All scans paid through DEXASCAN.com must be honored with scan performed in a timely manner. Client assumes all responsibility for any services provided, PRACTICE SOLUTIONS PROVIDERS dba DEXASCAN, DEXAPLUS and any other affiliate company are not medical doctors and rely on the Clinic and affiliates to perform the tests in the manner that is required by state and
federal law. The company(s) are to be held harmless per the terms of this
agreement.

Term and Termination

Term:
This Agreement shall commence on the date of execution by both Parties and continue until terminated by either Party with one hundred (120) days’ written notice.

Termination:
Either Party may terminate this Agreement immediately upon breach by the other Party, or for convenience with proper notice.

    
Fees and Payments The Clinic shall
pay all fees as outlined in a separate invoice or payment schedule provided by the Company. Failure to pay fees within the specified timeline may result in suspension or removal of the Clinic’s advertisement from DEXASCAN.COM.

Content and Compliance The Company and Clinic shall provide accurate, lawful, and non-misleading advertising content. The Company reserves the right to approve, reject, or request edits to the content to ensure compliance with the platform’s standards.

The Clinic is responsible for ensuring all claims made in its advertisements comply with applicable federal, state, and local laws and regulations.

The Clinic acknowledges that the Company does not endorse or verify the accuracy of any claims made in its advertisements.

 
Indemnification
and Hold Harmless Clause
The Clinic agrees to indemnify, defend, and hold harmless the Company, its
officers, directors, employees, and agents from and against any and all claims, liabilities, damages, costs, or expenses (including reasonable attorneys’ fees) arising out of or related to:

   
The Clinic’s advertisements, including but not limited to claims of false advertising, intellectual property infringement, or violation of applicable laws.
Any services rendered or failed to be rendered by the Clinic to its patients.

 
Any disputes, claims, or legal actions arising from the Clinic’s operations or patient
interactions.

·     
Limitation
of Liability The Company shall
not be liable for any indirect, incidental, consequential, or special damages
arising from or related to this Agreement. The Company’s total liability under this Agreement shall not exceed the total fees paid by the Clinic for the advertising
services. The Clinic agrees that it assumes full responsibility for its
business operations and patient interactions.

·     
Governing Law and Venue This Agreement shall be governed by and construed in accordance with the laws of the State of
Michigan. Any disputes arising under this Agreement shall be resolved
exclusively in the state or federal courts located in Macomb County, Michigan.

      
No Partnership or Agency Relationship Nothing in this Agreement shall be construed to create a
partnership, joint venture, agency, or employment relationship between the
Parties. The Clinic acknowledges that it is an independent entity, and the
Company is solely providing advertising services.

      
Confidentiality The Parties agree to maintain the confidentiality of all non-public, proprietary, or sensitive information
disclosed in connection with this Agreement.

      
Agreement This Agreement constitutes the entire agreement between the Parties regarding the subject matter hereof and
supersedes any prior agreements, understandings, or representations.

       
Severability If any provision of this Agreement is found to be unenforceable or invalid, the remaining provisions shall remain in full force and effect.

       
Amendments This Agreement may only be amended or modified in writing, signed by both Parties.

       
Notices All notices under this Agreement shall be sent to the respective addresses provided below or to such other address as a Party may designate in writing.