Commercial Use Agreement

This Commercial Use Agreement (“Agreement”) is entered into by and between the RX RTN LLC (DBA RX COMPANY) Participant who has completed the registration information leading to this Agreement (“You”) and RX RTN LLC (DBA RX COMPANY), LLC, an Illinois limited liability company (“RX RTN LLC (DBA RX COMPANY)”).

1. RX RTN LLC (DBA RX COMPANY) Services. This Agreement is subject to the Terms and Conditions of Use, except as stated in the Terms and Conditions of Use, RX RTN LLC (DBA RX COMPANY) will not provide any additional services and has no other obligations to You. RX RTN LLC (DBA RX COMPANY) makes no assurances that information provided by participants of RX RTN LLC (DBA RX COMPANY) pharmacies or wholesalers and distributors of pharmaceutical products (“Wholesalers”) is true and accurate. RX RTN LLC (DBA RX COMPANY) makes no promises and in no way warrants the condition, quality, quantity, merchantability, or anything else with respect to any pharmaceuticals You may acquire from a Wholesaler
2. Commercial Participant Services. You are solely responsible for all services and products provided by participants. Unless otherwise prohibited by applicable law, you release RX RTN LLC (DBA RX COMPANY) from and waive all claims, demands, and causes of action of every kind and nature, known and unknown, which exist or hereafter arise against RX RTN LLC (DBA RX COMPANY) related in any way to such claim or dispute between any party over Participant Services. RX RTN LLC (DBA RX COMPANY) reserves and shall have the right to cancel any transactions processed with inaccurate information submitted by any Participants, and the return of any amounts paid by you to RX RTN LLC (DBA RX COMPANY) in the cancelled transaction shall be your sole remedy.
3. Commercial Participant Information. You agree to provide information reasonably requested by RX RTN LLC (DBA RX COMPANY) related to registration, the RX RTN LLC (DBA RX COMPANY) Services or Participant Services, and by becoming a Participant, you certify that all information you provide to RX RTN LLC (DBA RX COMPANY) ("Participant Information"), whether through the registration process or otherwise will be true, accurate, current, and complete. You will indemnify and hold RX RTN LLC (DBA RX COMPANY) harmless from any and all loss, liability, cost, damage and expense it may incur as a result of any inaccurate Participant Information you provide at any time, as well as any Participant Information which becomes inaccurate.
4. Fees. Buyers will be charged a fee of $0.50 per account set up and any time there will be a change in banking information. All buy orders placed on our site Rxcompany.com be paid for via ACH that will be handle by our affiliate company Rxeed LLC upon order acceptance by the wholesaler.
5. Governing Law. RX RTN LLC (DBA RX COMPANY) controls and operates RX RTN LLC (DBA RX COMPANY).com from its offices within the United States. If you choose to access RX RTN LLC (DBA RX COMPANY).com from other locations, you do so at your own risk and initiative and are responsible for compliance with any applicable local laws. You agree that your rights and obligations related to this Agreement, RX RTN LLC (DBA RX COMPANY) and your use of RX RTN LLC (DBA RX COMPANY).com or the RX RTN LLC (DBA RX COMPANY) Services shall be interpreted and construed in accordance with the laws of the State of Illinois, without regard to its conflict of laws principles.
6. Dispute Resolution (Binding Arbitration). If a dispute, claim, or controversy ("Dispute") arises between you and RX RTN LLC (DBA RX COMPANY) or any of the RX RTN LLC (DBA RX COMPANY) Affiliates under or in any way relating to this Agreement, RX RTN LLC (DBA RX COMPANY).com, or the RX RTN LLC (DBA RX COMPANY) or Participant Services that is not resolved through good faith negotiations and discussions within 30 days of RX RTN LLC (DBA RX COMPANY) being notified of such Dispute, such Dispute will be finally settled and resolved by binding arbitration in accordance with the then-current Commercial Arbitration Rules of the American Arbitration Association using a single arbitrator (who has at least 3 years’ experience in structuring on-line commercial transactions and who shall have no power to award consequential, punitive or exemplary damages), with the arbitration to be commenced within one (1) year after the factual basis for such Dispute becomes known -- otherwise all rights, claims and causes of action relating to the Dispute shall be deemed irrevocably waived..
   
   A judgment upon an arbitrator's award may be entered in any court of competent jurisdiction. Any arbitration hearing shall be held in Chicago, IL (whichever is located closest in miles to you), with these to be exclusive venues to which you hereby expressly consent. Except as prohibited by applicable law, you waive any right to trial by a judge or jury, to recovery of consequential damages and to pursue or participate in a consolidated or class action arbitration related to this Agreement or the RX RTN LLC (DBA RX COMPANY) or Participant Services. Each party shall bear their own expenses of the arbitration and shall equally share the fees and expenses of the arbitrator except. This arbitration requirement shall not preclude a party from at any time seeking temporary equitable relief in the form of a preliminary injunction, temporary restraining order or the like as necessary to preserve the status quo or prevent irreparable injury pending resolution of the Dispute in arbitration -- provided, however, the exclusive jurisdiction and venue for such an action shall be in the state or federal courts in Chicago, IL (whichever is located closet in miles to you), and each party consents to personal jurisdiction in those courts for such purposes.
7. Independent Parties. RX RTN LLC (DBA RX COMPANY) is an independent contractor and shall not at any time or under any circumstances be considered an agent or representative of any Participant of RX RTN LLC (DBA RX COMPANY).com. No joint venture, partnership, or like relationship is created between the parties by this Agreement.
8. Conflict Between Agreements. In the event of a conflict between this Commercial Use Agreement and the General Terms and Conditions, an interpretation of the conflicting provisions that allows for both to be implemented shall be followed. In addition, in the event there are shared provisions between this Commercial Use Agreement and the General terms and Conditions, the strictest provision shall apply.
9. Miscellaneous. The headings of the sections in this Agreement are strictly for convenience of reference only and shall not in any way be construed as amplifying or limiting any of the terms, provisions or conditions of this Agreement. If any provision of this Agreement shall be held to be invalid or unenforceable for any reason: (a) such invalidity or unenforceability shall not affect any other provision of this Agreement; (b) the remaining terms, covenants and conditions hereof shall remain in full force and effect; and (c) the invalid or unenforceable provision shall be automatically modified, with the least changes necessary, so as to make it valid and enforceable. No failure to exercise and no delay in exercising, by RX RTN LLC (DBA RX COMPANY), any right, power or privilege under this Agreement shall operate as a waiver thereof, except as otherwise expressly provided in this Agreement or in writing by RX RTN LLC (DBA RX COMPANY)'s president. Any waiver by RX RTN LLC (DBA RX COMPANY) of a breach of any provision of this Agreement shall not be deemed to be a waiver of any other or subsequent breach and shall not be construed to be a modification of the terms of this Agreement unless and until agreed to in writing by RX RTN LLC (DBA RX COMPANY).
10. Notice. All notices and communications concerning this Agreement shall be in writing and addressed to RX RTN LLC (DBA RX COMPANY) as follows:

    RX RTN LLC (DBA RX COMPANY), LLC,

    Attn: Legal Department

    9426 Corsair Rd Frankfort IL 60423

    Notices shall be sent by certified U.S. Mail, return receipt requested, or by commercial overnight delivery service which provides acknowledgement of delivery and shall be deemed delivered: if sent by U.S. Mail, five (5) days after deposit, or if sent by commercial overnight delivery service, upon verification of receipt.

11. Modification of Terms. RX RTN LLC (DBA RX COMPANY) reserves the right to amend the terms of this Agreement at any time, for any reason, and without notice, including the right to terminate the RX RTN LLC (DBA RX COMPANY) or Participant Services or any part thereof. Any amendments and modifications made by RX RTN LLC (DBA RX COMPANY) will be prospective only, and unless otherwise provided in this Agreement, will be effective upon being posted on RX RTN LLC (DBA RX COMPANY).com.
12. Termination. This Agreement is effective until changed or modified by RX RTN LLC (DBA RX COMPANY) or terminated by you or RX RTN LLC (DBA RX COMPANY) for any reason whatsoever. If you no longer agree to be bound by this Agreement (as amended from time to time), you must cease use of RX RTN LLC (DBA RX COMPANY).com. RX RTN LLC (DBA RX COMPANY) reserves the right to suspend or deny, in its sole discretion, your access to all or any portion of RX RTN LLC (DBA RX COMPANY).com with or without notice at any time and for any reason. You agree that any termination, restriction, or suspension of your access to RX RTN LLC (DBA RX COMPANY).com may be made without prior notice, and you acknowledge that RX RTN LLC (DBA RX COMPANY) may immediately deactivate or delete your account and all related information and files in the account and bar you from any further access to the files or RX RTN LLC (DBA RX COMPANY).com. You agree that RX RTN LLC (DBA RX COMPANY) shall not be liable to you or any third-party for any termination, restriction, or suspension of access to RX RTN LLC (DBA RX COMPANY).com under any circumstances whatsoever. You agree that RX RTN LLC (DBA RX COMPANY) has the right, but is not obligated, to monitor your use of RX RTN LLC (DBA RX COMPANY).com and any communications made by you related to such use in any manner. You release RX RTN LLC (DBA RX COMPANY) from any liability relating to its monitoring activities. RX RTN LLC (DBA RX COMPANY) may also warn its Participants of any actual or suspected improper actions by you. If RX RTN LLC (DBA RX COMPANY) denies you access to RX RTN LLC (DBA RX COMPANY).com, you agree to destroy all materials obtained from RX RTN LLC (DBA RX COMPANY).com and all copies of those materials except for your personal account materials.
13. Entire Agreement. This Agreement, and any policies referenced in this Agreement, constitute the entire agreement between you and RX RTN LLC (DBA RX COMPANY) related to RX RTN LLC (DBA RX COMPANY).com and the RX RTN LLC (DBA RX COMPANY) Services. All prior agreements, representations, statements, negotiations, and undertakings with respect to the subject matters of this Agreement are superseded by the provisions of this Agreement. Neither this Agreement nor any of its provisions may be amended, altered or added to in any manner except as set forth in a duly authorized amendment to this Agreement or otherwise in writing and signed by the chief operating officer of RX RTN LLC (DBA RX COMPANY). If there is a conflict between the terms of this Agreement and any terms appearing on RX RTN LLC (DBA RX COMPANY).com or in any policies, those terms that are most favorable to RX RTN LLC (DBA RX COMPANY) shall govern.
14. Survival of Obligations. The provisions of this Agreement that by their nature are intended to survive beyond the termination, cancellation or expiration of this Agreement shall survive.
15. Consumer Consent to Electronic Delivery and Notice. (a) Consent. By clicking the "I Agree" button below, you consent to receive notices solely in electronic format from RX RTN LLC (DBA RX COMPANY). Please regularly check RX RTN LLC (DBA RX COMPANY).com for updates to notices. We will post to RX RTN LLC (DBA RX COMPANY) any changes in hardware or software requirements needed to access the notices. (b) Delivery Considerations. To access RX RTN LLC (DBA RX COMPANY).com, you must have access to a personal computer with appropriate and compatible browser software and access to the Internet. To print and save notices, you must have access to a printer. (c) Duration and Withdrawal of Consent. Your consent will be effective indefinitely. We reserve the right to send you paper copies of any documents or notices that you have consented to receive electronically or that are not available electronically and to discontinue sending updated notices electronically to you at any time.
16. Electronic Signature. (a) You agree that you have read, understand, and bound by, meet, and will continue to meet, all the terms and conditions above, (b) agree that you are providing the legal equivalent of your handwritten signature, and (c) agree to print and/or save a copy of this Agreement for your records. This Agreement is effective upon completion of registration, please scroll up through this Agreement to review important provisions regarding arbitration, limitation of RX RTN LLC (DBA RX COMPANY)'s and its content providers' liability, waivers and indemnities, and other important provisions. The fees and other charges for RX RTN LLC (DBA RX COMPANY)'s Services are based upon your acceptance, and the enforceability, of the arbitration, liability limitations, waivers and indemnity provisions -- in absence of which such fees and costs would be increased to compensate for the potential additional business expenses.