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Terms and Conditions
Strategic Intellavance, Inc. agrees to provide Data, Creatives, and/or Reports to Clients based upon surveys conducted and other information received for the geographic areas (s) agreed to. Strategic Intellavance hereby grants to the Client a limited, non-transferable and non-exclusive right to receive and use the Data and Reports forming the service provided hereunder.
All terms and conditions agreed to by Client and Strategic Intellavance, Inc. in the fully executed contract for the current time period remain fully binding at all times and supersede the terms and conditions hereunder.
1. Permitted Uses – TV, Newspaper, Radio, Magazine, Online Clips: Client acknowledges it may not, and may not permit any other person or party to copy, record, and/or post any of the media news monitoring deliverables, in whole or in part. Information provided by Strategic Intellavance, Inc. is intended for internal monitoring and analysis purposes only and may not be used beyond Clients’ organizational family.
2. Confidentiality of Services and Permitted Uses: At all times during the term of this Agreement and thereafter, Client agrees to use the Data and or Reports for use by Client only and only its’ affiliates authorized in the fully executed contract, and to not divulge/lend/or give any of the services including any data or contents of any report to any entity not authorized by the contract. All disclosures must identify Strategic Intellavance as the copyright source of the disclosed Data and Reports.
3. Any affiliates of Client or Client users of services of Strategic Intellavance, Inc. must be authorized by Client and Strategic Intellavance, Inc. and must abide by all the terms and conditions as dictated by fully executed contract between Strategic Intellavance, Inc. and Client.
4. Warranties and Methodology: Strategic Intellavance makes no warranties whatsoever, express or implied, including without limitation any warranty of merchantability or fitness, concerning the services provided hereunder, including but not limited to:
(a) data gathered or obtained by Strategic Intellavance from any source;
(b) the present or future methodology employed by Strategic Intellavance in producing data and/or reports and/or services.
All data, reports and/or services represent only the opinion of Strategic Intellavance and reliance thereon and use of thereof by Client is at Clients own risk.
5. Client: Client agrees to indemnify Strategic Intellavance against and to hold Strategic Intellavance harmless from any and all liabilities or claims, actions and/or causes of action (whether or not meritorious, and including without limitation, claims based on the alleged negligence of Strategic Intellavance or any officer, agent or employee of Strategic Intellavance) and all losses, costs, damages and expenses (including, but not limited to, all court costs and attorneys fees) imposed upon or asserted against Strategic Intellavance by any third party, or otherwise incurred by Strategic Intellavance by reason of the use or divulgence by Client or any officer, agent or employee of Client, of Strategic Intellavance Data furnished pursuant hereto contrary to the terms hereof.
6. Limitation of Liability: Strategic Intellavance shall have no liability, whether in contract, tort,or otherwise, and Client expressly waives all claims, for any loss, injury or damage or any kind, whether direct, special, incidential, consequential or otherwise, whether or not Strategic Intellavance is on notice as to the possibility thereof, to Client or to third parties, directly or indirectly resulting from any errors or inaccuracies in any Data or Reports and from any other action or inaction, whether or not negligent, of Strategic Intellavance, its agents or employees, either in providing Service, in compiling, delivering or communicating any Data or information hereunder to Client or others, or from the use or publication thereof by Client or others. Strategic Intellavance’s entire liability and Clients exclusive remedies for any defective performance by Strategic Intellavance hereunder will be for Strategic Intellavance to furnish, if feasible, appropriate correction notices if any material errors or inaccuracies in the Healthcare Intellavance data are timely brought to its attention.
7. Beyond Reasonable Control: Strategic Intellavance shall be excused from any delay or failure in performance hereunder caused by reason of any occurrence or contingency beyond its reasonable control
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