8. Limitation Of Liability
UNDER NO CIRCUMSTANCES SHALL THE COMPANY OR ITS AGENTS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES THAT RESULT FROM THE USE OF, OR INABILITY TO USE, THE WEBSITE. THIS LIMITATION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. YOU AGREE THAT THE MAXIMUM AGGREGATE LIABILITY OF THE COMPANY SHALL BE LIMITED TO THE AMOUNT YOU PAID TO THE COMPANY FOR SERVICES. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, THE COMPANY’S LIABILITY IN SUCH JURISDICTIONS SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW.
9. Indemnification
Upon a request by the Company, you agree to defend, indemnify, and hold harmless the Company and its other affiliated companies, and their respective service providers, consultants, employees, contractors, officers, and directors, from all costs, damages, liabilities, claims, and expenses, including, without limitation, reasonable legal fees, arising out of or related to your use of the Website or the violation of these Terms of Use.
10. Severability And Integration
Unless otherwise specified herein, this agreement, together with the Privacy Policy associated with the Website, constitute the entire agreement between you and the Company with respect to the Website and supersede all prior or contemporaneous communications between you and the Company with respect to the Website. If any part of these Terms of Use is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect.
11. Governing Law
These Terms of Use shall be governed by and construed in accordance with the laws of California, USA.
12. Arbitration of Disputes
Except for infringement of Company’s intellectual property, which can be heard by a court of competent jurisdiction, the parties agree that, where allowed by applicable laws, any dispute or claim in law or equity arising between them regarding the use of this Website or these Terms of Use, including any dispute regarding the enforceability or applicability of this arbitration provision, shall be decided by neutral, binding arbitration conducted in Los Angeles, California. The arbitrator shall be a retired judge, justice, or an attorney with at least ten (10) years of legal experience relating to the subject matter of this Agreement, unless the parties mutually agree otherwise, who shall render an award in accordance with the substantive laws of California. In all other respects, the arbitration shall be conducted in accordance with the rules and procedures of the American Arbitration Association, subject to the parties being allowed limited discovery. Judgment upon the award of the arbitrator(s) may be entered in any court having jurisdiction.
NOTICE: BY USING THIS WEBSITE YOU ARE AGREEING TO HAVE ANY DISPUTE ARISING OUT OF THE MATTERS INCLUDED IN THIS “ARBITRATION OF DISPUTES” PROVISION DECIDED BY NEUTRAL ARBITRATION AND YOU ARE GIVING UP ANY RIGHTS YOU MIGHT POSSESS TO HAVE THE DISPUTE LITIGATED IN A COURT OR JURY TRIAL. YOU ARE GIVING UP YOUR JUDICIAL RIGHTS TO DISCOVERY AND APPEAL, UNLESS THOSE RIGHTS ARE SPECIFICALLY INCLUDED IN THE “ARBITRATION OF DISPUTES” PROVISION. IF YOU REFUSE TO SUBMIT TO ARBITRATION AFTER AGREEING TO THIS PROVISION YOU MAY BE COMPELLED TO ARBITRATE ANYHOW PURSUANT TO A COURT ORDER. YOUR AGREEMENT TO THIS ARBITRATION PROVISION IS VOLUNTARY. IF YOU DO NOT WISH TO AGREE TO ARBITRATION, THEN YOU MAY NOT USE THIS WEBSITE.
13. Class Action Waiver
ARBITRATION OR ANY OTHER LEGAL ACTION ARISING IN CONNECTION WITH THE USE OF THIS WEBSITE OR THESE TERMS OF USE MUST BE ON AN INDIVIDUAL BASIS, WHERE ALLOWED BY APPLICABLE LAWS. THIS MEANS NEITHER YOU NOR WE MAY JOIN OR CONSOLIDATE CLAIMS BY OR AGAINST OTHER CUSTOMERS, OR LITIGATE IN COURT OR ARBITRATE ANY CLAIMS AS A REPRESENTATIVE OR MEMBER OF A CLASS OR IN A PRIVATE ATTORNEY GENERAL CAPACITY.
14. Attorneys’ Fees
In any dispute, action, proceeding, or arbitration regarding the use of this website or these Terms of Use, including the enforcement of any arbitration provision herein, the party prevailing in such action or proceeding shall be entitled to recover, in addition to any other award of damages or other remedies, its reasonable attorneys’ and experts’ fees, costs and expenses (including, without limitation, expenses for expert witnesses and all reasonable attorneys’ fees, costs and expenses upon appeal).