Terms and Conditions | Network

Resonance Research, LLC.

I. INTRODUCTION

Welcome to the world of Resonance. Congratulations on taking the first step in a journey that could very well change your life. Though simple, the road ahead will not necessarily be an easy one. Your success as an Resonance Distributor will be directly related to the quality of your relationship with your customers, sponsored Distributors and Resonance Research Company. A clear statement of our Policy & Terms (P&T) promotes harmony in these vital relationships and ensures that equality of opportunity and fairness is available to everyone who comes to the table.As an Independent Distributor, you agree to follow the spirit as well as the letter of the P&T. You will find that adhering to the P&T will assist you in providing quality and genuine service, which in turn will lead to greater success and rewards. The Company’s P&T constitutes part of the Independent Distributor Application and Agreement and they, when accepted by the Company, together with the Resonance Compensation Plan and any other document incorporated by reference, form the Agreement between the Independent Distributor and the Company. The purpose of the Agreement is to authorize an individual to be an Independent Distributor of the Company and set forth the respective duties, responsibilities and obligations of all parties. You confirm this agreement each and every time you receive Resonance bonus/commission payments or place a wholesale order. It is with great anticipation of your success that we present you this P&T and urge you to follow it closely and completely.

II. CODE OF CONDUCT

First and foremost, Resonance Technology is built on a foundation of integrity, edification and trust. Whether dealing with your customers, fellow Distributors or the Company, you should always give and expect to receive all of the above. All activities will be measured against the P&T. When combined with common sense and camaraderie, a powerful synergy will develop. Anything that detracts from this should be dealt with immediately, first through your upline organization, then to the Company if necessary. Destruction of this foundation will not be tolerated. Application to become an Independent Distributor of the Company requires that the applicant agree to conduct business according to the following Code of Conduct. This code ensures high standards of integrity and professionalism throughout the Company’s network of Independent Distributors and protects the Company’s overall business image.

III. COMPANY OBLIGATIONS

Distributors have a right to expect the Company to operate in accordance with the laws and practices that govern business in general as well as the network marketing industry in particular. The fiduciary relationship of trust between Distributors and the Company is fragile and the Company, as the primary steward of that relationship, has an obligation to be fair and equitable to all.

A) The Company will:

1) Conduct itself in an ethical and professional manner;
2) Process orders and ship products in a timely fashion;
3) Provide Distributors with the organization and volume information required to manage business activities;
4) Compensate Distributors in accordance with the approved compensation plan;
5) Comply with all laws governing the sale and distribution of products and the compensation of participants;
6) Administer its policy fairly, without prejudice or favor, to protect the interest of all Distributors;
7) Provide liability insurance on its products when used in accordance with the instructions on the label and marketed in accordance with the approved marketing plan.

B) The Company will not:

1) Guarantee success;
2) Provide any commissions/bonuses for the recruitment of others;
3) Tolerate Distributors pressuring prospects or downline into purchasing large quantities of inventory;
4) Allow misleading product claims to be made in any form;
5) Tolerate Distributors “stocking-up” on products merely to obtain commissions/bonuses;
6) Advise Distributors on meeting compensation qualifications;
7) Terminate Distributors without due process;
8) Represent that there is any substitute for hard work.

IV. DISTRIBUTOR OBLIGATIONS

A) Distributors will:

1) Conduct their business in an ethical and professional manner;
2) Make it clear that success in the Company’s compensation program is based on retail sales rather than recruiting;
3) Represent the compensation plan only as specified by the Company;
4) Comply with applicable consumer protection laws and regulations;
5) Provide bona fide training, motivation and support to Distributors in their organization.

B) Distributors will not:

1) Engage in deceptive, unlawful, or unethical business or recruiting practices (including cross sponsoring or recruiting);
2) Engage in high pressure selling or recruiting practices;
3) Make misleading sales claims or guarantees concerning the Company or its products;
4) Sponsor or enroll minors or persons who are not capable of making an informed decision;
5) Conduct business activities in countries other than those approved by the Company;
6) Disparage, demean, or make negative remarks about the Company, its Distributors, products, Compensation Plan, officers, directors, or employees;
7) Seek in any way to violate or circumvent Company policy, whether in spirit or deed.

V. DEFINITIONS

All Independent Distributors will better understand Company policy by understanding the basic terms commonly used in Company literature, the P&T and/or public presentations.

A) Active:

A Distributor is considered active when they generate 400 PV in personal product business volume in the current or previous calendar month.

B) Commissionable Volume (CV):

The assigned point value of each sold product upon which commissions are paid. Sales aids have no CV.

C) Compression:

For commission calculation purposes only. If a Distributor fails to qualify for non-Dual Team commissions by failing to meet the Personal Volume (PV) threshold published in the Resonance Compensation Plan, any Point Value (PV) generated by the Distributor will be compressed up (or added to the PV of his Placement Sponsor). Compression takes place on a monthly basis after rank qualifications have been determined.

D) Downline:

The organization of a Distributor, including those who are directly or indirectly sponsored by the Distributor and continuing down the lines of sponsorship through infinite levels.

E) Frontline:

Any first level Distributor, whether directly or indirectly sponsored.

F) Household:

Spouses/Significant others and dependents residing at the same address.

G) Identification:

A unique number assigned to Distributors and used for tracking sales and purchases and enrolling other Distributors into the organization. In the case of Retail Customers, the number is used to track their personal consumption purchases. Distributors and Retail Customers must refer to this number in all their correspondence and dealings with the Company.

H) Leg:

A dubble line of sponsorship starting with a Distributor, through their frontline and continuing down through infinite levels.

I) Business Report/Sales Recap Statement:

The accounting report provided by the Company which tracks Downline sales activities. This information is available on the Distributor’s back office at www.goresonance.com.

L) Paid Rank:

The actual pay-rank a Distributor qualifies for the Resonance Compensation Plan during a given commission period. This may or may not equal the pin (recognition) rank of the Distributor

M) Pin Rank:

For recognition purposes, the highest rank a Distributor ever achieves.

N) PersonalQualificationVolume(PQV):

The value associated with a product for rank advancement and qualification purposes only. This value is universal and not currency-dependent.

1) Personal Volume (PV): The PV generated directly by a given Distributor, including sales to Retail or personal customers.
2) Personal Group Volume (PGV): The aggregate PV of a Distributor and that of his/her entire downline organization.

O) Orphan:

An applicant without a Sponsor.

P) Distributor:

A person or legal entity currently authorized to purchase products, resell the products, sponsor other Distributors into the organization to do the same, and participate in the Resonance Compensation Plan.

Q) Retail Customer:

Consumers who purchase product for personal use on an occasional or regular basis, and do not participate in the Compensation Plan. Retail Customer orders are processed at the Suggested Retail Price. All Retail Customer Orders, contribute to the PV of the Distributor through whom the orders are placed. Retail Customers are not authorized to resell the product.

R) Personal Customer:

Consumers who purchase product for personal use on an occasional or regular basis directly from a Distributor, but do not participate in the Compensation Plan. Personal Customer orders are shipped or delivered directly by Resonance, who also handles all returns. Personal Customers are not authorized to resell the product.

S) Sponsor:

A Distributor who personally enrolls another individual as a Distributor.

T) Placement:

The Distributor directly under whom another Distributor is placed within the Dual-team organization. OR The position of a Distributor within the dual-team organizational tree.

U) Upline:

The line of Sponsors that links a Distributor to the Company and who, subject to qualifying sales, may earn commissions on that Distributor’s sales activities. Upline is based on Sponsorship or Placement.

VI. DISTRIBUTOR STATUS

Distributor Status does not constitute the sale of a franchise or distributorship. The only purchase requirement to become a Distributor is choose one of the 3 products proposed by Resonance, which includes the necessary information for conducting business in an efficient and ethical manner. A person will initially begin their distributorship status under individual status. A Distributor may only have interest in one distributor status.

A) Independent Status:

1) Distributors are independent contractors.
2) A Distributor’s decision to enter into this Agreement does not create, nor may the Distributor claim that they are, in any way, shape or form, parties to an employer/employee, agency, partnership, franchise, or joint venture relationship between the Company and the Distributor.
3) Distributors must abide by all laws, rules and regulations pertaining to the acquisition, receipt, holding, selling, distribution and advertising of Company products and income opportunity.
4) Distributors are solely responsible for declaration and payment of any taxes or fees associated with their independent Resonance business.
5) Distributors are solely responsible for supplying any equipment and tools necessary for operating their Resonance business, such as telephone, transportation, professional services, office equipment, office supplies, and general liability insurance.
6) Distributors are solely responsible for providing their own place of business and determine their own work hours.

B) Application Requirements:

1) Applicants must be at least 18 years old and authorized to work in their place of residence.
2) Applicants agree to abide by the official Company P&T and warrant that they understand the compensation requirements specified in the Resonance Compensation Plan.
3) An applicant that completes an application to become a Distributor with the Company agrees to receive any electronic communications from the Company include, but not limited to, electronic emails and text messages.
4) The Company is required by the law to ask an applicant for a personal tax identification number for income reporting purposes. Under its right of contract, the Company declines to grant a Distributor position to any unnumbered person or any person unwilling to provide a ID identification number (Social Security Number or Passport) on the Application. It is the sole responsibility of the applicant/Distributor to ensure that they are functioning within the scope of their presence in the Country.
5) The Company reserves the right to reject an application or immediately terminate any existing contract if it is determined that the identification number provided during enrollment is incorrect or invalid.
6) By reference, the terms on the Distributor Application and Agreement are incorporated herein and form part of this P&T.

C) Application Processing:

1) The Company reserves the right to accept or reject any applicant and is under no obligation to offer any reason for rejection.
2) The Sponsor and the applicant are solely responsible for the completion of the Independent Resonance Distributor Application and Agreement. The Company will reject incomplete or faulty applications, and is under no obligation to notify neither the applicant nor Sponsor of a rejection.
3) If an Application is submitted by Internet via an official Resonance Website, Replicating Website or Distributor Back Office, an original Application does not have to be submitted, unless requested by the Company.

D) Falsified Registration:

1) Submitting an Independent Resonance Application & Agreement on behalf of an individual without that individual’s permission and bona fide signature is illegal and strictly prohibited, as is submitting or encouraging someone to submit false or invalid information on an Application & Agreement. A person who submits false information on their Application & Agreement, or encourages someone to do so, will have his or her account terminated and will lose all rights to his or her Distributor status. Criminal and/or civil legal consequences may result.

E) IdentificationNumbers:

1) A unique Distributor Identification Number (ID) will be automatically issued upon enrollment and is to be used for enrolling other Distributors and ordering products.
2) Retail Customers will have a separate and distinguishable identification number to use when ordering products.
3) Distributor and Customer ID numbers must be referenced in all correspondence with the Company.

F) Multiple Distributor Entities:

1) An individual may be part of only one Distributor Entity, whether under his or her name or a business name.
2) A household (married or common-law spouses or other dependents residing at the same address) cannot maintain separate distributorships.
3) Individual rent-paying tenants, roommates, independent adult family members (i.e. not considered a dependent for income tax purposes, spouses excluded) are not considered part of the Distributor’s household and may be enrolled as separate Distributors, but must be personally enrolled by the original Distributor residing at that address.
4) If multiple accounts are found, the Company reserves the right to cancel the most recent account(s) without prior notification to the Distributor. Refunds will not be issued for starter kits purchased under subsequent accounts (including a spouse’s account). The Company reserves the right to decide whether or not to transfer to the original account any downline enrolled under subsequent accounts.
5) A Distributor who encourages downline to maintain multiple entities or who enrolls Distributors already enrolled under another Distributor (crossline recruiting), will face disciplinary action against their distributorship, up to involuntary cancellation of their account.

G) Distributor Status Duration:

1) The term of the Distributor Status is one year from the date an Application is accepted by the Company.
2) A Distributor shall remain eligible to renew their Distributor Status so long as he/she remains in compliance with the Company P&T and other rules and regulations. Distributors electing not to renew will be ineligible to reapply for a new position for six (6) months after removal from the system.
3) To remain in Active status, a Distributor must generate a minimum 200 PV in a single calendar month.
4) To be Eligible to be paid in the Company’s Compensation Plan, the Distributor must be in Active status and meet all monthly qualification requirements or subscription.
5) The Company reserves the right to remove Distributors from the system that are inactive for a consecutive twelve (12) month period, and any personally enrolled downline under their Distributor Status will remain under the Distributor’s Sponsor organization.

H) Change in Sponsor:

1) To protect the integrity of all marketing organizations and safeguard the efforts of all Representatives, the Company discourages and rarely authorizes changes in sponsorship.
2) Sponsor Changes. Distributors wishing to change sponsors have the option of canceling their current distributorship and remaining inactive for six (6) months before reapplying as a new distributor under the Sponsor of their choosing. The 6 month inactivity period begins upon receipt and acceptance by the Company of the canceling Distributor’s signed letter of cancellation.
3) Sponsor corrections must be submitted in writing by the Sponsor on record, and must meet all of the following criteria:

a) Submitted within 3 business days of the enrollment date.
b) Remain within the same line of sponsorship as the original Sponsor. Crossline changes will not be processed.
c) Include an updated, duly signed and dated Application & Agreement for the Distributor being transferred.

ci) Include signatures from all the affected parties. If placement is affected, the request must meet the two additional criteria:
cii) Remain within the same dual-team leg (right-to-left or left-to-right corrections will not be approved).
ciii) Agree that the moving Distributor to be placed in the first available open position at the bottom of the leg. e) Include US$25.00 non-refundable administrative fee, per request, for updating the corporate records.
civ) Upon acceptance by the Company, the new Sponsor of the transferred Distributor becomes permanent.
cv) Other sponsor change requests that do not fall within the scope of the sponsor corrections as described in sections 3 above must be accompanied by a non-refundable US$100.00 review fee. This non-refundable fee will apply even if the request is ultimately denied. The Company will not consider any changes submitted more than two (2) weeks from the enrollment date.
cvi) All sponsor changes are at the sole discretion and require the final approval of the Compliance Department, whose decision will take into account the overall good of the organization. All decisions are final. If the changes are approved, adjustments will not be processed for previously paid commissions/bonuses.

I) Dissolution of Marriage:

1) Should a marriage or common-law union dissolve, the parties must notify the Company in writing with details as to who will retain the Distributor position. The notification must contain the signatures of both parties.
2) Until said notification, commission payments and bonuses will be payable in accordance with the current Distributor Application & Agreement on file. Under no circumstances will the Company interfere in settlement disputes or split commission and bonus payments between divorcing spouses.
3) Once the dissolution is finalized, the second party may be entitled to enroll as a new Distributor under the Sponsor of his or her choice upon submission of a completed Application & Agreement, if he or she remains in good standing with the Company.

L) Beneficiaries:

1) Upon death or incapacity, the benefits of this Agreement shall inure to the Distributor’s heirs or successors in interest and the obligations and benefits of this P&T shall be binding upon the respective successors, upon completion of a new Distributor Application and Agreement.
2) In the event of death, the designated beneficiary shall provide the Company with a certified copy of the final will and testament (or probate decision in absence of a will), if any, along with a certified copy of the Death Certificate.
3) In the event of an extended probate, the legal representatives of the deceased Distributor should contact the Company to discuss how to proceed. In the absence of any instructions, all communications and payments will be made in accordance with the original Application.

M) Sponsoring Rights and Responsibilities:

1) Distributors have the right to sponsor others within authorized territories. Only Resonance will determine and announce which territories are authorized for Resonance business activity.
2) Sponsors must fulfill the obligation of performing bona fide supervisory and training functions in the marketing of products and program benefits.
3) Sponsors must not make any income claims or exaggerated claims of financial rewards during marketing presentation. The displaying of commission/bonus payments is considered an income claim and is prohibited.
4) At all times Sponsors must emphasize that success in the Company’s marketing program will vary from Distributor to Distributor and will depend on personal efforts, including, but not limited to skill and time invested in developing the business. Distributors are compensated solely for the sale of products sold by them and their downline organization. The mere act of sponsoring a new Distributor does not generate any compensation whatsoever.
5) The ultimate purpose of the Resonance business is the sale of products to end consumers; this must be emphasized in all opportunity presentations.
6) Sponsors will refrain from mentioning competitor brands in a negative, disparaging, or otherwise illegal manner, or to evaluate companies negatively or disparagingly.

N) New Market Development:

1) Distributors may not individually import, export or distribute products or business building tools in any country.
2) The Company has the sole responsibility of contacting and coordinating with government or legal agencies for the purpose of initiating the approval process to introduce Resonance products to any country. Notwithstanding the Distributor’s enthusiasm and good intentions, circumvention of this policy could have harmful effects on the Company’s ability to conduct business. Therefore, attempts to market in countries outside of Resonance’s official list of open countries will result in sanctions, up to and including immediate termination of the Distributor’s status.
3) Distributors understand that conducting any pre-launch activity in countries not officially open for Resonance business is against Company policy and may be illegal in some countries.

O) Voluntary Cancellation:

1) Distributors may cancel their Distributor status at any time with a signed and dated letter indicating their intent to discontinue their Status.
2) Any Downline organization affected by the resignation will remain under the Distributor’s Sponsor organization. Dual Team compression will apply in accordance to the Compensation Plan.
3) Once an account has been cancelled, the former Distributor may not re-apply for Distributor Status, either as an individual or part of an entity, for six (6) months from the date of cancellation, provided he or she was in good standing at the time of voluntary cancellation.
4) Cancelled accounts will not be reinstated to their original placement position or rank under any circumstance

P) Involuntary Termination:

1) The Company may terminate a Distributor immediately and without notice if any provision of the Agreement, including any amendments that have been made by the Company in its sole discretion, is violated.
2) Any Downline organization affected by the termination will remain under the Distributor’s Sponsor organization. Dual Team compression will apply in accordance to the Compensation Plan.
3) Cancellation shall become effective on the date on which written notice is mailed, faxed, or emailed to the Distributor’s last known address (physical or electronic), or when the Distributor receives actual notice of cancellation, whichever occurs first.

VII. COMPANY PRODUCTS & SERVICES

A) Distributor-Company Employee Relations:

1) In order to protect the rights of Distributors and Resonance employees alike, all calls may be recorded for training and compliance purposes.
2) Company employees are trained to be courteous and professional in all contact with Distributors and the public. (a)Should a Distributor ever receive less than respectful treatment from Company personnel, they should document the situation and forward it to the Compliance Department for immediate review.
3) Distributors are expected to extend these same courtesies when dealing with corporate staff, via telephone, Internet, or in person. (a)Company employees are not expected to endure abusive behavior from Distributors; in the event an employee feels that this is occurring, they are instructed to politely end the conversation, document the incident, and report it to a supervisor. (b)Documentation will be forwarded to the appropriate executive officer for review. (c)In severe circumstances, offending Distributors may be subject to immediate suspension or termination of their account.
4) Distributors wishing to acknowledge exceptional service from an employee are encouraged to write letters of appreciation to be added to the employee’s file. The Company discourages Distributors from giving gifts to individual employees.
5) To avoid any conflict of interests, Distributors may not solicit or sponsor Company employees into any program. Such attempts may be viewed as hostile and may result in termination of the Distributor and/or the employee.

B) Shipping and Handling:

1) The Company will ship hardware product orders to the street address specified by the Distributor or Customer, all softawre applications products it can be downloaded from your back office immediately after payment of the same.
2) Distributors are solely responsible for notifying the Company, in writing, of any change in their address. If delivery is unsuccessful due to outdated or incomplete address information, or if the Distributor refuses the shipment, the original shipping charges will be recovered from the Distributor and additional charges will be levied for reshipping the product.
3) Orders received and posted Monday through Friday, over the weekend, or on a holiday, will normally be shipped the following business day.
4) The Company has no minimum order restrictions, although minimum shipping charges may apply.
5) Shipping charges are subject to market variables, so Distributors should consult their backoffice for freight updates.
6) Each non-hardware products can be downloaded from the back office after registration and successful payment confirmed by Resonance.
7) The Company has product liability insurance, which covers claims arising from the use of the products in accordance with the label.
8) Product tampering, is strictly forbidden by state, provincial, and federal laws, and completely nullifies the liability insurance.
8) Distributors who tamper with products become personally liable and are subject to immediate termination, as well as criminal and/or civil legal consequences.
9) The Company does not release copies of its insurance certificates or policies.
10) Distributors may wish to contact their insurance agent to arrange insurance coverage for their business property. The protection of business property may be frequently accomplished with a simple “Business Pursuit” endorsement attached to your present home owner’s policy.

VIII. COMPENSATION

The Resonance Compensation Plan is based on a Network Marketing system of person-to- person distribution and direct sales to end consumers. Distributors are compensated for the products sold and distributed through their sales and marketing organizations. By reference, the Resonance Compensation Plan is incorporated into this P&T.

A) Qualifications&Payments:

1) To qualify for bonuses, commissions, rank advancements and incentives, Distributors must be Active and in compliance with the Agreement.
2) As long as the Distributor complies with the terms of the Agreement, the Company shall pay commissions/bonuses to such Distributor in accordance with the Resonance Compensation Plan.
3) The Company recommends that all Distributors service at least three to five retail customers each qualification period.
4) Commissions/bonuses are not paid on the purchase of any promotional business material such as sales aids.
5) Distributors receive bonuses and commissions based on the actual sales of products to end consumers.
6) Instant commission/bonus are paid via Company’s established mode of payment on PayPortal payment account.
7) If a Distributor finds any commission/bonus discrepancies, these must be reported to the Commissions Department within 15 days of receipt of the commissions/bonus payments for adjustments to be made.
8) In drawing down on any commission/bonus or payments, the Distributor reaffirms his or her commitment to abide by this P&T, as may be amended from time to time.
9) Under no circumstances will the Company split commission and bonus payments between divorcing spouses or members of dissolving entities.

B) Commission/Bonus Payment Fees:

1) Monthly subscription covering withholding tax, currency conversions, general account and organizational tree maintenance may be deducted from the Distributor’s commission/bonus payments.
2) The Company may debit or place a hold on any commission/ bonus payments for any amount owed it by the Distributor.
3) When a product is returned to the Company for a refund, the Company, at its discretion may, in the month in which the product is returned, and continuing each pay period thereafter until the bonuses or commissions are recovered:

(a) Deduct any bonuses and commissions attributable to the returned or repurchased products from the Distributor(s) who received the bonuses and commissions on the sales of said products.
(b) Deduct the corresponding points from the Personal or Group Volume of the Distributor who earned commissions/bonuses based on the sale of the returned products.

IX. RESTRICTIONS

The Company has a fiduciary obligation to protect and safeguard Distributors who have placed their trust and confidence in the Company mission and management. In conducting their business, Distributors should endeavor to promote the reputation of the products and services of the Company, and refrain from all conduct that might be harmful and inconsistent with the greater public interest of Resonance. By reference, any compliance updates distributed by the Company are automatically incorporated into this Agreement.

A) Representations: Distributors...

1) shall truthfully and fairly represent the Company, its products, and programs in discussions with current or prospective Distributors.
2) may not enter into a contract or transaction on behalf of the Company or represent themselves as employees, agents or preferred vendors of the Company.
3) may not make any claims as to any therapeutic or curative properties of the Company’s products. The Company’s products are not intended to diagnose, treat, cure, mitigate, or prevent any disease and should never be offered as such.
4) shall not suggest any diagnosis, prognosis, evaluation, treatment, description, management or remedy of illness, ailment or disease.
5) may not make any false, unreasonable, misleading, or intentionally misrepresentative income projections to prospective or current Distributors.
6) shall stress that success in the Company’s marketing program will vary from Distributor to Distributor and will depend on personal efforts, including, but not limited to skill and time invested in developing the business.
7) may not claim that the Company’s plan or product portfolio has been approved or endorsed by any governmental agency.
8) are fully responsible for any verbal or written statements they make regarding the Company, its products, services, and opportunity, which are not in compliance with the current, official Company sales support material.

B) Advertising:

1) Resonance compensates its Distributors for marketing products person to person. This may be done in a by-appointment environment where personal services are provided (e.g.: barbershops, salons, real estate offices, and health clubs)
2) Retail Establishments: Company products cannot be sold, marketed or distributed at any retail location, including but not limited to stores, markets, restaurants, bakeries, chain convenience stores, big box retailers, etc.
3) Swapmeets, Flea Markets, Bazaars, Vending Carts: Company products cannot be sold, displayed, or distributed at swapmeets, flea markets, bazaars, vending carts, or similar venues. 4)Fairs, Expos, Tradeshows: The booth displays, advertisement or promotion of Company products, services or business opportunity at fairs, trade shows, open-air markets or any similar events, requires prior written approval from the Company. Requests must be made a minimum of 30 days prior to the event and before any contracts are signed with the venue.
5) To protect person to person marketing efforts, the Company retains the discretion to restrict its products from being sold at any location which it does not deem acceptable.
6) Exterior Signs or Window Displays: Exterior signs or window displays advertising the Company or its products will not be permitted at any non-corporate location.
7) Promotional Items: Except for pre-approved promotional items that may be available for sale by the Company, no Distributor or business entity may use Company trademarks, logos, or designs on any independently produced promotional items (e.g: vehicle decals/magnets/clings, key chains, hats, shirts, mugs, business cards, banners, stickers, stationary, etc.).
8) Use of Company Trademarks: Distributors may not use, reproduce or disseminate the Company trade name, logo or any trademark or service mark except those found in literature published and made available by the Company. This includes, but is not limited to, using the term “Resonance” (or any derivative or confusingly similar variation thereof that may confuse someone into believing that they are dealing with the Company), the corporate logo, and all marks or slogans designating products or services offered by the Company.
9) All Distributor material should display the phrase “Resonance Independent Distributor” in a prominent position, using the same (or larger) font size (min 14 point), color, and type as the surrounding text, and must be submitted for approval by the Company prior to production. 10)Distributors agree to avoid any references or website links to any third party literature for the purpose of verifying or stressing any medicinal or therapeutic effects of any Company product or its components. By reference, these third party claims become direct claims without proper validation.
11) Distributors must avoid any false appeals to authorities (e.g.: deities, doctors, nurses, therapists, scientists, officers of the company, etc.) when presenting the Company’s products or opportunity.
12) Distributors may not charge any for-profit fee for any services, trainings, literature, materials, websites, memberships, or other Company-related material.
13) To avoid a conflict of interest, Distributors will not sell, display, or advertise the Company’s products in conjunction with similar non-Company products in any physical or electronic retail sites, displays, or advertisements.
14) The Company prohibits Distributors from promoting another company’s products along with the Company’s products on any physical or electronic retail sites, displays, or advertisements. (Competitor is defined as another biofrequency company).
15) It is strictly prohibited for Distributors to advertise or display Resonance’s products below the suggested retail price published by the Company in any advertising material, whether in print, electronic, or other.
16) All advertisement approval requests must be submitted along with a hardcopy copy of the proposed material, prior to the material being published or distributed. These advertisements include, but are not limited to: literature, audio or video tapes, emails, displays, vehicle signs, bulletin boards, websites, internet communications, telephone messages, print ads, merchandise, etc. Any approved material is for personal use and distribution within the Distributor’s personal downline only.
17) Mass-media marketing is not authorized and any requests for such projects will be denied. Examples of this type of marketing include radio and television appearances or infomercials or commercials, billboards and/or online feeds.
18) Distributors may not produce for sale or distribution any recorded Company events and/or speeches without written permission from Resonance. Nor may Distributors reproduce for sale or for personal use any recording of Company-produced audio or video tape presentations. 19)The Company retains the right, at its sole discretion, to request the immediate removal of any and all noncompliant or offensive material used by Distributors to promote the Company’s products or opportunity.
20) Violation of any of the above restrictions may result in instant suspension and/or termination pending an investigation.
21) Distributors must utilize only authorized distribution channels to build their marketing organizations.

C) Internet Advertising:

1) All general advertising policies apply to internet/electronic advertising, including posts on any social media sites (e.g.: Facebook, Twitter, MySpace, Linkedin) or opinion sites (e.g: blogs, Yelp, etc.)
2) Distributors will not promote or sell Company products in any electronic or physical auction or sale sites (including, but not limited to e.g.: eBay, Craigslist,Yahoo, etc.). To protect person to person marketing efforts, the Company retains the discretion to restrict its products from being promoted or sold on any electronic site which it does not deem acceptable.
3) Domain names intended for use in marketing the Company’s products or opportunity must be submitted for approval prior to purchase.
4) Distributors are not allowed to use the trade name “Resonance” or any Company trademark (or any derivative or confusingly similar variation thereof that may confuse someone into believing that they are dealing with the Company) as part of their email address, domain name, online ads, business name, username(s) and/or contract details. At their own expense, Distributors agree to transfer to the Company any domain names that violate this policy.
5) Under no circumstance can an independently created website be presented as an official site of the company.
6) The Company offers replicated retail websites on the Internet with pre-approved text and photos for Distributors to manage their retail customers and enroll new Distributors. Enrollment pages or shopping carts independent of those on the Company-issued replicated websites will not be authorized for promoting Company products or opportunity.
7) Distributors may create their own websites independent of the websites available from the Company, provided these have been approved by the Company. To initiate the personal website approval process, please contact the Compliance Department for instructions and the current required legal fee requirements.

(a) Once the request for approval is received, the Distributor agrees that any changes to the site in the future must be submitted to and authorized in writing by the Company.

(b) Distributors are responsible for keeping their independent site current, including product, promotion, event and marketing information.

(c) Any approved websites are authorized for personal use only. Distributors cannot supply other Distributors with independently-created replicated websites.

8) Violation of any of the above restrictions will result in instant suspension and/or termination pending the removal of the offending material and/or an investigation.

D) Spamming:

1) The Company maintains a zero-tolerance policy regarding any spamming activity by Distributors. Spamming is the sending of electronic or other messages in an attempt to force information upon others who have not specifically expressed a desire or granted an approval to receive said information, regardless of whether or not a signature is included in the message.
2) Unsolicited Email: Resonance does not permit Distributors to send unsolicited commercial emails unless such strictly comply with applicable laws and regulations, and they have been approved by the Company prior to distribution. Any email sent by a Distributor that promotes Resonance, the Resonance opportunity, or Resonance products and services must comply with the following:
(a) There must be a notice in the email that advises the recipient that he or she may reply to the email, via the functioning return email address, to request that future email solicitations or correspondence not be sent to him or her (a functioning “opt-out” notice). There must be a functioning return email address to the sender.
(b) The email must include the Distributor’s physical mailing address.
(c) The email must clearly and conspicuously disclose that the message is an advertisement or solicitation.
(d) The use of deceptive subject lines and/or false header information is prohibited.
(e) All opt-out requests, whether received by email or regular mail, must be honored. If a Distributor receives an opt-out request from a recipient of an email, the Distributor must forward the opt-out request to the Company.
(f) The Company may periodically send commercial emails on behalf of Distributors. By entering into the Distributor Agreement, Distributor agrees that the Company may send such emails and that the Distributor’s physical and email addresses will be included in such emails as outlined above. Distributors shall honor opt-out requests.
3) Automatic Dialing and Unsolicited Faxes:
(a) Except as provided in this section, Distributors may not use or transmit unsolicited faxes or use an automatic telephone dialing system relative to the operation of their Resonance businesses.
(b) The term “automatic telephone dialing system” means equipment, which has the capacity to:
(a) store or produce telephone numbers to be called, using a random or sequential number generator; and
(b) to dial such numbers.
(c) The terms “unsolicited faxes” means the transmission via telephone facsimile of any material or information advertising or promoting Resonance, its products, its compensation plan or any other aspect of the Company which is transmitted to any person, except that these terms do not include a fax: (a) to any person with that person’s prior express invitation or permission; or (b) to any person with whom the Distributor has an established business or personal relationship.
(d) The term “established business or personal relationship” means a prior or existing relationship formed by a voluntary two way communication between a Distributor and a person, on the basis of: (a) an inquiry, application, purchase or transaction by the person regarding products offered by such Distributor; or (b) a personal or familial relationship, which relationship has not been previously terminated by either party.
4) Telemarketing Techniques:
Distributors must not engage in telemarketing in the operation of their Resonance Business. The term “telemarketing” means the placing of one or more telephone calls to an individual or entity to induce the purchase of an Resonance product or service, or to recruit them for the Resonance opportunity. Every Country has laws that restrict telemarketing practices and Distributors are responsible for observing these laws. “Cold calls” made to prospective customers or Distributors that promote either Company products or services or opportunity constitutes telemarketing and is prohibited.

E) Media Inquiries:

1) It is the Company’s policy that spokespersons from the corporate office handle all media inquiries (whether radio, television or print).
2) Distributors must not attempt to respond to media inquiries regarding the Company, its products, or their Independent Resonance business, and agree to immediately refer all media inquiries to the Company at [email protected].

X. DISCIPLINARY MEASURES

A)All of the policies in this P&T, which includes the Independent Distributor Application & Agreement, the Resonance Compensation Plan, and any other agreements incorporated by reference, and entered into by and between the Company and the Distributors, are material terms to the agreement between the Company and the Distributors. Any violation of the terms and conditions entered into by and between the Company and the Distributors or the P&T or any illegal, fraudulent, deceptive or unethical business conduct by a Distributor may result, at the Company’s discretion, in one or more of the following corrective measures:

1) Issuance of a written warning;
2) Imposition of a fine to be withheld from future commission or bonus payments;
3) Reassignment of all or part of their marketing organization;
4) Suspension of their Independent Distributor agreement;(a)Suspension means that, pending investigation and/or final decision, the Distributor will not be able to conduct any Company business until such time that the suspension has been lifted (No commission/bonus payments and no communication with his/her downline or upline). Any Distributor found conducting Company business during a suspension will have their distributorship immediately terminated with the Company.
5) Termination of their Independent Distributor Agreement (Distributor forfeits all outstanding commission/bonus payments and rights to any downline organization); and
6) Any other measure expressly stated within the policies set forth in the P&T

XI. FOREIGN TRANSLATIONS

From time to time, the Company may make available foreign language translations of product description, marketing, sales and policy materials. If discrepancies are found in wording, meaning, or interpretation between the English and foreign language translation, the English version will always prevail.

XII. PRIVACY STATEMENT

A) The Company maintains a firm commitment to privacy and does everything possible to protect the security of those Distributors and Customers who choose to do business with Resonance. The Company has security measures in place to protect against loss, misuse, and alteration of the confidential Distributor or Customer information we collect and manage. The Company uses industry-recognized leaders in secure server and encryption technology to protect the transactions of Distributors and Customers, and takes the necessary precautions to protect against identity theft or credit card fraud, including the verification of Distributor or Customer information with each transaction. The Company will never sell the information it collects or use it to promote non-Company-related products or services.

B) Distributors acknowledge that they will receive or have access to Personal Information. Distributors will hold such information separate and apart from any other information used or held by Distributor and, undertakes to the Company, that it will collect, use and/or disclose Personal Information only for the purposes authorized by the Company with respect to the use and/or disclosure of Personal Information. Distributor shall comply at all times with applicable Privacy Legislation and Distributor shall promptly advise the Company of any breach or suspect of breach of security protecting and Personal Information.

XIII. INDEMNITY

Each Distributor shall hold the Company harmless for any claims, damages, or liabilities arising from the Distributor’s misrepresentation, negligence or failure to follow the P&T. This provision will survive the cancellation of the Agreement.

XIV. STATUTORY PRECEDENCE

The Company’s P&T is subject to the prevailing territorial, provincial, or federal laws governing our industry. These laws take precedence over any item included herein.

XV. PROGRAM MODIFICATIONS

In order to maintain a viable business and to comply with governing laws and economic conditions, the Company has the sole right and discretion to modify its compensation plan, product line, pricing, terms or P&T. Such modifications shall be immediately binding upon notice to Distributors. Updates shall be posted in the Distributor’s back office. A hardcopy will be made available at the Distributor’s written request. Distributors agree to abide by any such modifications.

XVI. NON-WAIVER PROVISION

Failure by the Company to exercise any rights to the provisions stated in this P&T, Resonance Compensation Plan, Distributor Application & Agreement, or any other document referenced herein, shall not constitute a waiver of the Company’s right to demand exact compliance therewith. Waiver of this right by the Company can only be made effective by an authorized officer of the Company in writing

XVII. POLICY ENFORCEMENT

If any provision of the P&T is found to be invalid, illegal or unenforceable for any reason, the Company may amend or delete that provision. The amendment or deletion of any clause or provision, will not affect the remaining clauses and provisions, which will remain in full force and effect.

XVIII. ARBITRATION

A) Both the Distributor and the Company hereby agree that their relationship is governed by this P&T. Any claim, dispute or other difference shall be exclusively resolved under provisions of the arbitration legislation for the time being in force in USA California. Distributors waive their right to obtain relief from a court. All arbitration proceedings shall be held in the city of Carpinteria, California with only the parties and their legal representatives present thereat.

B) Each party to the arbitration shall be responsible for its own costs and expenses of arbitration, including legal and filing fees. The decision of the arbitrator shall be final and binding on the parties and, if necessary, be reduced to a judgment in any court of competent jurisdiction. Nothing in this Agreement shall prevent the Company from applying to and obtaining from any court having jurisdiction, a writ of attachment, an injunction, or other relief available to safeguard and protect the Company’s interest prior to, during, or following the filing of any arbitration or other proceeding or pending the rendition of a decision or award in connection with any arbitration or other proceeding. This agreement to arbitration shall survive any termination or expiration of the Agreement.

XIX. GOVERNING LAW, JURISDICTION & VENUE

The parties consent to the non-exclusive jurisdiction of the High Court of California for purposes of enforcing an award by an arbitrator or any other matter not subject to arbitration.

XX. CONTACT INFORMATION

Terms and Conditions | Technology

Resonance Research, LLC.

Software License Agreement

PLEASE READ THIS SOFTWARE LICENSE AGREEMENT ("LICENSE") CAREFULLY BEFORE USING THE RESONANCE SOFTWARE.

Resonance is licensing the Resonance its proprietary bio-field libraries and individual frequencies (also referred to below as “Resonance Software”) to you, for your use as a study participant in the Resonance Research Initiative. In the following paragraphs we ask that you do not: copy, reverse engineer or otherwise use the Resonance Research Initiative Software inconsistent with the Informed Consent or this license. We will use your Resonance Research Initiative information as described in the Informed Consent. Resonance Research Initiative Software is provided AS-IS and Resonance does not guarantee that the Resonance Software will function properly at all times. In the event you are injured as a result of your participation in the study, appropriate compensation will be provided towards your care.

Although confidential in nature, Resonance reserves any and all rights to mine and collect data, based on your user-experience and treatment history. For more information on how this data is collected, please visit our Cookies Page

NOTWITHSTANDING ANYTHING BELOW, THE LANGUAGE IN THIS LICENSE AGREEMENT SHALL NOT BE CONSTRUED TO LIMIT ANY LIABILITY BASED ON ALLEGATIONS OF NEGLIGENCE ARISING FROM YOUR PARTICIPATION IN THE RESONANCE RESEARCH INITIATIVE.

BY USING THE RESONANCE SOFTWARE, YOU ARE AGREEING TO BE BOUND BY THE TERMS OF THIS LICENSE. IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENSE, DO NOT INSTALL AND/OR USE THE SOFTWARE.

1. General.

A. The Resonance Software, and any third party software, documentation, interfaces, content, fonts and any data accompanying this License whether in read only memory, on any other media or in any other form (collectively the "Resonance Software") are licensed, not sold, to you by Resonance Research, LLC. ("Resonance") for use only under the terms of this License. Resonance and/or Resonance’s licensors retain ownership of the Resonance Software itself and reserve all rights not expressly granted to you.

B. Resonance, at its discretion, may make available future upgrades or updates to the Resonance Software for your compatible smart devices. The Resonance Software upgrades and updates, if any, may not necessarily include all existing Resonance Software features or new features that Resonance releases for newer or other models Resonance devices. The terms of this License will govern any Resonance Software upgrades or updates provided by Resonance to the original Resonance Software product, unless such upgrade or update is accompanied by a separate license in which case you agree that the terms of that license will govern such upgrade or update.

2. Permitted License Uses and Restrictions.

A. License. Subject to the terms and conditions of this License and as set forth in the Resonance Terms and Conditions (https://www.goesonance.com/terms-of-service), you are granted a limited, non-transferable, non- exclusive license to install and use the Resonance Software on any compatible Resonance-branded devices that you own or control. You may not distribute or make the Resonance Software available over a network where it could be used by multiple devices at the same time. You may not rent, lease, lend, sell, redistribute or sublicense the Resonance Software.

B. System Requirements. Resonance Software is supported only on Resonance-branded or affiliate branded hardware that meets specified system requirements as indicated by Resonance.

C. Content and Digital Materials. Title and intellectual property rights in and to any content displayed by or accessed through the Resonance Software belong to the respective content owner. Such content may be protected by copyright or other intellectual property laws and treaties, and may be subject to terms of use of the third party providing such content. Except as otherwise provided in this License, (i) this License does not grant you any rights to use such content nor does it guarantee that such content will continue to be available to you and (ii) you may not use, extract or distribute, commercially or otherwise, on a standalone basis, any photographs, images, graphics, artwork, audio, video or similar assets (“Digital Materials”) contained within, or provided as a part of, the Resonance Software, or otherwise use the Digital Materials outside the context of its intended use as part of the Resonance Software.

D. No Reverse Engineering. You may not, and you agree not to or enable others to, copy (except as expressly permitted by this License or by the Terms & Conditions if they are applicable to you), decompile, reverse engineer, disassemble, attempt to derive the source code of, decrypt, modify, or create derivative works of the Resonance Software or any services provided by the Resonance Software, or any part thereof (except as and only to the extent any foregoing restriction is prohibited by applicable law or to the extent as may be permitted by the licensing terms governing use of open-sourced components included with the Resonance Software).

E. Compliance with Laws. You agree to use the Resonance Software and the Services (as defined in Section 4 below) in compliance with all applicable laws, including local laws of the country or region in which you reside or in which you download or use the Resonance Software and Services.

F. Third Party Software. Resonance may provide access to certain third party software or services as a convenience. To the extent that the Resonance Software contains or provides access to any third party software or services, Resonance has no express or implied obligation to provide any technical or other support for such third party software or services. Please contact the appropriate third party software vendor, manufacturer or service provider directly for technical support and customer service related to its software, service and/or products.

G. Automatic Updates. If you choose to allow automatic app updates on your smart device, your device will periodically check with Resonance for updates and upgrades to the Resonance Software and, if an update or upgrade is available, the update or upgrade will automatically download and install onto your device and, if applicable, your peripheral devices. You can turn off the automatic app updates altogether at any time by changing the automatic app updates settings found within Settings of your device.

3. Consent to Use of Data.

At all times your information will be treated in accordance with the separate Resonance Research Initiative Informed Consent, which a study participant will sign to be in the Resonance Research Initiative, and Resonance’s Privacy Policy for the Resonance App, which can be viewed at: https://www.goresonance.com/terms-of-service

4. Services and Third Party Materials.

A. General. The Resonance Software may enable access to Resonance’s equipment and frequency library store, App Store, Maps and other Resonance and third party services and web sites (collectively and individually, "Services"). Such Service may not be available in all languages or in all countries. Use of these Services requires Internet access and use of certain Services may require an either and Resonance of Google ID, may require you to accept additional terms and may be subject to additional fees. By using the Resonance Software in connection with an Resonance Store account, Resonance Member ID or other Resonance Service, you agree to the applicable terms of service for that Service, such as the latest Resonance Media Services Terms and Conditions which you may access and review at https://www.goresonance.com/terms-of-service

B. If you choose to use the cloud-based services through the Resonance Software, such use is subject to the the respective cloud providers Terms and Conditions and Resonance’s Privacy Policy available at https://www.goresonance.com/terms-of-service

C. You understand that by using any of the Services, you may encounter content that may be deemed offensive, indecent, or objectionable, which content may or may not be identified as having explicit language. Nevertheless, you agree to use the Services at your sole risk and that Resonance shall have no liability to you for content that may be found to be offensive, indecent, or objectionable.

D. Certain Services may display, include or make available content, data, information, applications or materials from third parties (“Third Party Materials”) or provide links to certain third party web sites. By using the Services, you acknowledge and agree that Resonance is not responsible for examining or evaluating the content, accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect of such Third Party Materials or web sites. Resonance, its officers, affiliates and subsidiaries do not warrant or endorse and do not assume and will not have any liability or responsibility to you or any other person for any third-party Services, Third Party Materials or web sites, or for any other materials, products, or services of third parties. Third Party Materials and links to other web sites are provided solely as a convenience to you.

E. As part of the Resonance Research Initiative, you will be asked to provide information, and you must provide accurate information for the study. Also, using the Resonance Research Equipment and Software in the study may give you access to other Resonance Services (as explained above, in 4A). As described below, Resonance has rules if you opt to use those Services, which are separate from and not necessary to the study. To the extent that you upload any content through the use of the Services, you represent that you own all rights in, or have authorization or are otherwise legally permitted to upload, such content and that such content does not violate any terms of service applicable to the Services. You agree that the Services contain proprietary content, information and material, including but not limited to any Digital Materials, that is owned by Resonance, the site owner and/or their licensors, and is protected by applicable intellectual property and other laws, including but not limited to copyright. You agree that you will not use such proprietary content, information or materials other than for permitted use of the Services or in any manner that is inconsistent with the terms of this License or that infringes any intellectual property rights of a third party or Resonance. No portion of the Services may be reproduced in any form or by any means. You agree not to modify, rent, lease, loan, sell, distribute, or create derivative works based on the Services, in any manner, and you shall not exploit the Services in any unauthorized way whatsoever, including but not limited to, using the Services to transmit any computer viruses, worms, trojan horses or other malware, or by trespass or burdening network capacity. You further agree not to use the Services in any manner to harass, abuse, stalk, threaten, defame or otherwise infringe or violate the rights of any other party, and that Resonance is not in any way responsible for any such use by you, nor for any harassing, threatening, defamatory, offensive, infringing or illegal messages or transmissions that you may receive as a result of using any of the Services.

F. In addition, Services and Third Party Materials that may be accessed, linked to or displayed through the Resonance Software are not available in all languages or in all countries or regions. Resonance makes no representation that such Services and Third Party Materials are appropriate or available for use in any particular location. To the extent you choose to use or access such Services and Third Party Materials, you do so at your own initiative and are responsible for compliance with any applicable laws, including but not limited to applicable local laws and privacy and data collection laws. Resonance and its licensors reserve the right to change, suspend, remove, or disable access to any Services at any time without notice. In no event will Resonance be liable for the removal of or disabling of access to any such Services. Resonance may also impose limits on the use of or access to certain Services, in any case and without notice or liability.

5. Termination.

This License is effective until terminated. Except as otherwise stated in the Informed Consent, your rights under this License will terminate automatically or otherwise cease to be effective without notice from Resonance if you fail to comply with any term(s) of this License. Upon the termination of this License, you shall cease all use of the Resonance Software and destroy all copies, full or partial, of the Resonance Software. Sections 3, 4, 5, 6, 7, 8, 10 and 11 of this License shall survive any such termination.

6. Disclaimer of Warranties.

A. If you are a customer who is a consumer (someone, including a study participant, who uses the Resonance Software outside of your trade, business or profession), you may have legal rights in your country of residence which would prohibit the following limitations from applying to you, and where prohibited they will not apply to you. To find out more about consumer rights, you should contact a local consumer advice organization.

B. FOR PURPOSES OF THIS RESEARCH STUDY AND AS SET FORTH IN THE STUDY INFORMED CONSENT FORM, YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT, TO THE EXTENT PERMITTED BY APPLICABLE LAW, USE OF THE RESONANCE SOFTWARE AND ANY SERVICES

PERFORMED BY OR ACCESSED THROUGH THE RESONANCE SOFTWARE IS AT YOUR RISK.

C. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE RESONANCE SOFTWARE AND SERVICES ARE PROVIDED "AS IS" AND “AS AVAILABLE”, WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND, AND RESONANCE AND RESONANCE'S LICENSORS (COLLECTIVELY REFERRED TO AS "RESONANCE" FOR THE PURPOSES OF SECTIONS 6 AND 7) HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH RESPECT TO THE RESONANCE SOFTWARE AND SERVICES, EITHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND/OR CONDITIONS OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, QUIET ENJOYMENT, AND NON-INFRINGEMENT OF THIRD PARTY RIGHTS.

D. RESONANCE DOES NOT WARRANT AGAINST INTERFERENCE WITH YOUR ENJOYMENT OF THE RESONANCE SOFTWARE AND SERVICES, THAT THE FUNCTIONS CONTAINED IN, OR SERVICES PERFORMED OR PROVIDED BY, THE RESONANCE SOFTWARE WILL MEET YOUR REQUIREMENTS, THAT THE OPERATION OF THE RESONANCE SOFTWARE OR SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT ANY SERVICES WILL CONTINUE TO BE MADE AVAILABLE, THAT THE RESONANCE SOFTWARE OR SERVICES WILL BE CORRECTED, OR THAT THE RESONANCE SOFTWARE WILL BE COMPATIBLE OR WORK WITH ANY THIRD PARTY SOFTWARE, APPLICATIONS OR THIRD PARTY SERVICES. INSTALLATION OF THIS RESONANCE SOFTWARE MAY AFFECT THE AVAILABILITY AND USABILITY OF THIRD PARTY SOFTWARE, APPLICATIONS OR THIRD PARTY SERVICES, AS WELL AS RESONANCE PRODUCTS AND SERVICES.

E. CAUTION – THE RESONANCE SOFTWARE IS AN INVESTIGATIONAL DEVICE, LIMITED BY FEDERAL (OR UNITED STATES) LAW TO INVESTIGATIONAL USE. YOU FURTHER ACKNOWLEDGE THAT THE RESONANCE SOFTWARE AND SERVICES ARE NOT INTENDED OR SUITABLE FOR USE IN SITUATIONS OR ENVIRONMENTS WHERE THE FAILURE OR TIME DELAYS OF, OR ERRORS OR INACCURACIES IN THE CONTENT, DATA OR INFORMATION PROVIDED BY, THE RESONANCE SOFTWARE OR SERVICES COULD LEAD TO DEATH, PERSONAL INJURY, OR SEVERE PHYSICAL OR ENVIRONMENTAL DAMAGE, INCLUDING WITHOUT LIMITATION THE OPERATION OF NUCLEAR FACILITIES, AIRCRAFT NAVIGATION OR COMMUNICATION SYSTEMS, AIR TRAFFIC CONTROL, LIFE SUPPORT OR WEAPONS SYSTEMS.

F. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY RESONANCE OR AN RESONANCE AUTHORIZED REPRESENTATIVE SHALL CREATE A WARRANTY. SHOULD THE RESONANCE SOFTWARE OR SERVICES PROVE DEFECTIVE, YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES OR LIMITATIONS ON APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO THE ABOVE EXCLUSION AND LIMITATIONS MAY NOT APPLY TO YOU.

7. Limitation of Liability.

TO THE EXTENT NOT PROHIBITED BY APPLICABLE LAW, IN NO EVENT SHALL RESONANCE BE LIABLE FOR PERSONAL INJURY, OR ANY INCIDENTAL, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, CORRUPTION OR LOSS OF DATA, FAILURE TO TRANSMIT OR RECEIVE ANY DATA, ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE THE RESONANCE SOFTWARE AND SERVICES OR ANY THIRD PARTY SOFTWARE OR APPLICATIONS IN CONJUNCTION WITH THE RESONANCE SOFTWARE, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT OR OTHERWISE) AND EVEN IF RESONANCE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR PERSONAL INJURY, OR OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION MAY NOT APPLY TO YOU.

Except as otherwise set forth above and in the Informed Consent, in no event shall Resonance's total liability to you for all damages (other than as may be required by applicable law in cases involving personal injury) exceed the amount of fifty dollars ($50.00). The foregoing limitations will apply even if the above stated remedy fails of its essential purpose.

8. Export Control.

You may not use or otherwise export or re-export the Resonance Software except as authorized by United States law and the laws of the jurisdiction(s) in which the Resonance Software was obtained. In particular, but without limitation, the Resonance Software may not be exported or re-exported (a) into any U.S. embargoed countries or (b) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Department of Commerce Denied Person’s List or Entity List or any other restricted party lists. By using the Resonance Software, you represent and warrant that you are not located in any such country or on any such list. You also agree that you will not use the Resonance Software for any purposes prohibited by United States law, including, without limitation, the development, design, manufacture or production of missiles, nuclear, chemical or biological weapons.

9. Controlling Law and Severability.

This License will be governed by and construed in accordance with the laws of the State of California, excluding its conflict of law principles. This License shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded. If for any reason a court of competent jurisdiction finds any provision, or portion thereof, to be unenforceable, the remainder of this License shall continue in full force and effect.

10. Complete Agreement; Governing Language.

This License constitutes the entire agreement between you and Resonance relating to the Resonance Software, and supersedes all prior or contemporaneous understandings regarding such subject matter. No amendment to or modification of this License will be binding unless in writing and signed by Resonance.

THE SOFTWARE IS PROVIDED "AS IS", WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. IN NO EVENT SHALL THE AUTHORS OR COPYRIGHT HOLDERS BE LIABLE FOR ANY CLAIM, DAMAGES OR OTHER LIABILITY, WHETHER IN AN ACTION OF CONTRACT, TORT OR OTHERWISE, ARISING FROM, OUT OF OR IN CONNECTION WITH THE SOFTWARE OR THE USE OR OTHER DEALINGS IN THE SOFTWARE.