable such term or provision in any other jurisdiction. Upon such determination that any term or other provision is invalid, illegal, or unenforceable, the parties shall negotiate in good faith to modify these Terms so as to affect their original intent as closely as possible in a mutually acceptable manner in order that the transactions contemplated hereby be consummated as originally contemplated to the greatest extent possible.

(f) Governing Law; Dispute Resolution; Prevailing Party Provision. THESE TERMS ARE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE INTERNAL LAWS OF THE STATE OF DELAWARE WITHOUT GIVING EFFECT TO ANY CHOICE OR CONFLICT OF LAW PROVISION OR RULE THAT WOULD REQUIRE OR PERMIT THE APPLICATION OF THE LAWS OF ANY JURISDICTION OTHER THAN THOSE OF THE STATE OF DELAWARE. SUBJECT TO SECTION 11(I) ANY LEGAL SUIT, ACTION, OR PROCEEDING ARISING OUT OF OR RELATED TO THESE TERMS OR THE RIGHTS GRANTED HEREUNDER WILL BE INSTITUTED EXCLUSIVELY IN THE FEDERAL COURTS OF THE UNITED STATES OR THE COURTS OF THE STATE OF DELAWARE IN EACH CASE LOCATED IN KENT COUNTY, DELAWARE, AND EACH PARTY IRREVOCABLY SUBMITS TO THE EXCLUSIVE JURISDICTION OF SUCH COURTS IN ANY SUCH SUIT, ACTION, OR PROCEEDING. THE UNITED NATIONS CONVENTION ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS IS EXPRESSLY DISCLAIMED. In the event that either party institutes any legal suit, action or proceeding against the other party arising out of or relating to any dispute in connection with these Terms, the Privacy Policy, FexaLink or the Fexa Content, the prevailing party in the suit, action or proceeding shall be entitled to receive in addition to all other damages to which it may be entitled, the costs incurred by such party in conducting the suit, action or proceeding, including reasonable attorneys’ fees and expenses and court costs.

(g) Assignment. Neither party may assign these Terms or any of its rights or obligations hereunder, whether by operation of law or otherwise, without the prior written consent of the other party, which shall not be unreasonably withheld. Notwithstanding the foregoing, Fexa may assign these Terms, without the consent of Vendor, in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of Fexa’s assets. Any attempt by a party to affect an assignment in breach of this Section shall be void. Subject to the foregoing, these Terms shall be binding upon and inure to the benefit of the parties, their respective successors, and permitted assigns.

(h) Export Regulation. Vendor shall comply with all applicable federal laws, regulations, and rules, and complete all required undertakings (including obtaining any necessary export license or other governmental approval), that prohibit or restrict the export or re-export of FexaLink or any Fexa Content outside the US.

(i) Equitable Relief. Each party acknowledges and agrees that a breach or threatened breach by such party of any of its obligations under Section 1(c), 1(f) 5, or 11(f), would cause the other party irreparable harm for which monetary damages would not be an adequate remedy and agrees that, in the event of such breach or threatened breach, the other party will be entitled to seek equitable relief, including a restraining order, an injunction, specific performance, and any other relief that may be available from any court, without any requirement to post a bond or other security, or to prove actual damages or that monetary damages are not an adequate remedy. Such remedies are not exclusive and are in addition to all other remedies that may be available at law, in equity, or otherwise.

(j) Change to the Terms. Fexa may revise and update these Terms from time to time in its sole discretion. All changes are effective immediately when Fexa posts them, and apply to all access to, and use of, FexaLink and the FexaLink Content thereafter. The revised Terms shall be deemed accepted and agreed upon the earlier of acceptance by Vendor or thirty (30) days after posting. Vendor is responsible for periodically checking for changes and/or updates to these Terms. Vendor can review the most current version of these Terms at any time at https://fexa.io/FexaLink-Vendor-Terms.

(k) Cumulative Remedies. Except as otherwise set forth in these Terms, the remedies set forth in this agreement are cumulative and are in addition to and not in substitution for any other rights and remedies available at law or in equity or otherwise.

(l) Entire Agreement. These Terms and the Privacy Policy constitute the entire agreement between Vendor and Fexa with respect to FexaLink, the FexaLink Content and Vendor’s access and use of FexaLink and the FexaLink Content.

© 2024 Zamo Technologies, LLC, d/b/a Fexa