a. The arrangements set forth herein between the parties are non-exclusive, including, by way of example and not limitation, the right of OANDA to distribute OANDA Exchange Rates or any part or component thereof to third parties.
b. Each party agrees to execute, acknowledge, file and record such further documents, and do such further acts and things as may be required hereunder or as shall be reasonably necessary to carry out the intent and purposes of this Agreement.
c. This Agreement constitutes a valid and binding obligation of each of the parties, enforceable in accordance with its terms, except as enforcement may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting creditors’ rights generally and except as may be limited by the exercise of judicial discretion in applying principles of equity.
d. This Agreement shall be construed in accordance with the laws of the State of New York, without reference to the conflict of laws provisions thereof.
e. This Agreement constitutes the complete understanding and agreement of the parties with respect to the subject matter hereof, and supersedes all prior communications with respect thereto.
f. Except as otherwise expressly set forth herein, this Agreement may not be modified, amended or in any way altered or waived by either party, except in writing signed by both parties.
g. Any consent by any party to, or waiver of, a breach by the other, whether express or implied, shall not constitute consent to, waiver of, or excuse for any other different or subsequent breach. This Agreement may be executed in counterparts, all of which together shall be deemed one and the same Agreement.
h. Subscriber hereby agrees to permit OANDA or any of its affiliates or subsidiaries to contact Subscriber for marketing, promotional or other notifications.
i. Any notice, request, demand or other communication required or permitted hereunder shall be sufficiently given only if in writing and only if delivered by hand or sent by registered mail (or its equivalent), courier, or email addressed to the other party at the address set out herein or to such other person or address as the parties may from time-to-time designate in writing delivered pursuant to this notice provision. OANDA may give any notice, demand, request, or other communication required by this Agreement pursuant to the requirements of this Section or otherwise, including but not limited to notice given by placing such notice on the OANDA website, by email and by using any messaging feature available through OANDA's online site. Any such notices, requests, demands or other communications shall be deemed delivered and effective: (i) upon the date of receipt if delivered by hand, registered mail (or its equivalent) or courier; or (ii) on the date of confirmation of delivery, in the case of email:
OANDA Business Information & Services Inc.
140 Broadway, 46th Floor
New York, NY 10005
Phone: +1 212 390 8735
At the email address or physical address reflected in OANDA’s records. Subscriber shall immediately notify OANDA of any change in its email address or physical address.
j. All monetary amounts referred to in this Agreement shall be in US Dollars.
k. The parties to this Agreement are and shall remain independent and nothing herein shall be construed to create a partnership or joint venture between them.
l. If any provision or provisions of this Agreement shall be held to be invalid, illegal or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired thereby.
m. This Agreement supersedes and replaces all other prior agreements between Subscriber and OANDA in respect of OANDA Exchange Rates and any previous agreements are of no further force or effect.