24. Miscellaneous

24.1 Entire Agreement

These Terms, together with any applicable order form(s), the Data Processing Addendum (DPA), and the Privacy Policy, constitute the entire agreement between you and GEOReport with respect to the Services and supersede all prior or contemporaneous agreements, proposals, or communications, whether oral or written, relating to the subject matter hereof.

24.2 Assignment

You may not assign, delegate, or otherwise transfer these Terms, in whole or in part, without GEOReport’s prior written consent, except in connection with a merger, acquisition, or sale of substantially all of your assets, provided that the assignee assumes all of your obligations. Any attempted assignment in violation of this Section shall be void. GEOReport may assign or transfer these Terms without restriction, including to affiliates or as part of a corporate restructuring, merger, or sale of assets.

24.3 Severability

If any provision of these Terms is held invalid, illegal, or unenforceable by a court of competent jurisdiction, the remaining provisions shall remain in full force and effect, and the invalid provision shall be replaced with a valid provision that most closely reflects the parties’ original intent.

24.4 Waiver

No failure or delay by either party in exercising any right, power, or remedy under these Terms shall constitute a waiver of such right, power, or remedy. A waiver must be in writing and signed by the waiving party to be effective.

24.5 Publicity Rights

Unless you opt out by written notice, you grant GEOReport the right to use your name, trade name, and logo solely for marketing and promotional purposes (e.g., listing you as a customer on GEOReport’s website or presentations). GEOReport agrees to comply with any reasonable brand usage guidelines you provide.

24.6 Open-Source Components

The Services may include or interoperate with open-source software components. Your use of such components is governed by the applicable open-source licenses, which shall take precedence over these Terms with respect to those components.

24.7 Independent Contractors

The relationship between you and GEOReport is that of independent contractors. Nothing in these Terms shall be construed as creating a partnership, joint venture, agency, fiduciary, or employment relationship. Neither party has authority to bind the other without prior written consent.

24.8 Headings

Headings in these Terms are for convenience only and shall not affect interpretation.