BY CHECKING THE CHECK BOX AND SUBMITTING THIS FORM , YOU AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS.

IF YOU DO NOT AGREE TO SUCH TERMS AND CONDITIONS, DO NOT ACCEPT THE TERMS AND DO NOT CLICK THE AFOREMENTIONED CHECK BOX.

No Agency. The relationship of Diet Science and Distributor as set forth by these terms and conditions is that of independent contractors, and neither party is an employee, agent, partner or joint venturer of the other. Distributor shall not be considered an agent or legal representative of Diet Science for any purpose, and neither Distributor nor any director, officer, agent, or employee of Distributor shall be, or be considered, an agent or employee of Diet Science. Distributor is not granted and shall not exercise the right or authority to assume or create any obligation or responsibility on behalf of or in the name of Diet Science. All sales and other agreements between Distributor and its customers are Distributor's sole responsibility and will have no effect on Diet Science's obligations under this Agreement.

License of Diet Science Marks. Subject to the terms and conditions herein, Diet Science grants to Distributor a non-transferable, revocable license, without right of sublicense, to use the Diet Science marks, including any patents, trademarks, trade names or copyrights in the Diet Science products or the product lines that include the products, in Distributor's territory solely in connection with the advertisement, sale and distribution of the Diet Science products. Distributor shall not use the Diet Science marks except as expressly permitted herein.

Restrictions on Use of Marks. Nothing contained herein shall grant or shall be deemed to grant to Distributor any right, title or interest in or to the Diet Science marks. All uses of the Diet Science marks shall inure solely to the benefit of Diet Science, and Distributor shall obtain no rights with respect to any of the Diet Science marks, other than the right to distribute products as set forth herein, and Distributor hereby irrevocably assigns to Diet Science all right, title and interest held by Distributor, if any, in or to any of the Diet Science marks. At no time during or after the term of the parties' business relationship shall Distributor challenge or assist others in challenging the Diet Science marks (except to the extent expressly entitled by applicable law) or the registration thereof or attempt to register any trademarks, servicemarks, marks or trade names confusingly similar to the Diet Science marks. Upon any termination or expiration of the parties' business relationship or upon written notice by Diet Science, Distributor shall immediately cease to use any and all of the Diet Science marks as authorized herein.

Infringement. Distributor shall promptly notify Diet Science of any actual or suspected infringements, imitations, or unauthorized use of the Diet Science marks by third parties of which Distributor becomes aware. Diet Science shall have the sole right, at its expense, to bring any action on account of any such infringements, imitations or unauthorized use, and Distributor shall cooperate with Diet Science, as Diet Science may reasonably request, in connection with any such action brought by Diet Science. Diet Science shall retain any and all damages, settlement and/or compensation paid in connection with any such action brought by Diet Science.

Indemnification. Distributor agrees to indemnify and hold Diet Science, its officers, directors, employees, successors, and assigns harmless from and against any and all losses, damages or expenses of whatever form or nature, including attorneys' fees and other costs of legal defense, whether direct or indirect, that they, or any of them, may sustain or incur as a result of any acts or omissions of Distributor or any of its directors, officers, employees, or agents, including but not limited to (i) breach of any of these terms and conditions herein, (ii) negligence or other tortious conduct, (iii) representations or statements not specifically authorized by Diet Science in writing or not expressly provided on the Diet Science website, www.Diet Science.com, or (iv) violation by Distributor (or any of its directors, officers, employees, or agents) of any applicable law, regulation, or order in or of Distributor's territory or the United States, including, but not limited to, any law regulating the transmission of unsolicited commercial email ("spam").

Representations and Warranties. Each party represents and warrants to the other party that such party has the full corporate right, power and authority to enter into this agreement and to perform the acts required of it hereunder; and the performance by any such party of its obligations and duties hereunder do not and will not violate any agreement to which such party is a party or by which it is otherwise bound; and this agreement will constitute the legal, valid and binding obligation of such party, enforceable against such party in accordance with its terms.

Sales and Distribution. Distributor will not sell any Diet Science product on eBay, Amazon, any of their affiliate's websites or any other auction website or online marketplace. Prices do not include and are net of any foreign or domestic governmental taxes or charges of any kind that may be applicable to the sale, licensing, marketing or distribution of the products. Distributor understands and acknowledges that all sales are final and that they are not entitled to return any product for a full or partial refund. Diet Science will not be responsible for any delays or lack of delivery due to customs clearance issues.