The World Wide Web site addressable as http://www.goaskem.net (also known as "goAskem", "goAskem.net", or "the Site") is operated by iWay Technology Company, Boulder, Colorado, USA.  The Site offers No-Fee and For-Fee Services for the creation, storage, delivery, response collection, management, and analysis of on-line, personalized assessment vehicles such as Tests of Knowledge and Opinion Surveys.

The use of such No-Fee and For-Fee Services and of the Site are provided to you, as the Test Administrator (also known as "Administrator"), under the terms and conditions set forth in this Service Agreement which may be amended, augmented, or updated from time to time by iWay Technology Company.

The Service Agreement set forth below and any rules, Service Level descriptions and pricing policies otherwise set forth on this Site comprise the entire agreement between you (the "Test Administrator" or simply "Administrator") and iWay Technology Company, and supersedes any and all prior agreements or understandings between the parties.

ACKNOWLEDGMENT AND ACCEPTANCE. PLEASE READ THE FOLLOWING SERVICE AGREEMENT CAREFULLY. BY COMPLETING THE REGISTRATION PROCESS AND CLICKING ON "I Accept", YOU ACCEPT AND AGREE TO ALL OF THE TERMS AND CONDITIONS SET FORTH IN THIS SERVICE AGREEMENT, INCLUDING ALL WARRANTIES AND PROMISES BY YOU AS TEST ADMINISTRATOR. YOU, THE TEST ADMINISTRATOR, HEREBY ACKNOWLEDGE AND WARRANT THAT YOU ARE 18 YEARS OF AGE OR OLDER.

SERVICE PROVIDED. iWay Technology Company provides both No-Fee and For-Fee test and survey Services through the Site. Said Services include Test Administrator's authorization, after registration and in full compliance with the Service Agreement, to create tests and surveys using the Site, to store such tests and surveys, to make such tests and surveys available to users of the World Wide Web (also known as "the Users"), to cause the Site to collect response data from such tests and surveys, and to view such response data over the World Wide Web using features of the Service. Administrator may choose to make such tests or surveys known to selected clientele, individuals, or groups, but Administrator acknowledges that, as with much World Wide Web content, such tests and surveys may be seen by individuals or groups for which they were not originally intended.  In exchange for use of the Services and the Site, Administrator acknowledges Administrator's obligations as set forth in the Service Agreement and agrees to use the Services and the Site in compliance with the Service Agreement, including the obligation to make timely payments in then-current amounts for any use of For-Fee Services provided by or related to the use of the Site.

MODIFICATION TO SERVICES PROVIDED, TO SERVICE AGREEMENT, AND TO FEES. Test Administrator acknowledges and agrees that iWay Technology Company, with limited notice either alone through Site content, or alone through email to those email addresses provided by all Administrators upon Registration, or together though both Site content and email, may modify, delete, or amend the Services and/or Site provided hereunder. Further, Administrator acknowledges and agrees that iWay Technology Company may further modify, make deletions, or amend the Service Agreement from time to time, including changes to its policy of charging fees for some Services. In either event, iWay Technology Company will notify Administrator of any modification, deletion or amendment on the Site, by either Site content or email alone, or in combination together. If Administrator does not accept the modification, deletion or amendment, Administrator must terminate Administrator's account at that time. Any and all use of the Site or the Services by Administrator after such notification shall be deemed to be acceptance of the modification, deletion or amendment (as well as all other terms and conditions) to the Services, Site or Service Agreement. Only with respect to changes in prices charged upon For-Fee Services, and with respect to new charges as might be applied to previously No-Fee Services, iWay Technology Company agrees to make such notice of change through the aforementioned manner or manners a minimum of one month prior to the effective date of such change.  In the case where such change represents a reduction or elimination of selected charges upon For-Fee Services, iWay Technology Company, at its sole discretion, may choose to make such change effective immediately upon notification.

REGISTRATION & PASSWORD. The Test Administrator shall provide current, complete, accurate information in the registration section of the Site. Administrator shall further update and keep such information current as needed. Administrator shall utilize a password in order to access the Services and Administrator's account. Administrator is solely responsible for maintaining the confidentiality of Administrator's password and account information. Administrator shall immediately notify iWay Technology Company of any unauthorized account activity, or any other breach of security known to Administrator.

PRIVACY. iWay Technology Company is committed to its policy regarding the privacy and confidential information of the Test Administrators and Users of such Administrators' tests and surveys. For definition of goAskem.net's Privacy Policy click here. The full content and implication of goAskem.net's publicly available Privacy Policy is incorporated herein by reference.

DISCLAIMER OF WARRANTIES. TEST ADMINISTRATOR EXPRESSLY ACKNOWLEDGES AND AGREES THAT USE OF THE SERVICE AND THE SITE IS AT TEST ADMINISTRATOR'S SOLE RISK. THE SERVICE AND THE SITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS.

TO THE FULLEST EXTENT ALLOWED BY LAW, IWAY TECHNOLOGY COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. THE CONTENTS OF THE SERVICES OR THE SITE MAY CONTAIN BUGS, ERRORS, PROBLEMS OR OTHER LIMITATIONS. IWAY TECHNOLOGY COMPANY ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY ERRORS AND OMISSIONS IN CONTENT OR ANY LOSS RELATED TO SUCH ERROR OR OMISSION.

IWAY TECHNOLOGY COMPANY IS NOT RESPONSIBLE FOR THE CONTENTS OF ANY TEST OR SURVEY, OR FOR INVITATIONS TO TAKE TESTS OR SURVEYS, OR FOR INVITATIONS TO VIEW RESULTS CREATED ON OR THROUGH THE SERVICE NOR IS IT RESPONSIBLE FOR THE CONTENT OF RESPONSES SUBMITTED TO ANY TEST OR SURVEY NOR FOR THE RESULTS GENERATED BY SUCH RESPONSES. IWAY TECHNOLOGY COMPANY DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE RELIABILITY OR ACCURACY OF THE TEST ADMINISTRATOR'S REGISTRATION INFORMATION SUPPLIED TO IWAY TECHNOLOGY COMPANY NOR THE RESPONSES OR INFORMATION SUPPLIED BY USERS TO TEST ADMINISTRATORS IN RESPONSE TO TESTS OR SURVEYS. IWAY TECHNOLOGY COMPANY DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE CONSEQUENCES OF THE USE OF ANY TEST OR SURVEY, OR THE USE OF TEST OR SURVEY RESPONSES OR TEST OR SURVEY RESULTS, NOR DOES IWAY TECHNOLOGY COMPANY WARRANT THE CORRECTNESS, USEFULNESS, RELIABILITY, ACCURACY OR OTHERWISE OF ANY TEST OR SURVEY, OR ITS RESPONSES OR RESULTS. IWAY TECHNOLOGY COMPANY IS NOT RESPONSIBLE FOR ANY DAMAGES, INCLUDING WITHOUT LIMITATION, LOST PROFITS, BUSINESS INTERRUPTION OR OTHER LOSS RESULTING FROM USE OF OR RELIANCE IN ANY WAY, SHAPE OR FORM ON THE SITE OR ON THE SERVICE OR ON ANY TEST OR SURVEY, TEST OR SURVEY RESPONSES OR TEST OR SURVEY RESULTS CREATED ON OR THROUGH THE SERVICE OR THE SITE. IT IS SOLELY TEST ADMINISTRATOR'S RESPONSIBILITY TO EVALUATE THE ACCURACY, RELIABILITY, VALIDITY, COMPLETENESS AND USEFULNESS OF ANY TESTS, SURVEYS, RESPONSES, RESULTS OR OTHER INFORMATION RECEIVED WHILE USING THE SERVICE OR SITE.

IWAY TECHNOLOGY COMPANY MAKES NO WARRANTY THAT THE SERVICE OR SITE WILL MEET TEST ADMINISTRATOR'S REQUIREMENTS OR THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, VIRUS-FREE, ERROR-FREE, ACCURATE OR RELIABLE; NOR DOES IWAY TECHNOLOGY COMPANY MAKE ANY WARRANTY AS TO ANY INFORMATION THAT MAY BE OBTAINED THROUGH THE SERVICE OR SITE OR THAT DEFECTS IN THE SOFTWARE FOR THE SERVICE WILL BE CORRECTED OR THAT THE SITE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

IWAY TECHNOLOGY COMPANY MAKES NO WARRANTY THAT THE AVAILABILITY OF TESTS OR SURVEYS STORED ON THE SERVICE OR THE RESPONSES TO SUCH TESTS OR SURVEYS STORED ON THE SERVICE OR THE RESULTS OF SUCH TESTS OR SURVEYS WILL BE UNINTERRUPTED, TIMELY, SECURE, VIRUS-FREE, ERROR-FREE, ACCURATE, VALID OR RELIABLE.

TEST ADMINISTRATOR UNDERSTANDS AND AGREES THAT ANY MATERIAL AND/OR DATA DOWNLOADED OR OTHERWISE OBTAINED THROUGH USE OF THE SERVICE OR SITE IS DONE AT TEST ADMINISTRATOR'S OWN DISCRETION AND RISK AND THAT TEST ADMINISTRATOR WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO TEST ADMINISTRATOR'S COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF SUCH MATERIAL OR DATA.

IWAY TECHNOLOGY COMPANY MAKES NO WARRANTY REGARDING ANY GOODS OR SERVICES PURCHASED OR OBTAINED THROUGH THE SERVICE OR SITE OR ANY TRANSACTIONS ENTERED INTO THROUGH OR BASED UPON THE SERVICE OR THE SITE.

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY TEST ADMINISTRATOR FROM THE SERVICE OR SITE OR THROUGH THE SERVICE OR SITE SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.

LIMITATION OF LIABILITY. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, NEITHER IWAY TECHNOLOGY COMPANY NOR ANY PARENT ENTITIES, SUBSIDIARIES, AFFILIATES, OFFICERS, OPERATORS OR EMPLOYEES SHALL BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES ARISING OUT OF TEST ADMINISTRATOR'S, OR USER'S, ACCESS TO, USE OF, INABILITY TO USE, OR RELIANCE ON THE SERVICE OR ANY TESTS OR SURVEYS, TEST OR SURVEY RESPONSES, OR TEST OR SURVEY RESULTS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IF TEST ADMINISTRATOR IS DISSATISFIED WITH THE SERVICE, THE MATERIALS AVAILABLE ON OR THROUGH THE SERVICE OR THE SITE, WITH THEN-CURRENT SERVICE FEES POSTED ON THE SITE, OR WITH ANY OF THE SERVICE AGREEMENT, TEST ADMINISTRATOR'S SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SERVICE AND LEAVE THE SITE IMMEDIATELY.

NO SPAMMING, Test Administrator acknowledges and agrees that iWay Technology Company is serving as "test and survey host" and is not the originator of any test except for specific sample tests and surveys made available to visitors of the Site without the requirement of registration or login. ADMINISTRATOR AGREES NOT TO INVOLVE GOASKEM.NET SERVICES OR THE SITE IN, OR ASSOCIATE GOASKEM.NET SERVICES OR THE SITE WITH ANY EMAIL SPAMMING ACTIVITY THAT VIOLATES THE POSTED ANTI-SPAMMING POLICY OF ANOTHER SITE OR ORGANIZATION, OR THAT VIOLATES ACCEPTED INTERNET EMAIL ETIQUETTE FOR BULK EMAIL TRANSMISSION. If Administrator has breached the terms of the Service Agreement, iWay Technology Company will report such conduct to the appropriate authorities and turn over any and all information, including personally identifying information, to appropriate persons or entities.

OTHER PROHIBITED USES. Test Administrator agrees not to include in tests or surveys any material covered, expressly or implied, under copyright or patent or trademark laws of the United States of America, or of any country of the world with which the USA holds reciprocal copyright, patent or trademark law agreements.  Administrator agrees not to include in tests or surveys material that is confidential or proprietary in nature to any individual or individuals, any organizations, or any commercial entities of which Administrator is not explicitly authorized to represent. Administrator agrees not to transmit through the Service or the Site any pornographic, obscene, offensive, threatening, harassing, libelous, hate-oriented, harmful, defamatory, racist, illegal or otherwise objectionable material or content. Administrator shall not create test or survey content that attempts to hide Administrator's identity, or Administrator's purpose, or represents Administrator or Administrator's company or affiliation as someone else, or as another company, group or organization. Any attempt by Administrator to transmit, publish or distribute material or content that promotes, provides or relates to instructional information about illegal activities, or promotes, provides or relates to instructional information about physical harm or injury against any individual or group is strictly forbidden. Administrator specifically agrees not to use the Service or the Site to deliver materials, including tests or surveys and requests to take such tests or surveys, to any persons under 18 years of age unless and until Administrator has taken and follows all necessary action and compliance pursuant with state and federal laws. Administrator agrees not to upload or distribute in any way any files that contain viruses, corrupted files or any similar software or programs that may damage the operation of anyone else's computer, the Service or the Site. Administrator agrees not to interfere or disrupt networks connected to the Service and the Site. Any attempt by Administrator to gain unauthorized access to any computer system, including accounts or databases maintained by or for iWay Technology Company or goAskem.net Services, is strictly forbidden. Administrator agrees to comply with all applicable laws relating to such conduct. Administrator agrees to comply with all laws, rules and regulations regarding transmission of technical data exported from the United States. If Administrator engages in any activity set forth in this paragraph or violates any terms or conditions of the Service Agreement, Administrator's account will be terminated and use of the Service and Site will be prohibited. iWay Technology Company may report such conduct to the appropriate authorities and turn over any and all information, regarding such activity to appropriate persons or entities.

PROPRIETARY RIGHTS. iWay Technology Company owns the content of, and all rights to, the Site, including the graphics, names, text, pictures, videos, software, music and all other sound, compositions, all goAskem.net sample tests and surveys, all responses to such sample tests and surveys and results from such sample tests and surveys, data related to such sample tests and surveys, page layout, design, processes, procedures, magnetic translation, digital conversion or other material contained in the Service and the Site. IWAY TECHNOLOGY COMPANY OWNS ALL TESTS AND SURVEYS, AND RESPONSES TO SUCH TESTS, AND SURVEYS AND RESULTS FROM SUCH TESTS AND SURVEYS, THAT ARE CREATED, STORED, OR DELIVERED TO USERS UNDER NO-FEE SERVICE LEVELS. It is all protected by copyrights, trademarks, service marks, patents, or other proprietary rights and laws. No one may copy, reproduce, distribute in any way, or decompile, reverse engineer or disassemble the content without the prior written consent of iWay Technology Company. Test Administrator is hereby permitted the limited license to use the content of the Service and the Site as authorized herein to create tests and surveys and view responses and results of such tests and surveys for Administrator's personal or commercial use as an end product.  With respect to the use of For-Fee Services only, Administrator is authorized to resell the Service or use the Site in the execution and delivery of contracted services the goAskem.net Service for tests and surveys on behalf of any individual, any group, or any commercial entity, as a customer or contracting agency or other relationship provided such use is done in full compliance with the Service Agreement. Administrator is expressly denied such access to No-Fee Services for commercial use on behalf of any individual, any group, or any commercial entity, as a customer or contracting agency or other relationship. Administrator must at all times maintain any iWay Technology Company or goAskem.net copyright or trademark symbols as had originally appeared through the use of the Service or upon delivered Site content on the results of the use of the Service, and on derivative works in any form or medium. Where the use of For-Fee Services produces output or content that is not clearly marked with such copyright or trademark symbols, Administrator is hereby authorized to reproduce such materials or results, or to create derivative works from such materials or results, that do not bear such copyright or trademark symbols.  This shall be known as Private Label Authorization and applies only to the results of the use of For-Fee Services.   Administrator assumes the risk of disclosing their tests or surveys, their test or survey responses, and their test or survey results and related data to third parties including those not originally intend as recipients, and including but not limited to disclosure through the Service itself. Modification or use of the content of the Site in any other way is a violation of copyright and other proprietary laws. Beyond these specifically authorized uses, no one may copy, reproduce, transmit, post, distribute or create derivative works from this site without prior written authorization from iWay Technology Company.

PROPERTY RIGHTS OF TEST ADMINISTRATOR. iWay Technology Company acknowledges that the content of Test Administrator-created tests and surveys, responses to such tests and surveys, and results of such tests and surveys created, delivered or collected using goAskem.net's For-Fee Services is the sole property of Test Administrator.  This ownership right is explicitly acknowledged by Administrator to be inapplicable to tests and surveys and their responses and results created, delivered or collected under No-Fee Services. iWay Technology Company agrees to provide standard industry-accepted World Wide Web-based controls, excluding the use of SSL (secure-sockets layer) encryption, restricting unauthorized access to such property of Test Administrator.   ADMINISTRATOR AGREES TO HOLD IWAY TECHNOLOGY CONTROLS RESULTING IN UNAUTHORIZED ACCESS TO ADMINISTRATOR'S TESTS OR SURVEYS, RESPONSES TO SUCH TESTS OR SURVEYS, OR RESULTS OF SUCH TESTS OR SURVEYS, ALONG WITH ANY OTHER PROPERTY OF ADMINISTRATOR RELATED TO THE SERVICE OR THE SITE. iWay Technology Company agrees to provide standard industry-accepted backup procedures to provide a level of protection against loss of Administrator's property. ADMINISTRATOR AGREES TO HOLD IWAY TECHNOLOGY COMPANY HARMLESS IN ANY CIRCUMSTANCE OR ANY EVENT, INCLUDING BUT NOT LIMITED TO ANY DELIBERATE OR ACCIDENTAL LOSS OR LOSS RESULTING TO HUMAN ERROR OR EQUIPMENT FAILURE OR ACT OF GOD, RESULTING IN THE INABILITY TO RECOVER ADMINISTRATOR'S PROPERTY.  At the sole discretion of iWay Technology Company additional service fees may be charged for the recovery from backup copies of Administrator's property lost under any circumstance or any event related to the use or operation of the Service.

NO MISAPPROPRIATION OR MISUSE OF NAMES, MARKS, OTHER. Test Administrator agrees not to use, misuse or misappropriate any brand names, trademarks, service marks, patents, images, text or other proprietary material or content of another on or through the Service or the Site. If Administrator uses any such proprietary material or content, by doing so, Administrator warrants that Administrator has the right and authority to do so.

DATABASE AND STORAGE OF TESTS, SURVEYS, RESPONSES AND RELATED DATA. For Test Administrators using For-Fee Services, iWay Technology Company, hereby and subject to the limitations included elsewhere within the Service Agreement, agrees to provide standard industry-accepted backup procedures to provide a level of protection against loss of Administrator's stored tests and surveys, responses to such tests and surveys, and results of such tests and surveys.   iWay Technology Company agrees to make reasonable efforts to provide a standard industry-accepted level of access to such stored tests and surveys and their collected responses and results.  From time to time, iWay Technology Company may purge the database of No-Fee Service Level test and survey content and all response data related to such tests and surveys with limited notice. iWay Technology Company also stores its own tests and surveys, responses, results and related data. This information is regularly purged and iWay Technology Company shall not be responsible for purging, deleting or failing to store data, tests, surveys, responses or results, which did not originate from Administrator's own tests or surveys. iWay Technology Company may from time to time publish notices regarding the maximum allowable memory space, number of accesses or respondents allowed, number of tests or surveys, or number of test or survey questions that may be created, saved, sent or used through the Site, or the fees associated with such factors.

PAYMENT FOR SERVICES UTILIZED BY TEST ADMINISTRATOR.  Test Administrator acknowledges that the capabilities and features provided by the Site under For-Fee Service Levels constitute Services of value for which iWay Technologh Company is entitled to periodic and timely payment as defined herein or elsewhere within the content of the Site.   Administrator agrees to provide such periodic and timely payment for the use of any and all For-Fee Services in the amounts set force as Current within the content of the Site at the time of use of such For-Fee Services.  Additionally, Administrator agrees to pay reasonable late fees of not less than 1% nor greater than 2% per month, or portion thereof, for outstanding balances on fees not paid in full upon their due date.  For Current Pricing information, click here.

LINKS AND ADVERTISERS. iWay Technology Company may provide advertising space and/or links and pointers to Internet sites maintained by third parties. iWay Technology Company may not have reviewed the third party sites and may not have reviewed any products or services they may provide. iWay Technology Company is not responsible for nor does it endorse the contents or any products or services of such third parties or their sites. IWAY TECHNOLOGY COMPANY DOES NOT CONTROL IN ANY RESPECT ANY INFORMATION, PRODUCTS OR SERVICES OFFERED OR SUGGESTED BY THIRD PARTIES ON THE SITE. IWAY TECHNOLOGY COMPANY DOES NOT ENDORSE OR OTHERWISE WARRANT OR GUARANTEE THE PRODUCTS OR SERVICES THAT ARE EITHER ADVERTISED ON THE SITE OR CONNECTED BY LINK.

TERMINATION. This Agreement may be terminated by either party hereto at any time upon 15 days advance notification by email. iWay Technology Company shall not be liable to Test Administrator or any third party in any manner for termination of the Service. In the event Administrator should become dissatisfied with the Service Agreement or any modifications thereof, or with the Service or the Site, Administrator's only recourse is to discontinue use of the Service, terminate Administrator's account(s) and give email notice of these actions. Upon termination, Administrator's right to use the Service and the Site cease immediately and iWay Technology Company shall have no obligation whatsoever to forward any tests, surveys, test or survey responses or results to Administrator, or to continue to provide access by Users to such tests or surveys, or to responses or results of such tests and surveys.

INDEMNIFICATION. Because Administrator is responsible for Administrator's surveys and related transmissions, for its use of the Site and Service and for their consequences, Administrator hereby agrees to defend, indemnify and hold harmless iWay Technology Company, its parent entities, subsidiaries, affiliates, officers, and employees, for any and all claims and demands, including attorney's fees, due to or arising from Administrator's use of the Service, tests, surveys, responses, results and any other conduct related in any way to the Service or the Site, including but not limited to breaching any warranty or provision contained in this agreement.  This paragraph shall apply to all Administrators for all uses including the use of No-Fee and For-Fee Services on behalf of any individual, any group, or any commercial entity, as a customer or contracting agency or other relationship.

JURISDICTION. The Service Agreement and the relationship between Test Administrator and iWay Technology Company shall be treated as if entered into and executed in the State of Colorado of the United States of America and shall be governed and construed in accordance with the laws of the State of Colorado, without regard to conflict of law principles. Administrator agrees to submit to personal and exclusive jurisdiction and venue of the courts in the county of Boulder, Colorado, USA. iWay Technology Company makes no representation that the materials and content on the Site or relating to the Services are appropriate or available for use in other locations, and accessing them from territories where their contents are illegal is strictly forbidden. Those who access the Services or the Site from other locations do so on their own initiative and at their own risk and are responsible for compliance with local laws. Any claim or demand under the Service Agreement must be made within 1 year of the occurrence.

NATURE OF AGREEMENT. Test Administrator agrees that the registration procedure, account set-up and subsequent activation of the "I Agree" button constitute full knowledge and understanding of, and agreement to the Service Agreement. Further, the Service Agreement is the entire and only agreement between the parties and supersedes any prior or other understandings, representations or warranties. Administrator agrees that each use of the Services and the Site reaffirms Administrator's acknowledgment and agreement to the Service Agreement.

GENERAL PROVISIONS. In any dispute arising from the relationship between Test Administrator and iWay Technology Company or the Service Agreement, the prevailing party shall be entitled to reasonable attorney's fees and costs. The failure by iWay Technology Company to enforce any right or provision under the Service Agreement shall not constitute a waiver of that provision or any other provision of the Service Agreement. If any provision of the Service Agreement shall be determined to be invalid or unenforceable by a court of competent jurisdiction, the other provisions of the Service Agreement shall remain in full force and effect.