IBT Online Customer Terms of Service
Effective: April 2026 | Supersedes all prior versions
Legal Stuff, for our customers.
The IBT Online Customer Terms of Service help to serve, and protect our customers. We asked our customers “What are your legal concerns for the IBT Online programs?”, the feedback prioritized “ownership”, and “confidentiality”. We aim to keep our Customer Terms of Service as readable, and as simple as possible, but in some cases for legal reasons, the language is necessarily “legalese”. Our Customer Terms of Service address our customers concerns, as advised and drawn up by our legal counsel, for you in 8 sections:
- In section 1. DEFINITIONS are listed to ensure a common understanding.
- Sections 2. SERVICES, 3. FEES AND EXPENSES, 4. TERM AND TERMINATION we add more detail to the proposals for clarification.
- Ownership. See section 5. PROPRIETARY RIGHTS.
- Confidentiality. See section 6. CONFIDENTIALITY.
- Finally sections 7. DISCLAIMERS AND LIABILITY, and 8. MISCELLANEOUS we bring together articles respecting the wide range of laws and regulations related to this sector, industry and business.
Please read these customer terms of service carefully
We at IBT Online LLC. are committed to our customers business development interests, as detailed in the “Proposal(s)” to grow their exports, sales, brands, and businesses. That necessarily includes providing a legal framework for both parties.
Our IBT Online “Customer Terms of Service” is a contract that together with the IBT Online “Proposal(s)” govern our legal and commercial relations.
The “Customer Terms of Service” contain the core legal and commercial terms, that apply to you “Proposal(s)”, these include Definitions, Use of Services, Fees and Expenses, Term and Termination, Customer Data, Intellectual Property, Confidentiality, Publicity, Indemnification, Disclaimers and Liability, and Miscellaneous.
The “Proposal” is the IBT Online approved form created following our discussions, wherein you the customer desire to engage IBT Online as a supplier to provide, and IBT Online desires to provide to you the customer, a variety of IBT Online services, as detailed in the “Proposals(s), subject to the Customer Terms of Service set forth herein.
The “Proposal(s)” contains all the details about your purchase, including the Benefits, the Statement of Work, the Budget, Invoice and Payment, and Customer Terms of Service informational link. By signing the “Proposal(s)”, the customer agrees to the “Customer Terms of Service” and the “Proposal(s)”.
You’ll find your “Proposal(s) in the Documents section of your IBT Online Teamwork Project Management portal.
IBT Online’s delivery of Services is informed by our AI Policy, which governs our internal standards for the responsible, ethical, and effective use of artificial intelligence tools. Our AI Policy is available at ibt.onl/ai-policy/ and is incorporated into this Agreement by reference.
The “Customer Terms of Service” contain the core legal and commercial terms, that apply to you “Proposal(s)”, these include:
BY SIGNING THE “PROPOSAL(S)”, YOU ARE UNCONDITIONALLY CONSENTING TO BE BOUND BY AND ARE BECOMING A PARTY TO THE TERMS OF THIS CUSTOMER TERMS OF SERVICE AGREEMENT. IF YOU ARE ACCESSING THE SERVICES ON BEHALF OF YOUR EMPLOYER OR ANOTHER ENTITY, YOU REPRESENT AND WARRANT THAT YOU HAVE THE AUTHORITY TO AGREE TO THESE TERMS ON ITS BEHALF. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THESE TERMS AND CONDITIONS, YOU MUST NOT ACCEPT THIS AGREEMENT AND MAY NOT USE THE SERVICES.
Master Terms
- Definitions
- Services
- Fees and Expenses
- Term and Termination
- Proprietary Rights
- Confidentiality
- Disclaimers and Liability
- Miscellaneous
1. Definitions
“Agreement” or “Customer Terms of Service” means this Terms of Service and all materials referred or linked to in here.
“Confidential Information” means all confidential information disclosed by one of us (“Discloser”) to the other of us (“Recipient”), whether orally or in writing, that is designated as confidential.
“Customer Content” means all materials that you provide or post, upload, input or submit for public display including but not limited to text, software, scripts, graphics, photos, sounds, music, videos, audiovisual combinations, interactive features and other materials that may be viewed on, accessed through, or contributed to the Services.
“Customer Data” means all registration information and other transaction data (including data from End Users) collected, processed and retained by us in connection with providing the Services to you.
“Customer Material” means Customer Content and Customer Data.
“End Users” means individuals (who may be your customers) who use and access the Service.
“IBT Online Program” means one of various types of Services we can perform for you, defined and selected in an Proposal.
“Proposal” means a proposal selected and accepted by us providing for use to provide the services described therein, and which refers to this Agreement as the underlying terms.
“SEM and SMM providers” mean search engine marketing (“SEM”), and social media marketing (“SMM”) providers, and may include, but are not limited to: Amazon, Facebook, LinkedIn, Instagram, Google, Yahoo, MSN/Bing, Yelp, Twitter, Pinterest, Twitter, YouTube, Baidu, ebay, WeChat, TikTok, Snap Chat, Youku, and other websites and apps.
“Teamwork Project Management” or “Teamwork” means our IBT Online Teamwork Projects project management platform for collaboration.
“Third Party Service Provider” means a third-party consultants, contractors, subcontractors, or affiliates we engage to provide any Services or deliverables to you in connection with the Services
“Services” means website localization, online marketing, website management, and other related online management services, defined in the Proposal(s).
“We”, “us”, “our” or “IBT Online” means IBT Online LLC, a Delaware limited liability company, except “both of us” or similar wording means IBT Online and Customer and “either of us” or similar wording means either IBT Online or Customer.
“You”, “your” or “Customer” means the entity receiving the Services, and as identified in the IBT Online Program.
“AI Tools” means any generative artificial intelligence software, large language model, or automated content generation platform used by IBT Online in the delivery of Services, as governed by the IBT Online AI Policy.
“AI-Assisted Deliverable” means any content, output, translation, analysis, or creative work in which AI Tools have played a material role in generation, drafting, or optimization, and which has been reviewed by IBT Online personnel prior to delivery to Customer.
“AI Policy” means the IBT Online AI Policy, as updated from time to time, available at ibt.onl/ai-policy/.
2. Services
2.1 Services. Subject to all terms and conditions of this Agreement, we will use commercially reasonable efforts to provide the Services, as detailed in an Proposal. We may purchase, hire, or otherwise employ the goods or services of Third Party Services Providers in connection with the Services.
2.2 Our Responsibilities. To realize the full value of the Services, we will provide resources that include a project manager, a web designer, a content manager, a marketing manager, and other qualified personnel made available as, and when so required. We will deploy the Teamwork Project Management system to ensure the collaborative management of the Services.
2.3 Use of AI Tools. We may use AI Tools in the delivery of Services, including for content drafting, translation support, SEO/GEO optimization, research, and analysis. All AI-Assisted Deliverables are reviewed by IBT Online personnel prior to delivery. Our use of AI Tools is governed by our AI Policy. By entering into this Agreement, Customer acknowledges and consents to this use of AI Tools as part of the Services.
2.4 Customer Responsibilities. To realize the full value of the Services, your participation and effort are needed. Resources that may be required from you include a project manager, a content creator, a technical resource, and a marketing manager. We may require you to provide Customer Content including website site maps, content, keywords, brand guidelines, graphics, setting of a content creation calendar, creating blog posts, social media content, Calls-To-Action (CTAs), downloads, emails, nurturing content, and other materials. We may require your personnel to participate in planning of marketing programs; providing top level internal goals; attending regular success review meetings; and other sales and marketing meetings.
2.5 AI Input Materials. Customer acknowledges that materials, data, and content it provides to IBT Online may be used as inputs into AI Tools in the course of delivering the Services. Customer warrants that any materials it supplies are accurate, lawful, and do not contain information that Customer is legally or contractually prohibited from sharing with a third-party service provider.
2.6 Support. We will provide technical support to you twenty-four (24) hours a day, three-hundred-sixty-five (365) days a year, except for US public holidays. Support is provided solely via your Teamwork Project Management login and our helpdesk which can be reached by https://clients.ibt.onl/support/#/tickets/new.
2.7 External Resources. The Services may integrate with, utilize or be based on third-party resources (“External Resources”) including, without limitation, SEM and SMM providers and those companies and services listed under “Technologies We Work With to Deliver Your IBT Online Programs” at ibt.onl (examples currently include such companies as AWS, Google, YouTube, HubSpot and the like). Similarly, we may, from time to time, inform you of additional External Resources that can be used by you in connection with the Service, and you may opt to use these or other third-party services in connection with the Service. We may have no control over External Resources. Your use (or our use on your behalf) of any External Resources in connection with the Service or otherwise, are based solely on the terms (including terms, conditions, representations and/or warranties) provided by such External Resources. We make no representation or warranty with regard to any External Resources, even if the provider is selected or recommended by us, and we shall not be responsible to you or any other person in any manner for any such External Resources. We expressly disclaim any responsibility for any inaccuracy in any information or other materials contained in any External Resources and any defective products or services provided by, or advertised on, any External Resources, or the fact that use of External Resources may result in access to and use of Customer Content, Customer Data and other information you provide us or is provided to us by third parties. You acknowledge and agree that we are not liable for any loss or damage which may be incurred by you as a result of the availability (or lack of availability) of those External Resources, or as a result of your reliance on the completeness, accuracy or existence of any advertising, products or other materials on, or available from or through any External Resource. We do not, unless otherwise expressly set forth in writing, provide maintenance or support for External Resources.
3. Fees and Expenses
3.1 Fees. In compensation for the provision of the Services, you will pay us the fees as detailed in the Proposal sections related to Budget, Invoice and Payment.
3.2 Expenses. In order for us to manage your SEM, and SMM paid advertising campaigns you will either pay such amounts directly or pay us in advance as per the “Proposal(s)”, sections per Budget, Invoice and Payment.
3.3 Taxes. All prices are exclusive of taxes, which we will charge as applicable. You agree to pay any taxes applicable to your use of the Services. You shall have no liability for any taxes based upon our gross revenues or net income.
3.4 Invoice Disputes. You will notify us in writing of any dispute with an invoice (along with substantiating documentation and a detailed description of the dispute) within 30 days from the date of such invoice. You will be deemed to not dispute all invoices for which we have not received the 30-day notification of dispute, and you will pay all undisputed invoices. We agree we will seek to resolve all such disputes expeditiously and in good faith.
3.5 Late Payments. You will pay interest on all late payments, calculated daily and compounded monthly, at the lesser of the rate of 12% per annum or the highest rate permissible under applicable law. You will also reimburse us for all reasonable costs incurred in collecting any late payments, including, and without limitation, attorneys’ fees.
4. Term and Termination
4.1 Term. The term of this Agreement, and of each Proposal hereunder, commences on the Commencement Date and continues for the Duration, both as specified in the applicable Proposal.
4.2 Termination and Non-Renewal. Either party may terminate or elect not to renew a Proposal by providing written notice to the other party in accordance with the notice period specified in that Proposal. Notice must be delivered by email with confirmed receipt, as set forth in Section 8.9.
4.3 Effect of Expiration or Termination. Expiration or termination of any Proposal or of this Agreement does not affect any rights or obligations incurred by either party prior to such expiration or termination, including any outstanding payment obligations. Provisions of this Agreement that by their nature should survive termination shall do so, including Sections 5 (Proprietary Rights), 6 (Confidentiality), 7 (Disclaimers and Liability), and 8 (Miscellaneous). Upon expiration or termination of this Agreement for any reason, each of us, will not be liable to the other for any damage of any kind (whether direct or indirect) incurred by the other by reason of the expiration or earlier termination of this Agreement. Termination of this Agreement will not constitute a waiver of any of either of our rights, remedies, or defenses under this Agreement, at law, in equity or otherwise.
5. Proprietary Rights
5.1 Ownership. All of the IBT Online marketing materials (including websites and communications collateral) we create for you will be owned by you upon payment to us.
5.2 Your License to Us. We do not claim ownership of Customer Material; however you grant us a world-wide, royalty free, non-exclusive, assignable, fully sub-licensable, license to use, distribute, reproduce, modify, adapt, edit, publish, translate, perform and display Customer Material for the purpose of our performance of Services for you hereunder, including without limitation to use, store and maintain your website(s) on our servers and publish your website(s) on the Internet for the purpose of providing the Services to you. With respect to the use by us or Third Party Service Providers of Customer Material you additionally agree grant to us and to the Third Party Service Provider: (a) a nonexclusive license to: (i) use Customer Material as required to provide Services to you (including Services performed by third service providers), and internally analyze, enhance or improve the performance of Services (including Services performed by third service providers), which may include the creation of Aggregated Data; (ii) disclose the items of Customer Material to subcontractors (including their affiliates) for the sole purpose of providing the Services to you (including Services performed by third service providers) you (or for other activities expressly permitted under this Agreement) and assisting Third Party Service Provider and us in the performance of obligations under this Agreement; and (iii) disclose Customer Material as required by law or the operation of the intended operation of the Services. “Aggregated Data” means any aggregate information, analysis, rule, projection, statistic or similar summary or conclusion that we have obtained through processing or analysis of any Customer Material (but excluding the original Customer Material). You obtain no ownership right, title or interest from us in or to Aggregated Data, but we do not restrict your right to use Aggregated Data we provide to you. You acknowledge that you are responsible for all the content on your website including content you or anyone else puts on your website(s) and ensuring that all the necessary consent and licenses have been obtained. You represent and warrant to us that you have the authority to grant the above rights regarding Customer Material and that no such material supplied to by you to us or a Third Party Service Provider: (a) infringes any intellectual property right or privacy right; (b) violates any law or regulation; or (c) is defamatory, obscene, harmful to minors or pornographic.
5.3 Indemnification. You agree to defend, indemnify and hold us harmless from and against all allegations, claims, actions, suits, demands, damages, liabilities, obligations, losses, settlements, judgments, costs and expenses (including without limitation attorneys’ fees and costs) which arise out of or are related to (a) any use or disclosure of Customer Content in connection with the provision of Services (such claims may include but are not limited to claims for invasion of privacy, defamation, patent, trademark, copyright or other intellectual property claims), (b) any requirement to comply (or failure to comply) with any legal, regulatory or similar requirement or investigation, (c) any third-party claim against us from your failure to comply with any of your obligations under relevant applicable data protection laws or (d) websites, and online marketing and the like that you have asked us to develop or implement. (e) any claim, loss, or liability arising from materials, data, or instructions provided by Customer that: (i) infringe third-party intellectual property rights; (ii) constitute information Customer was not authorized to share; or (iii) directed IBT Online to produce content that is false, misleading, or non-compliant with applicable law – where such materials or instructions were used in connection with AI Tool-assisted deliverables.
5.4 Ownership of AI-Assisted Deliverables. Subject to full payment of all Fees, we assign to Customer all right, title, and interest in AI-Assisted Deliverables to the extent such deliverables are capable of protection under applicable intellectual property law. Customer acknowledges that copyright in AI-Assisted Deliverables, where it subsists, derives from the human creative contribution of IBT Online personnel in the selection, editing, and approval of AI outputs.
5.5 IP Review by Customer. We apply reasonable awareness in reviewing AI-Assisted Deliverables for recognizable third-party IP conflicts prior to delivery, consistent with our AI Policy. Customer is responsible for conducting its own intellectual property review of AI-Assisted Deliverables prior to commercial exploitation, particularly for trademark-sensitive or regulated markets.
5.6 Customer IP Warranties for AI Inputs. Customer warrants that materials it supplies for use as AI Tool inputs do not infringe any third-party intellectual property rights, and that Customer has authority to provide such materials to IBT Online for use in connection with the Services.
6. Confidentiality
6.1 Confidential Information includes all information concerning: a Discloser’s customers and potential customers, past, present or proposed products, marketing, sales, and business development plans, and the terms and conditions of this Agreement. Confidential Information doesn’t include any information that (i) is or becomes generally known to the public without breach of any obligation owed to the Discloser, (ii) was known to the Recipient prior to its disclosure by the Discloser without breach of any obligation owed to the Discloser, (iii) is received from a third party without breach of any obligation owed to the Discloser, or (iv) was independently developed by the Recipient.
6.2 The Recipient will: (i) protect the confidentiality of the Confidential Information of the Discloser using the same degree of care that it uses to protect the confidentiality of its own confidential information of like kind, but in no event less than reasonable care, (ii) not use any Confidential Information of the Discloser for any purpose outside the scope of this Agreement, (iii) not disclose Confidential Information of the Discloser to any third party (except those Third Party Service Providers used by us to provide some or all elements of the Services), and (iv) limit access to Confidential Information of the Discloser to those of its and its affiliates’ employees, contractors and agents who need such access for purposes consistent with this Agreement and who have signed confidentiality agreements with the Recipient containing protections no less stringent than those herein.
6.3 The Recipient may disclose Confidential Information of the Discloser if required to do so under any federal, state, or local law, statute, rule or regulation, subpoena or legal process; provided, however, that (i) the Recipient will provide the Discloser with prompt notice of any request that it disclose Confidential Information, sufficient to allow the Discloser to object to the request and/or seek an appropriate protective order or, if such notice is prohibited by law, the Recipient will disclose the minimum amount of Confidential Information required to be disclosed under the applicable legal mandate; and (ii) in no event will the Recipient disclose Confidential Information to a third party other than a government agency except under a valid order from a court having jurisdiction requiring the specific disclosure.
6.4 Use of Customer Data in AI Tools. As part of delivering the Services, we may input Customer Content and related materials into AI Tools. We will use Customer Content in AI Tools only within the scope of the authorized engagement and in accordance with our AI Policy. We apply the same standard of confidentiality to Customer Content processed by AI Tools as applies to all Confidential Information under this Agreement. Customer hereby authorizes this use as a condition of receiving the Services.
7. Disclaimers and Liability
7.1 (a) Disclaimer of Warranties. TO THE EXTENT PERMITTED BY LAW, THE SERVICES ARE PROVIDED “AS IS” WITHOUT WARRANTY OR CONDITION OF ANY KIND. WE DISCLAIM ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, WITH REGARD TO THE SERVICES, INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. (b) AI-Specific Disclaimer. Customer acknowledges that AI-Assisted Deliverables are subject to inherent limitations of generative AI technology, including the potential for factual inaccuracies, cultural misinterpretation, or outputs that do not precisely reflect Customer’s intended meaning. We apply reasonable review processes consistent with our AI Policy, but disclaim any warranty that AI-Assisted Deliverables will be free from such limitations. Customer is responsible for final review and approval of all AI-Assisted Deliverables before publication or commercial use.
7.2 No Indirect Damages. TO THE EXTENT PERMITTED BY LAW, IN NO EVENT WILL WE BE LIABLE FOR ANY INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR LOSS OF PROFITS, REVENUE, DATA OR BUSINESS OPPORTUNITIES ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER AN ACTION IS IN CONTRACT OR TORT AND REGARDLESS OF THE THEORY OF LIABILITY.
7.3 Limitation of Liability. EXCEPT FOR YOUR LIABILITY FOR PAYMENT OF FEES, YOUR LIABILITY ARISING FROM YOUR OBLIGATIONS UNDER THE ‘INDEMNIFICATION’ SECTION, AND YOUR LIABILITY FOR VIOLATION OF OUR INTELLECTUAL PROPERTY RIGHTS, IF, NOTWITHSTANDING THE OTHER TERMS OF THIS AGREEMENT, EITHER PARTY OR ITS AFFILIATES IS DETERMINED TO HAVE ANY LIABILITY TO THE OTHER PARTY, ITS AFFILIATES OR ANY THIRD PARTY, THE PARTIES AGREE THAT THE AGGREGATE LIABILITY OF A PARTY AND ITS AFFILIATES WILL BE LIMITED TO A SUM EQUAL TO THE TOTAL AMOUNTS PAID OR PAYABLE FOR THE SERVICE IN THE TWELVE MONTH PERIOD PRECEDING THE EVENT GIVING RISE TO A CLAIM.
7.4 Actions Permitted. Except for actions for non-payment or breach of proprietary rights, no action, regardless of form, arising out of or relating to this Agreement may be brought by either of us more than one (1) year after the cause of action has accrued.
8. Miscellaneous
8.1 Acceptance of Agreement by an Organization. If you are entering into this Agreement on behalf of a company or other organization, you must have the authority to bind your company or organization to this Agreement and commit funds on its behalf. Titles that typically carry that authority include, without limitation: Chairman, Principal, President, Officer, Vice President, Director, Controller, Finance Manager or Purchasing Manager. In any case, if you are entering into this Agreement on behalf of a company or other organization, you represent that you have the authority to bind it to this Agreement and commit funds on its behalf, and the terms “you” and “your” will refer to that company or organization.
8.2 Entire Agreement. This Agreement, together with the Proposal(s) and the IBT Online AI Policy (available at ibt.onl/ai-policy/), constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, whether written or oral.
8.3 Modifications. We may modify any part or all of the Agreement by notice to you. If you do not agree with a modification to the Agreement, you must notify us in writing within thirty (30) days after we send notice of the revision. If you give us this notice, and if we can no longer reasonably provide the Services to you under the terms prior to modification (for example, if the modifications are required by law or result from general service changes), then the Agreement and/or affected Proposal will terminate upon our notice to you and we will promptly refund any prepaid but unused fees covering use of the Services after termination.
8.4 Waiver. No delay in exercising any right or remedy or failure to object will be a waiver of such right or remedy or any other right or remedy. A waiver on one occasion will not be a waiver of any right or remedy on any future occasion.
8.5 Publicity. You grant us the right to identify you as a customer of IBT Online, including the use of your company name and logo on our customer list, website, and marketing materials. You further grant us the right to reference, describe, and showcase the work completed under any Proposal – including results, programs, and outcomes – for our own marketing and promotional purposes, including but not limited to case studies, proposals, presentations, award submissions, social media, and digital content. We will exercise this right with reasonable discretion and will not disclose information you have designated as confidential under Section 6 of this Agreement. You may withdraw this consent at any time by written notice to us.
8.6 Force Majeure. Neither of us will be responsible for failure or delay of performance if caused by an act of war, hostility, or sabotage; act of God; electrical, internet, or telecommunication outage that is not caused by the obligated party; government restrictions; or other event outside the reasonable control of the obligated party. Each of us will use reasonable efforts to mitigate the effect of a force majeure event.
8.7 Relationship of the Parties. Nothing in this Agreement creates any agency, joint venture, partnership, or other form of joint enterprise, employment, or fiduciary relationship between both of us. We are an independent contractor pursuant to this Agreement. Neither of us has any express or implied right or authority to assume or create any obligations on behalf of or in the name of the other or to bind the other to any contract, agreement, or undertaking with any third party.
8.8 Severability. If any part of this Agreement or an Proposal is determined to be invalid or unenforceable by applicable law, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of this Agreement will continue in effect.
8.9 Notices. To either of us, will be sent to the contacts at the contact addresses, as set forth in the Proposal, and will be deemed delivered as of the date of actual receipt. We may give electronic notices to you by email to your e-mail address(es) on record in our account information for you. We may give notice to you by telephone calls to the telephone numbers on record in our account information for you.
8.10 Assignment. You will not assign or transfer this Agreement without our prior written consent, except that you may assign this Agreement to a successor by reason of merger, reorganization, sale of all or substantially all of your assets, change of control or operation of law, provided such successor is not a competitor of ours. We may assign this Agreement in the event of merger, reorganization, sale of all or substantially all of our assets, change of control or operation of law.
8.11 No Third Party Beneficiaries. Nothing in this Agreement, express or implied, is intended to or will confer upon any third party person or entity any right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.
8.12 Applicable Law; Jurisdiction. This Agreement and all matters relating hereto are governed by, and construed in accordance with, the laws of the Commonwealth of Massachusetts, without regard to the conflict of laws provisions of the Commonwealth. This Agreement is a contract for the provision of services and not a contract for the sale of goods. The provisions of the Uniform Commercial Code (UCC), the Uniform Computer Information Transaction Act (UCITA), or any substantially similar legislation as may be enacted, will not apply to this Agreement. If you are located outside of the territory of the United States, the parties agree that the United Nations Convention on Contracts for the International Sale of Goods will not govern this Agreement or the rights and obligations of the parties under this Agreement. Any legal suit, action, or proceeding relating to this Agreement must be instituted in the federal or state courts located in Suffolk County, Massachusetts. Each of us irrevocably submits to the exclusive jurisdiction of such courts in any such suit, action, or proceeding.
Last Updated: April 2026