Pressrelease.com - Terms of Service

Last Updated: October 1, 2025

This Terms of Service Agreement (this “Agreement”) is by and between PressRelease.com, a brand of ACCESS Newswire Inc. (“PressRelease.com”), and Customer ("Customer") identified in the applicable Sales Order (as defined below). 

Please note that if Customer has previously agreed to PressRelease.com’s Terms of Service prior to October 1, 2025, these updated Terms of Service shall replace the prior Terms of Service in their entirety. By continuing to use PressRelease.com’s Services (as defined below) after the updated date above, Customer agrees to and accepts these updated Terms of Service in all respects.
 

1.0 Sales Order Services

1.1 Subject to the terms of this Agreement, Customer may use or receive the Services (as defined below) that Customer selects in the applicable Sales Order entered into by Customer on-line through PressRelease.com’s website (each a “Sales Order”). “Services” means all PressRelease.com products and/or services that are agreed upon and set forth in the applicable Sales Order. “Documentation” means the instructions, specifications, and other materials describing the functionality, features, and operating characteristics of relating to the Services  located at RressRelease.com, and any updates thereto. UNLESS OTHERWISE AGREED, NEITHER THE SUBSCRIPTION NOR THE SERVICES ARE PERFORMED OR PROVIDED AT CUSTOMER’S FACILITIES, AND ARE INSTEAD ACCESSED BY CUSTOMER REMOTELY VIA THE INTERNET AND DATA MAY BE STORED OR HOSTED OUTSIDE OF CUSTOMER’S COUNTRY OF ORIGIN.

1.2 The scope of the Services is set forth in the applicable Sales Order. 

2.0 Obligations of the Parties

2.1 Each party will, at its own expense: (a) remain compliant with all laws and government regulations applicable to this Agreement, and (b) reasonably cooperate with the other party in connection with such party’s performance hereunder.

2.2 Unless otherwise agreed, Customer is responsible for all data or information inputted, edited, authored, generated, managed or otherwise submitted by Customer (the “Data”) into the Services. As between Customer and PressRelease.com, Customer will be responsible for the accuracy, truthfulness, consistency, and completeness and consents to use of all information supplied by or on behalf of Customer. PressRelease.com will have no responsibility to review information posted by Customer. PressRelease.com will have no liability as to the accuracy of any content posted by Customer. Upon request by Customer made within thirty (30) days after the effective date of termination or expiration of this Agreement, PressRelease.com will make the Data available to Customer for export or download as provided in the Documentation. After such 30-day period, PressRelease.com will have no obligation to maintain or provide the Data, and will thereafter delete or destroy all copies of the Data in PressRelease.com’s systems or otherwise in PressRelease.com’s possession or control as provided in the Documentation, unless legally prohibited.

2.3 Customer will, at Customer’s expense: (a) allow PressRelease.com reasonable remote access to Customer’s account for the purpose of resolving reported problems or to verify Customer’s compliance with the terms of this Agreement (such access does not require access to Customer’s network or systems); (b) channel its communications regarding support of the Services; (c) provide its own equipment and communication means and pay for its own costs and expenses associated with connecting to the internet; and (d) provide Customer-specific information necessary for providing the Services upon PressRelease.com’s request.

2.4 Customer is responsible for payment as described in Section 3.0. 

2.5 Customer agrees to adhere to and comply with in all respects PressRelease.com’s press release Content Guidelines located and available at https://www.PressRelease.com/content-guidelines.  Customer acknowledges and agrees that failure to adhere to and comply with the Content Guidelines in all respects may result in PressRelease.com refusing to distribute a press release and Customer acknowledges and agrees it shall not receive a refund of any fees previously paid in such an event. 

2.6 From time to time, PressRelease.com may invite Customer to try Beta Services and/or Products. Customer may accept or decline any such trial in its sole discretion. Beta Services and/or Products will be clearly designated as beta, pilot, limited release, developer preview, non-production, evaluation or by a description of similar import. Beta Services are for evaluation purposes only and not for production use, are not considered “Services” under this Agreement, are not supported, and may be subject to additional terms. Unless otherwise stated, any Beta Services trial period will expire upon the earlier of one year from the trial start date or the date that a version of the Beta Services and/or Products becomes generally available. PressRelease.com may discontinue Beta Services and/or Products at any time in its sole discretion and may never make them generally available. PressRelease.com will have no liability for any harm or damage arising out of or in connection with a Beta Service and/or Product.

3.0 Payment

3.1 All fees for the Services shall be payable in U.S. Dollars and paid by credit card at the time a Sales Order is completed by Customer.

3.2 Fees stated in the Sales Order will include applicable sales taxes based on your jurisdiction, if applicable. Customer agrees to bear all taxes including, but not limited to, value-added tax, sales and use tax, telecommunications taxes, gross receipts tax, and any similar tax, except for taxes based upon PressRelease.com’s income, which may be levied or assessed in connection with this Agreement.

3.3 If Customer elects to pay for the Services by credit card, Customer agrees to (i) enable auto-recharge for all fees which may be due or (ii) ensure that there is a positive balance in Customer’s account for all fees due. If for any reason, Customer’s credit card declines a charge for fees due or there is a negative balance in Customer’s account, PressRelease.com reserves the right to immediately suspend the Services with respect to such Customer.


4.0 Term; Termination

4.1 Unless otherwise terminated pursuant to this Section 4.0, the “Term” of this Agreement shall run from the start sate of the Sales Order and continue until Customer ceases to use the Services for a period of 60 days.

4.2 Either party may terminate this Agreement, or any Sales Order, for a material breach by the other party that is not cured within fifteen (15) days after written notice of such material breach. The non-breaching party may elect to terminate the applicable Sales Order only or the Agreement as a whole (and thus, all Sales Orders hereunder); but shall identify its selection in writing in the original notice of breach.
 

4.3 Neither expiration nor termination of this Agreement will terminate those obligations and rights of the parties pursuant to provisions of this Agreement which by their express terms are intended to survive and such provisions will survive the expiration or termination of this Agreement. Without limiting the foregoing, the respective rights and obligations of the parties under Sections 5, 7, 8, 10 and 11 will survive the expiration or termination of this Agreement regardless of when such termination becomes effective.

 

5.0 Confidential Information

5.1 PressRelease.com and its service providers shall collect, use, disclose and otherwise utilize the Data solely for purposes of providing the Services to Customer under this Agreement. In connection with this Agreement, each of the parties may disclose to the other party information that relates to the disclosing party’s or disclosing party’s customers’ business operations, financial condition, customers, products, services, or technical knowledge (“Confidential Information”). Except as otherwise specifically agreed in writing, each party agrees that: (a) all information communicated to it by the other in connection with this Agreement and identified as confidential; (b) all information identified as confidential to which it has access in connection with this Agreement; and (c) all information communicated to it that reasonably should have been understood by the receiving party, because of confidentiality, descriptions or similar legends, the circumstances of disclosure or the nature of the information itself, to be confidential to the disclosing party, will be Confidential Information and will be deemed to have been received in confidence and will be used only for purposes of this Agreement. PressRelease.com Confidential Information includes, but is not limited to, the Services, training materials, development plans, screenshots, and Documentation related thereto. Customer Confidential Information includes, but is not limited to, the Data.

5.2 Each party’s Confidential Information will remain the property of that party except as otherwise expressly provided in this Agreement. Each party will use at least the same degree of care to safeguard and to prevent disclosing to third parties the Confidential Information of the other as it employs to avoid unauthorized disclosure or publication of its own information (or information of its customers) of a similar nature, and in any event, no less than reasonable care. Each party may disclose relevant aspects of the other party’s Confidential Information to its employees to the extent such disclosure is reasonably necessary for the performance of its obligations, or the enforcement of its rights, under this Agreement; provided, however, that such party will use reasonable efforts to ensure that all such persons comply with these confidentiality provisions. Each party may disclose the other party’s Confidential Information to its  advisors provided that the advisors are subject to (a) written confidentiality obligations at least as restrictive as those set forth in this Agreement, or (b) other professional or fiduciary obligations of confidentiality. Advisors are restricted to using the Confidential Information for the sole purpose of providing the contracted services to the party. Each party will be responsible for any improper disclosure of Confidential Information by such party’s employees, advisors, agents, or contractors.

5.3 Neither party will (a) use, or make any copies of, the Confidential Information of the other party except to fulfill its rights and obligations under this Agreement, (b) acquire any right in or assert any lien against the Confidential Information of the other, or (c) sell, assign, lease or otherwise commercially exploit the Confidential Information (or any derivative works thereof) of the other party except in accordance with this Agreement or any applicable Sales Order. Neither party may withhold the Confidential Information of the other party or refuse for any reason (including due to the other party’s actual or alleged breach of this Agreement) to promptly return to the other party its Confidential Information (including copies thereof) if requested to do so. Upon expiration or termination of this Agreement and completion of a party’s obligations under this Agreement, each party will (except as otherwise provided in this Agreement) return or destroy, as the other party may direct, all documentation in any medium that contains or refers to the other party’s Confidential Information, and retain no copies. Subject to the foregoing confidentiality obligations, either party may retain copies of the Confidential Information of the other party to the extent required to document its performance or for compliance with applicable laws or regulations.

5.4 This Section 5 will not apply to any particular information that either party can demonstrate (a) was, at the time of disclosure to it, in the public domain; (b) after disclosure to it, is published or otherwise becomes part of the public domain through no fault of the receiving party; (c) was in the possession of the receiving party at the time of disclosure to it and was not the subject of a pre- existing confidentiality obligation; (d) was received after disclosure to it from a third party who had a lawful right to disclose such information (without corresponding confidentiality obligations) to it; or (e) was independently developed by or for the receiving party without use of the Confidential Information of the disclosing party. In addition, a party will not be considered to have breached its obligations under this Section 5 for disclosing Confidential Information of the other party to the extent required to satisfy any legal requirement of a competent governmental or regulatory authority, provided that promptly upon receiving any such request and to the extent it is legally permissible, such party advises the other party prior to making such disclosure and provides a reasonable opportunity to the other party to object to such disclosure, take action to ensure confidential treatment of the Confidential Information, or (subject to applicable law) take such other action as it considers appropriate to protect the Confidential Information.

5.5 Each party will: (a) notify the other party promptly of any material unauthorized possession, use, or knowledge, of the other party’s Confidential Information by any person that may become known to such party; (b) promptly furnish to the other party details of the unauthorized possession, use, or knowledge, or attempt thereof, and use reasonable efforts to assist the other party in investigating or preventing the recurrence of any unauthorized possession, use, or knowledge, or attempt thereof, of Confidential Information; (c) use reasonable efforts to cooperate with the other party in any litigation and investigation against third parties deemed necessary by the other party to protect its proprietary rights; and (d) promptly use reasonable efforts to prevent a recurrence of any such unauthorized possession, use, or knowledge of Confidential Information.

5.6 In addition to the foregoing obligations, Customer agrees to hold the Services in confidence, and to protect the confidential nature thereof, and shall not disclose any trade secrets contained, embodied, or utilized therein. Customer shall take all reasonable steps to ensure that the provisions of this Section are not violated by any employee or any other person under Customer’s control or in its service.

5.7 In providing the Services, PressRelease.com utilizes the services of AWS and Google Cloud (“Cloud Hosting Providers[JQ5] [BB6] ”). PressRelease.com and its Cloud Hosting Providers may record and collect information related to account activity (e.g., typical web analytics, which includes but is not limited to latency, packet size, hops, and source destination) in the course of providing the Services, but may only use such information to improve the Services and/or fulfill its rights and obligations under this Agreement or a Sales Order. Collection of such information by Cloud Hosting Providers is not individually linked to Customer, is de-identified, and aggregated across all of PressRelease.com’s customers generally. Any use of such information is subject to the terms of this Section 5.0.

5.8 In providing the Services, Customer hereby grants to PressRelease.com a non-exclusive, fully paid, world-wide and irrevocable license to, among other things, copy, anonymize, aggregate, process and display the Data and to derive anonymous statistical, usage and other informational data related to the Data (the “Survey Data”) and to compile, analyze, combine or incorporate the Survey Data with or into other similar data and information available, derived or obtained from other clients, customers, licensees or users of PressRelease.com, or otherwise (collectively, the Survey Data and such compiled, combined or incorporated data and information shall be referred to as the “Aggregate Survey Data”), to permit PressRelease.com to provide additional services to its customers, including the copying, publication, distribution, display, licensing or sale of Aggregate Survey Data and related or similar other statistics or data to third parties pursuant to a separate licensing agreement, sales agreement or other type of agreement. PressRelease.com will be the sole owner of all right, title and interest in and to Survey Data and Aggregate Survey Data. Customer’s grant of license to copy, anonymize, aggregate, process, use and display the Data, the Survey Date and the Aggregate Survey Data shall survive the expiration or termination of this Agreement. In no event shall the Survey Data or the Aggregate Survey Date be individually linked to Customer or any stakeholders of Customer. The Survey Data and Aggregate Survey Data are explicitly not subject to the terms of this Section 5.0.

6.0 Data Protection

PressRelease.com will maintain administrative, physical, and technical safeguards for protection of the security, confidentiality and integrity of the Data, as described in the Documentation. Those safeguards will include, but will not be limited to, measures for preventing access, use, modification or disclosure of the Data by PressRelease.com’s personnel except (a) to provide the Services and prevent or address service or technical problems, (b) as compelled by law in accordance with Section 5.4 of this Agreement, or (c) as Customer expressly permits in writing. PressRelease.com has adopted an Information Security Incident Response Plan to immediately address any suspected or actual incidents and/or breaches of the security, confidentiality, or integrity of the Data.


7.0 Ownership; Restrictions on Use

7.1 As between Customer and PressRelease.com, PressRelease.com retains all ownership of, and all intellectual property rights in, the Services and all software, equipment, processes, facilities, and materials utilized by or on behalf of PressRelease.com to provide the Services, including but not limited to all patents, trademarks, copyrights, trade secrets, and other property or intellectual property rights. Customer shall acquire no rights therein other than those limited rights of use specifically conferred by this Agreement. Customer may not create derivative works based upon the Services in whole or in part, or develop or request third parties to develop or modify any software based on ideas, processes or materials incorporated into the Services. Customer shall not delete, remove, modify, obscure, fail to reproduce or in any way interfere with any proprietary, trade secret, or copyright notice appearing on or incorporated in the Services. All rights related to the Services that are not expressly granted to Customer under this Agreement are reserved by PressRelease.com. In the event that Customer provides PressRelease.com with any comments, suggestions or other feedback with respect to the Services, PressRelease.com has the right, but not the obligation, to use such feedback in any way without restriction or obligation to Customer. PressRelease.com will be the exclusive owner of, and will be free to use for any purpose, any ideas, concepts, know-how, or techniques that result from Customer or Permitted Users’ feedback, including, without limitation, any modifications or enhancements to the Services. Customer agrees to execute such additional documents as PressRelease.com deems necessary or convenient for perfecting or recording PressRelease.com’s ownership interest, provided that preparation of such additional documents shall be at the expense of PressRelease.com.

7.2 Unless expressly agreed otherwise in the applicable Sales Order, Customer may access and use the Services for Customer’s business use only, and not for the benefit of, or to provide services to, any third party. The rights granted to Customer under this Agreement may not be sold, resold, assigned (except as set forth in Section 11.4), leased, rented, sublicensed or otherwise transferred or made available for use by third parties, in whole or in part, by Customer without PressRelease.com’s prior written consent. Customer shall not gain or attempt to gain unauthorized access to any portion of the Services, or its related systems or networks, for use in a manner that would exceed the scope of the Services granted under this Agreement and the applicable Sales Order, or facilitate any such unauthorized access for any third party. If any unauthorized access occurs, Customer shall promptly notify PressRelease.com of the incident and shall reasonably cooperate in resolving the issue. Customer shall not reverse engineer, decompile, or disassemble any Services or otherwise attempt to discover the source code to the Services or permit any third party to do so. Customer shall not attempt to disable or circumvent any security measures in place. Customer may not knowingly reproduce or copy the Services, in whole or in part. Customer shall not use the Services to store or transmit libelous or otherwise unlawful or tortious material or any material in violation of third party (privacy) rights. Customer shall not knowingly interfere with or disrupt the integrity or performance of the Services or third-party data contained therein.

8.0 Warranties; Disclaimers

8.1 PressRelease.com warrants that the Services will materially conform to the specifications in the Documentation and the applicable Sales Order and PressRelease.com shall use commercially reasonable efforts to correct material defects that are reported by Customer. PressRelease.com agrees to perform the Services in a professional and workmanlike manner. PressRelease.com warrants that, to the best of its knowledge, the Services does not contain software code whose purpose is to disrupt, damage, or interfere with Customer systems, software, or data (“Virus”). PressRelease.com’s warranty obligations hereunder do not apply to the extent the nonconformity results from the use of the Services contrary to the terms of this Agreement or the instructions in any applicable Documentation. PressRelease.com does not warrant any third party hardware or software. If PressRelease.com determines that a malfunction is due to a problem with Customer hardware or software, PressRelease.com will so inform Customer and it will be Customer’s responsibility to obtain and pay for any repairs or modifications required.

8.2 Customer accepts responsibility for selection of the Services to achieve Customer’s intended results. Customer is solely responsible for obtaining all necessary rights and consents to enter its Data, which may include personal data, into the Services, and hereby warrants that providing such Data to PressRelease.com under this Agreement will not violate or infringe the rights of any third party, including data subjects.

8.3 Each party shall use commercially reasonable efforts to detect, remove and block Viruses on its systems and to avoid introducing Viruses into the other party’s systems through use of the Services. Such efforts shall include the use of commercially reasonable virus protection, firewall, and security software.

8.4 EXCEPT AS SPECIFICALLY SET FORTH IN THIS AGREEMENT AND SUBJECT TO SECTION 10.1, THE SUBSCRIPTION AND SERVICES ARE PROVIDED “AS IS.” PRESSRELEASE.COM, ITS LICENSORS AND SERVICE PROVIDERS DO NOT MAKE ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF DESIGN, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NONINFRINGEMENT, OR ARISING FROM A COURSE OF DEALING OR USAGE OF TRADE, AND PRESSRELEASE.COM EXPRESSLY DISCLAIMS ANY AND ALL SUCH WARRANTIES TO THE FULLEST EXTENT PERMITTED BY LAW. PRESSRELEASE.COM DOES NOT WARRANT THAT: (A) THE OPERATION OF ANY OF THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE OR (B) THE SERVICES WILL OPERATE IN COMBINATION WITH OTHER HARDWARE OR SOFTWARE, UNLESS SUCH HARDWARE OR SOFTWARE IS THIRD PARTY SOFTWARE OR HARDWARE, OR SOFTWARE EXPRESSLY APPROVED OR RECOMMENDED BY PRESSRELEASE.COM. CUSTOMER ACKNOWLEDGES AND AGREES THAT PRESSRELEASE.COM AND ITS LICENSORS ARE NOT RESPONSIBLE FOR: (I) THE ACCURACY OR INTEGRITY OF ANY DATA SUBMITTED BY CUSTOMER, (II) THE PERFORMANCE OF CUSTOMER’S OR ITS EQUIPMENT, (III) DELIVERY OF SERVICES OR CONNECTIVITY PROVIDED BY THIRD PARTIES TO CUSTOMER, OR (IV) ANY DOWNTIME, LOSS, OR CORRUPTION OF DATA THAT OCCURS AS A RESULT OF TRANSMITTING OR RECEIVING DATA OR VIRUSES DUE TO CUSTOMER’S CONNECTION AND ACCESS TO THE INTERNET.

9.0 Infringement Indemnification

9.1 PressRelease.com will defend, indemnify, and hold Customer harmless from and against any claims, proceedings, costs, damages, losses, and expenses that Customer suffers in connection with a third party claim that use of the PressRelease.com software infringes any United States patent, trade secret, trademark, copyright, or any other intellectual property of any third party.

9.2 PressRelease.com’s obligations under this Section 9.0 are expressly conditioned on the following: Customer shall (a) promptly notify PressRelease.com in writing of any such claim of which Customer has actual knowledge, (b) in writing, grant PressRelease.com sole control of the defense of any such claim and of all negotiations for its settlement or compromise, provided that no such settlement or compromise may impose any monetary or other obligations on Customer, and (c) reasonably cooperate with PressRelease.com to facilitate the settlement or defense of the claim.

9.3 Should the Services become, or in PressRelease.com’s opinion be likely to become, the subject of a claim of infringement of a patent, trade secret, trademark, or copyright, PressRelease.com may (a) procure for Customer, at no additional cost to Customer, the right to continue to use the Services, or (b) replace or modify the Services, at no cost to Customer, to make it non- infringing, provided that the same function is performed by the replacement or modified PressRelease.com software.

9.4 This Section 9 states the entire liability of PressRelease.com with respect to infringement by the Services or any parts thereof, and PressRelease.com shall have no additional liability with respect to any alleged or proven infringement.

10.0 Limitation of Liability; Damages

10.1 SUBJECT TO SECTION 10.2, (A) IN NO EVENT WILL EITHER PARTY BE LIABLE TO THE OTHER FOR LOSSES IN CONNECTION WITH THE SERVICES OR THE PERFORMANCE OR NONPERFORMANCE OF SERVICES OR ANY SALES ORDER, REGARDLESS OF THE THEORY OF LIABILITY, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; (B) IN NO EVENT WILL PRESSRELEASE.COM BE LIABLE TO CUSTOMER FOR ANY LOSS OF REVENUES, LOSS OF PROFITS, LOSS OF BUSINESS, OR LOSS OF DATA, ARISING (WHETHER DIRECTLY OR INDIRECTLY) OUT OF CUSTOMER’S USE OF, OR INABILITY TO USE, THE PRESSRELEASE.COM SOFTWARE PRODUCTS, OR THE PERFORMANCE OR NONPERFORMANCE OF PRESSRELEASE.COM SERVICES, SOFTWARE, SERVICES OR SALES ORDER; AND (C) PRESSRELEASE.COM’S TOTAL AGGREGATE MAXIMUM LIABILITY FOR ALL CLAIMS ARISING IN EACH YEAR (FOR THE PURPOSES OF THIS SECTION 10.1 “YEAR” MEANS THE 12 MONTH PERIOD, COMMENCING ON THE START DATE AND EACH SUBSEQUENT PERIOD OF TWELVE MONTHS THEREAFTER) UNDER OR IN CONNECTION WITH THIS AGREEMENT (AND WHETHER ARISING IN TORT, NEGLIGENCE, CONTRACT, RESTITUTION, STATUTE OR ON ANY OTHER BASIS) SHALL NOT EXCEED THE GREATER OF (I) USD$40,000.00 OR (II) THE TOTAL FEES (EXCLUDING APPLICABLE TAXES) PAID BY THE CUSTOMER TO PRESSRELEASE.COM UNDER THIS AGREEMENT IN THE YEAR IN WHICH THE CLAIM AROSE.

10.2 NOTHING IN THIS AGREEMENT EXCLUDES OR LIMITS PRESSRELEASE.COM’S LIABILITY FOR (A) DEATH OR PERSONAL INJURY CAUSED BY PRESSRELEASE.COM’S NEGLIGENCE, OR (B) ANY LIABILITY WHICH CANNOT LEGALLY BE EXCLUDED OR LIMITED.

11.0 Miscellaneous

11.1 Public Announcements. Customer grants PressRelease.com the right to use Customer’s name, logo, trademarks, and/or trade names in press releases, product brochures, sales presentations, financial reports, and on its websites indicating that Customer is a customer of PressRelease.com. All other public statements or releases require the mutual consent of the parties.

11.2 Independent Contractor. The relationship of the parties hereunder is that of independent contractors, and neither party shall be considered to be a partner, joint venture, employer, or employee of the other under this Agreement. This Agreement creates no agency in either party, and neither party has any authority whatsoever to bind the other party in any transaction or make any representations on behalf of the other party.

11.3 Notice. Any notice or demand which is required or provided to be given under this Agreement will be deemed to have been sufficiently given and received for all purposes when delivered by hand, confirmed electronic transmission, or nationally recognized overnight courier, or five (5) days after being sent by certified or registered mail, postage and charges prepaid, return receipt requested, to the address, facsimile number, or e-mail address identified in the applicable Sales Order (unless changed by one party and confirmed by the other party after the Sales Order has been executed), and to the attention of such other person(s) or officer(s) as either party may designate by written notice.

11.4 Assignment. PressRelease.com may assign this Agreement, or any of its interest herein, without the prior written consent of Customer.  Notwithstanding anything to the contrary herein, Customer may not assign this Agreement (whether through sale of assets, merger, or change of control) or any Sales Order without the prior written consent of PressRelease.com. This Agreement applies to and binds the permitted successors and assigns of the parties.

11.5 Force Majeure. Neither party will be in default or otherwise liable for any delay in or failure of its performance under this Agreement if such delay or failure arises by any reason beyond its reasonable control, including any act of God or the common enemy or earthquakes, floods, fires, epidemics, riots, or failures or delays in transportation or communications. The parties will promptly inform and consult with each other as to any of the above causes which in their judgment may or could be the cause of a delay in the performance of this Agreement.

11.6 Entire Agreement. This Agreement contains the entire agreement between the parties in relation to its subject matter and supersedes any prior arrangement, understanding, or agreements, whether written or oral, between the parties in relation to such subject matter. THE APPLICATION OF CUSTOMER’S GENERAL TERMS AND CONDITIONS IN ANY GENERAL VENDOR ACKNOWLEDGEMENT OR CUSTOMER’S OTHER GENERAL PURCHASING CONDITIONS ARE HEREBY EXPRESSLY EXCLUDED. The parties acknowledge that this Agreement has not been entered into wholly or partly in reliance on, nor has either party been given, any warranty, statement, promise or representation by the other or on its behalf other than as expressly set out in this Agreement. Each party agrees that the only rights and remedies available to it arising out of or in connection with any warranties, statements, promises or representations will be for breach of contract and irrevocably and unconditionally waives any right it may have to any claim, rights or remedies including any right to rescind this Agreement which it might otherwise have had in relation to them.

11.7 Variation. No changes in or additions to this Agreement will be recognized unless incorporated herein by amendment as provided herein and signed by duly authorized representatives of both parties.

11.8 Third Party Rights. A person who is not a party to this Agreement has no rights to enforce any provision of this Agreement.

11.9 Waiver. The rights and remedies of either party in respect of this Agreement shall not be diminished, waived, or extinguished by the granting of any indulgence, forbearance, or extension of time granted by that party to the other, nor by any failure of, or delays in ascertaining or exercising, any such rights or remedies. Any waiver of any breach of this Agreement shall be in writing. The waiver by either party of any breach of this Agreement shall not prevent the subsequent enforcement of that provision and shall not be deemed to be a waiver of any subsequent breach of that or any other provision.

11.10 Severability. In the event any provision of this Agreement is held to be unenforceable for any reason, the unenforceability thereof will not affect the remainder of this Agreement, which will remain in full force and effect and enforceable in accordance with its terms. With respect to any unenforceable provision, the parties shall negotiate in good faith to modify the provision to the extent necessary, to render such term or provision enforceable, and the rights and obligations of the parties will be construed and enforced accordingly, preserving to the fullest permissible extent the intent and agreements of the parties set forth herein.

11.11 Precedence. The following order of precedence will be followed in resolving any inconsistencies between the terms of this Agreement and the terms of any Sales Orders, exhibits, statements of work, or other documents: first, the terms contained in the body of this Agreement (which may give priority to Sales Orders for certain purposes); second, the terms of the Sales Orders; third, the terms of any statement of work or attachment under a Sales Order; and fourth, the terms of any other documents referenced in any of the foregoing.

11.12 Governing Law and Jurisdiction. This Agreement will be governed by the substantive laws of the State of North Carolina applicable to agreements made and wholly performed in North Carolina, without regard to the application of any conflicts of laws principles. Customer agrees that any claims, legal proceedings, disputes and/or litigation arising out of or in connection with this Agreement, will be brought solely in the federal or state courts located in the State of North Carolina, and the parties to this Agreement irrevocably consent to the exclusive personal jurisdiction of such courts. Customer HEREBY IRREVOCABLY AND UNCONDITIONALLY WAIVES ANY RIGHT IT MAY HAVE TO A JURY TRIAL.