a) Neither this Hosting Agreement nor any statement of work issued pursuant hereto may be assigned by Customer without the prior express written consent of Evolution Inc.
b) This Hosting Agreement neither constitutes either party as the agent or legal representative of the other nor creates a partnership or joint venture under any statement of work. Evolution Inc. shall provide ShoutCMS Services and deliverables as an independent contractor.
c) No term or provision of this Hosting Agreement or a signed statement of work shall be deemed waived by either party, and no breach excused by either party, unless the waiver or consent shall be in writing signed by the party granting such waiver or consent. If any provision of a statement of work or this Hosting Agreement is held to be invalid or unenforceable, the remaining provisions will remain in full force and effect.
d) Nothing in this Hosting Agreement shall give either party the right to use the trademark(s) of the other party without that party’s prior written consent.
e) Time shall be of the essence.
f) Either in whole or in part, without the prior consent of Customer, Evolution Inc. may assign its rights and obligations under this Agreement to a third party in connection with a merger, consolidation, or sale of all or substantially all of Evolution Inc.'s assets or other corporate reorganization.
g) Any agreement, arising from the business relationships between Evolution Inc. and Customer, will be governed by and construed in accordance with the laws of the Province of Alberta, Canada, without reference to its conflicts of laws principles. Customer agrees that any litigation or arbitration between the parties will take place in Alberta, Canada, and consents to personal jurisdiction and venue in that Province.