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11. MISCELLANEOUS <br />11.1 Compliance With Laws. Parties shall comply with all applicable local, state and federal <br />laws, regulations, policies and ordinances and their associated record retention schedules, <br />including responding to any subpoena request(s). <br />11.2 Severability. If any provision of this Agreement is found to be unenforceable or invalid, <br />that provision will be limited or eliminated to the minimum extent necessary so that this <br />Agreement will otherwise remain in full force and effect. <br />11.3 Assignment. This Agreement is not assignable, transferable or sublicensable by either <br />Party, without prior consent. Notwithstanding the foregoing, either Party may assign this <br />Agreement, without the other Party's consent, (i) to any parent, subsidiary, or affiliate entity, or <br />(ii) to any purchaser of all or substantially all of such Party's assets or to any successor by way of <br />merger, consolidation or similar transaction. <br />11.4 Entire Agreement. This Agreement, together with the Order Form(s), the reinstall fee <br />schedule (https://www.flocksafety.com/reinstall-fee-schedule), and any attached exhibits are the <br />complete and exclusive statement of the mutual understanding of the Parties and supersedes and <br />cancels all previous or contemporaneous negotiations, discussions or agreements, whether <br />written and oral, communications and other understandings relating to the subject matter of this <br />Agreement. All waivers and modifications must be in a writing signed by both Parties, except as <br />otherwise provided herein. None of Customer’s purchase orders, authorizations or similar <br />documents will alter the terms of this Agreement, and any such conflicting terms are expressly <br />rejected. Any mutually agreed upon future purchase order is subject to these legal terms and does <br />not alter the rights and obligations under this Agreement, except that future purchase orders may <br />outline additional products, services, quantities and billing terms to be mutually accepted by <br />Parties. In the event of any conflict of terms found in this Agreement or any other terms and <br />conditions, the terms of this Agreement shall prevail. Customer agrees that Customer’s purchase <br />is neither contingent upon the delivery of any future functionality or features nor dependent upon <br />any oral or written comments made by Flock with respect to future functionality or feature. <br />11.5 Relationship. No agency, partnership, joint venture, or employment is created as a result of <br />this Agreement and Parties do not have any authority of any kind to bind each other in any <br />respect whatsoever. Flock shall at all times be and act as an independent contractor to Customer.