DATA SHARING AND NON-LIABILITY AGREEMENT

MK Analytical LLC  - Data Sharing, Non-Liability and Terms of Use Agreement

1. Purpose

This Agreement establishes the terms and conditions under which MK Analytical LLC provides data (“Data”) to the Recipient for the purpose of [describe purpose—e.g., marketing, outreach, research].

2. Acknowledgement & Acceptance

By signing below, the Recipient acknowledges and agrees:

• The Data is provided “as is”, without warranties of any kind, express or implied.

• MK Analytical LLC makes no guarantee as to the accuracy, completeness, or currency of the Data.

• The Recipient assumes full responsibility and legal liability for all actions taken with the Data, including but not limited to its use, storage, distribution, and any resulting communications or campaigns.

• MK Analytical LLC shall not be held liable for any claims, damages, fines, penalties, or losses arising from the Recipient’s use or misuse of the Data.

3. Recipient Responsibilities

The Recipient agrees to:
a. Verify Accuracy Before Use – Upon receipt, confirm that:

• The final count report matches the requested criteria.

• The quantity matches the order.

• The geography aligns with the requested area.
  b. Report Issues Promptly – Notify MK Analytical LLC of any discrepancies within thirty (30) days of delivery and before any use of the Data. If timely notification is given, MK Analytical LLC will replace the Data at no additional charge.
  c. Comply with Applicable Laws – Ensure that all use of the Data complies with relevant federal, state, and local laws, including but not limited to CAN-SPAM, GDPR, CCPA, and any applicable privacy regulations.
  d. Indemnification – Defend, indemnify, and hold harmless MK Analytical LLC from any claims or actions related to the use of the Data.

4. Limitations of Liability

• MK Analytical LLC’s sole obligation, in the event of a verified error reported in compliance with Section 3(b), is to replace the Data.

• Under no circumstances will MK Analytical LLC be responsible for consequential damages, lost profits, postage, printing costs, or digital sending fees incurred by the Recipient.

• All list industry providers follow a similar “as is” policy due to the inherent nature of data compilation and usage.

5. Non-Transfer & Confidentiality

• The Data is provided exclusively for the Recipient’s use and may not be resold, shared, or distributed to any third party without prior written consent from MK Analytical LLC.

• The Recipient will maintain the confidentiality of the Data and protect it from unauthorized access or disclosure.

6. Entire Agreement

This Agreement constitutes the entire understanding between the parties regarding the Data. No oral statements or prior writings shall alter its terms. Any modifications must be in writing and signed by both parties.

7. Governing Law

This Agreement shall be governed by and construed under the laws of the State of [Insert State], without regard to its conflict of laws principles.