RELATIONSHIP OF THE PARTIES
LUETGERT DEVELOPMENT and User are independent contractors. Nothing in this Agreement shall be construed to create any agency, partnership, joint venture, employer-employee or franchisor-franchisee relationship unless explicitly agreed to in writing by LUETGERT DEVELOPMENT .
CHANGES OR MODIFICATIONS
LUETGERT DEVELOPMENT reserves the right, at its sole discretion, to change, modify, add, remove or amend the existing terms and conditions of this Agreement in whole or in part at any time. Any such changes or amendments shall be effectively immediately upon being posted on the Site. The continued use by User of the Site will be deemed User’s express agreement to the amended or changed terms and conditions.
LUETGERT DEVELOPMENT may, but shall have no obligation to, add new functions or features to the Site or make new services available to User. LUETGERT DEVELOPMENT may terminate, change, suspend or discontinue any aspect of the Site, including the availability of or any features of the Site, at any time.
LUETGERT DEVELOPMENT may, in its sole discretion, terminate this Agreement at any time or upon a breach of this Agreement by User. Upon such termination, User shall immediately destroy any materials obtained from this Site and all copies thereof, whether made pursuant to the terms of this Agreement or otherwise.
User shall keep in confidence and shall not disclose to any third parties any non-public information that may be disclosed to User in connection with the use of the Site under this Agreement or otherwise. User shall not use the name of LUETGERT DEVELOPMENT or in any publicity release, advertising or otherwise without the prior written approval of LUETGERT DEVELOPMENT . This provision shall survive the termination of this Agreement.
User agrees that it will indemnify, defend and hold harmless LUETGERT DEVELOPMENT , from and against any and all liabilities, damages, losses, costs, and expenses, including reasonable attorney fees, arising out of, resulting from or in any way related to use by User of the Site or User’s breach of this Agreement.
Entirety of Agreement. This Agreement represents the entire understanding of the parties and cannot be amended except in writing signed by both parties. All prior discussions, understandings, negotiations, or agreements are merged herein. All prior oral or written agreements between the parties are hereby canceled.
Assignment. This Agreement may not be assigned by User without first obtaining the written approval of LUETGERT DEVELOPMENT .
Divisibility. If any provision of this Agreement is held by any court or arbitrator to be null and void or unenforceable for any reason, such determination shall not affect the remaining portions of this Agreement, which shall remain in full force and effect in accordance with its terms and conditions.
No Waiver. Any waiver of any provision, term or condition of this Agreement shall not be construed or deemed to be a waiver of any other such provision, term or condition of this Agreement, nor a waiver of a subsequent breach or the same provision or condition, unless such waiver is expressed in writing by LUETGERT DEVELOPMENT .
Survival of Covenants. The covenants and agreements contained in this Agreement are and shall be binding on, and shall inure to the benefit of, the Parties hereto and their officers, directors, shareholders, employees, successors and assigns. Further, all obligations arising prior to the termination or expiration of the Agreement allocating responsibility or liability between LUETGERT DEVELOPMENT and User shall survive the termination or expiration of this Agreement.
Headings. The paragraph headings set forth herein are for reference only and not to be considered a part of or a term or condition of this Agreement.