This Master Services Agreement (the “MSA”) and any applicable service order (each an “Order”), as may be amended or supplemented by a mutually executed Change Order, Statement of Work, or other Amendment (collectively the “Agreement”), is a legally binding agreement by and between Regal US, Inc. (“Company”, “us” or “we”), and the entity or person (“Client”, “you” or “your”) executing an applicable Order. This Agreement and the Product Addendums linked below and/or attached hereto, describe the terms and conditions under which you may access and use Company’s services and/or proprietary platform (collectively, the “Platform”). The “Effective Date” of this Agreement is the earlier of (a) the date on which Client first accesses or uses the Platform; (b) the date on which the Company and the Client execute an Order; or (c) where a click-through acceptance or acceptance check-box is provided within the Platform, by clicking or checking “I agree” (or similar acceptance language).
This Agreement enables an affiliate of Company (“Company Affiliate”) to provide services to Client or an affiliate of the Client (“Client Affiliate”) by entering into an Order (“Affiliate Order”). Each Affiliate Order entered into shall be governed by the terms of this Agreement and applicable Product Addendums. For each Affiliate Order, the Company Affiliate (if any) shall have all of the rights and obligations of “Company” and the Client Affiliate (if any) shall have all of the rights and obligations of “Client” as set forth in this Agreement. Company shall not be liable or otherwise responsible for any liability or obligation of any Company Affiliate under an Affiliate Order. For purposes of this Agreement, “Affiliate” means, with respect to a party, any entity that, directly or indirectly through one or more intermediaries, controls, is controlled by, or is under common control with, such party. For purposes of the foregoing definition, the “control” of an entity (and the correlative terms, “controlled by” and “under common control with”) means the direct or indirect ownership or control of 50% or more of the voting interests of such entity.
Company may modify this Agreement from time to time in accordance with Section 13 (Modifications) below. All exhibits or other documents attached hereto are hereby incorporated herein and made a part of this Agreement for all purposes as if fully set forth herein.