TERMS OF SERVICE & AGREEMENT TO HOLD HARMLESS: PAYMENT AND USE OF VM&M’S (Best Radio Ads) SERVICE REPRESENT FULL UNDERSTANDING AND AGREEMENT TO TERMS OF SERVICE. PRODUCTION OF COMMERCIAL(S) WILL NOT START UNTIL PAYMENT HAS BEEN FULLY CLEARED THROUGH THE INVOLVED FINANCIAL INSTITUTIONS. THIS IS A NON CANCELABLE ORDER, ALL SALES ARE FINAL, REFUNDS WILL NOT BE GRANTED FOR ANY REASON. IT IS THE CLIENTS RESPONSIBILITY TO COMMUNICATE WITH VM&M IN A TIMELY MANNER THEIR NEEDS AND DESIRED DIRECTION FOR THE COMMERCIAL OR SERVICE THEY ORDER. FAILURE TO COMMUNICATE CLEARLY OR IN A TIMELY MANNER (DEFINED AS WITH-IN 30 DAYS OF ORDER UNLESS OTHER TIMETABLES ARE AGREED UPON BY BOTH PARTIES) WILL RESULT IN DELAY AND/OR CANCELLATION OF PROJECT. PRODUCTION PROCESS CAN NOT BE CANCELED. IN THE EVENT CLIENT CHOOSES TO END PRODUCTION PRIOR TO A FINAL COMMERCIAL BEING COMPLETED, CLIENT FORFEITS ALL PRODUCTION FEES PAID TO VM&M. VM&M WILL WORK WITH CLIENT THROUGH THE DESIGN AND REVISION PROCESS OF CREATING A COMMERCIAL AS LONG AS CLIENT COMMUNICATES THEIR REQUESTED REVISIONS AND DIRECTION. NO REFUNDS OR CREDIT WILL BE DUE TO CLIENT UNDER ANY CIRCUMSTANCE. VM&M INC WILL NOT BE LIABLE, UNDER ANY CIRCUMSTANCES, FOR ANY FINANCIAL GAIN OR LOSS TO CLIENT AS A RESULT OF AIRING OR NOT AIRING ANY MEDIA CRATED FOR CLIENT IN ANY FORM FOR ANY LENGTH OF TIME OR FREQUENCY. IN ADDITION, THE PARTIES AGREE THAT NEITHER PARTY SHALL BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND. PRODUCTION SERVICE OUTLINES CAN BE FOUND ON THE PRICING PAGE OF BESTRADIOADS.COM. VM&M INC DOES NOT IN ANY WAY WARRANT, REPRESENT, GUARANTEE OR SUGGEST THAT ANY NEW BUSINESS, SALES, INCOME, PROFIT, CUSTOMER INQUIRY, CALL VOLUME, WEB VIEWS, RESPONSE, EVENT ATTENDANCE, VOTES, TICKET SALES, INCOME, SALE OR RESPONSE OF ANY KIND WILL BE FORTHCOMING TO CLIENT AS A RESULT OF USING VM&M INC’S SERVICES IN ANY WAY, NOR DOES VM&M MAKE ANY REPRESENTATION OF AUDIENCE SIZE, AUDIENCE OR CUSTOMER INTEREST OR DEMOGRAPHIC MAKE-UP ON ANY STATION AT ANY GIVEN TIME. V MARKETING & MEDIA (VM&M INC) AND ITS OFFICERS AND/OR EMPLOYEES WILL NOT BE LIABLE, UNDER ANY CIRCUMSTANCES, FOR ANY EVENTS BEYOND VM&M INC’S REASONABLE CONTROL INCLUDING: ACTS OF GOD, PERFORMANCE (OR LACK THEREOF) OF MEDIA ON STATIONS FOR ANY REASON; INCLUDING BUT NOT LIMITED TO: FORMAT CHANGES, LOST TAPES, BROKEN TAPES, CORRUPTED FILES, COMPUTER ERROR, OPERATOR ERROR, BREAKING NEWS, PERFORMANCE OF ON-AIR TALENT, OR MEDIA OUTLET REFUSING TO AIR COMMERCIAL FOR ANY REASON, IN ERROR OR ON PURPOSE, INCLUDING AUDIENCE RESPONSE. FURTHERMORE, CLIENT OF AIR TIME AGREES TO DEFEND, INDEMNIFY AND OTHERWISE HOLD HARMLESS VM&M INC, AND THEIR RESPECTIVE MEMBERS, MANAGERS, EMPLOYEES, AGENTS, OWNERS AND ASSIGNS FROM AND AGAINST ANY AND ALL LIABILITY OF WHATEVER NATURE, TO PAY VM&M INC, UPON DEMAND THE AMOUNT OF ANY SUITS, CLAIMS, COMPLAINTS, DAMAGES, PENALTIES, FINES, EXPENSES, COSTS AND LOSSES, INCLUDING REASONABLE LEGAL EXPENSES, OF WHATSOEVER KIND AND NATURE, IMPOSED ON, INCURRED BY OR ASSERTED AGAINST VM&M INC IN ANY WAY RELATED TO OR ARISING FROM THE NEGLIGENCE OR INTENTIONAL ACTS OF CLIENT ARISING OUT OF OR IN CONNECTION WITH THE EXECUTION, ENFORCEMENT, OR PERFORMANCE OF THIS AGREEMENTALL SALES ARE FINAL, NO REFUNDS WILL BE GRANTED FOR ANY REASON. THIS CONTRACT CANNOT BE CANCELLED OR RESCINDED IN ANY WAY. THIS AGREEMENT SUPERSEDES AND VOIDS ALL PREVIOUS AGREEMENTS AND/OR COMMUNICATIONS WHICH MAY BE VERBAL, WRITTEN AND/OR DIGITAL BETWEEN CLIENT AND VM&M INC. IF ANY PART OF THIS AGREEMENT IS FOUND TO BE UNENFORCEABLE UNDER ANY APPLICABLE LAW, THAT PORTION SHALL BE STRUCK FROM THIS AGREEMENT WITH THE REMAINDER OF THE AGREEMENT REMAINING IN FORCE.