Email address: [email protected] If to Referring Party: Email address: 11.3 Independent TheParties are independent contractors, and this Agreement does not create an agency, partnership or joint venture. The Referring Party is solely responsible for all of its Partners, employees and agents, including labor costs, compensation, and expenses therewith. 11.4 Other There are no third-party beneficiaries to this Agreement. Nothing in this Agreement will limit a Party’s ability to seek equitable relief. The respective rights and remedies of the Parties under this Agreement are cumulative. Failure to enforce any provision will not constitute a waiver. Any term found unenforceable will be interpreted to best accomplish the unenforceable term’s essential purpose. 11.5 Assignment Neither Party may assign or delegate its rights, duties or privileges hereunder without the prior written consent of the other Party; provided that RELAYTO may assign its rights or duties to a parent, affiliate or subsidiary or in connection with a merger or acquisition without consent. This Agreement inures to the benefit of, and is binding on, the permitted successors and assigns of each Party. 11.6 CompleteAgreement This Agreement reflects the Parties’ entire agreement relating to its subject and supersedes any prior or contemporaneous agreements on that subject. All amendments hereto must be executed by both Parties and expressly state that they are amending this Agreement. TheParties may execute this Agreement in counterparts, including fax, PDF and other electronic copies, which taken together will constitute one instrument. TheParties have executed this Agreement by their authorized officers. REFERRINGPARTY: By: Name: