TERMS AND CONDITIONS OF SALE (cont.)
Limitation of Liability
ADVANCED RESEARCH, LTD. WILL NOT BE LIABLE FOR LOST PROFITS, LOSS OF
BUSINESS OR OTHER CONSEQUENTIAL, SPECIAL, INDIRECT, OR PUNITIVE DAMAGES,
EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY
THIRD PARTY EXCEPT AS EXPRESSLY PROVIDED HEREIN. ADVANCED RESEARCH, LTD. WILL NOT BE
LIABLE FOR PRODUCTS OR SERVICES NOT BEING AVAILABLE FOR USE OR FOR LOST OR
CORRUPTED DATA OR SOFTWARE. CUSTOMER AGREES THAT FOR ANY LIABILITY RELATED
TO THE PURCHASE OF PRODUCTS OR SERVICES, ADVANCED RESEARCH, LTD. IS NOT
LIABLE OR RESPONSIBLE FOR ANY AMOUNT OF DAMAGES ABOVE THE AGGREGATE DOLLAR
AMOUNT PAID BY CUSTOMER FOR THE PURCHASE(S) UNDER THIS AGREEMENT.
Arbitration
ANY CLAIM, DISPUTE, OR CONTROVERSY (WHETHER IN CONTRACT, TORT, OR OTHERWISE,
WHETHER PREEXISTING, PRESENT OR FUTURE, AND INCLUDING STATUTORY, COMMON LAW,
INTENTIONAL TORT AND EQUITABLE CLAIMS) arising from or relating to this Sale
Agreement, its interpretation, or the breach, termination or validity
thereof, the relationships which result from this Sale Agreement (including,
to the full extent permitted by applicable law, relationships with third
parties who are not signatories to this Sale Agreement), Advanced Research,
Ltd.'s advertising, or any related purchase SHALL BE RESOLVED EXCLUSIVELY
AND FINALLY BY BINDING ARBITRATION ADMINISTERED BY THE NATIONAL ARBITRATION
FORUM (NAF) under the Code of Procedure of ARBITRATION-FORUM.COM (the
"Code") in effect at the time the claim is filed. The Code is available at
http://www.arbitration-forum.com
or can be obtained by calling 1-800-753-9448. Notwithstanding any choice of
law provision included in this Sale Agreement, this arbitration agreement is
subject to the Federal Arbitration Act (9 U.S.C. §§ 1-16) and the New York
Convention on the Enforcement of Arbitration Awards (9 U.S.C. §§ 201-208 or
as codified in the jurisdiction where enforcement of the award is sought).
Hearings shall be held as provided by the Code and if any In-person Hearing
is required, it shall be held in Toledo, Ohio. Judgment on the award
rendered by the arbitrator(s) may be entered by any court having
jurisdiction. Each party shall bear its own cost of any legal
representation, discovery, or research required to complete arbitration.
Orders; Payment Terms; Interest; Taxes
Orders are not binding upon Advanced Research, Ltd. until accepted by
Advanced Research, Ltd. Terms of payment are within Advanced Research,
Ltd.'s sole discretion. Invoices are due and payable within the time period
noted on the invoice, measured from the date of the invoice. Advanced
Research, Ltd. may invoice parts of an order separately. Customer agrees to
pay interest on all past-due sums at the highest rate allowed by law. The
Customer is responsible for sales and all other taxes associated with the
order.
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