If a provision of this agreement proves unenforceable or invalidated, that provision is limited or removed to the minimum necessary to ensure that, otherwise, the agreement remains fully in force and remains effective and applicable. This agreement can only be ceded, transferable or under-licensed by the Customer with Onna`s prior written agreement. This agreement is the complete and exclusive declaration of mutual understanding between the parties and replaces and removes all prior written and oral agreements, communications and other agreements relating to the purpose of this agreement and that all exceptions and amendments must be signed in writing by both parties. This agreement and any modification of the purchase order or order can be signed in counter-parts, each considered original, but each representing the same instrument. The parties hereafter accept the use of electronic signatures, if any, and agree that an electronic signature or fax or digitized e-mail is considered binding and as the identical written signature for all purposes of this Agreement. The titles used in this agreement are merely simple and are not taken into account in the interpretation or interpretation of this agreement. This agreement does not create an agency, partnership, joint venture or employment, and the client has no power to hire Onna in any capacity. The waiver of one of the parties to an offence or delay under a provision of this agreement is not effective unless it cannot be interpreted in writing and should not be construed as a waiver of an offence or subsequent delay under the same or other provision of this agreement, nor a delay or omission on the part of the parties to exercise or use a right or remedy that they may have or may have. This agreement is governed by the laws of the State of New York, regardless of their conflict with the laws/regulations. The contract, including these client conditions and, if applicable, all referenced pages and order forms, constitutes the entire agreement between the parties and replaces all prior and concomitant agreements, proposals or assurances, written or orally, with respect to their purpose.
Without limitation of the above, the contract replaces the terms of an electronically accepted online agreement by the authorized customer or user. However, in the event of a conflict or inconsistency between the provisions of these conditions and other documents or pages indicated in these client conditions, the following hierarchy applies: (1) the terms of an order form (if it exists), (2) the parts of the personalized supplement applicable to the client (if any), the client`s conditions and (4) all other documents or pages that are returned under the client`s terms. Notwithstanding the contrary language, no conditions specified in a customer order, a supplier boarding process or a web portal or any other customer-order document (except order forms) will be included or included in any part of the contract, and all these conditions are null and void. The customer gives us the right to use the company name and customer logo as a reference for marketing or advertising purposes on our website and in other public or private communications with our existing or potential customers, subject to the standard customer branding policies provided to us from time to time.