Terms and Conditions

THE AGREEMENT: Please read these Terms and Conditions ("Terms", "Terms and Conditions") carefully before using http:// (the “website”) and any free or paid products or services offered via the site (the "Service") and operated by The Cecelia B. Richie Law Firm, PLLC ("us", "we", or "our")

Your access to and use of the Service is conditioned on your acceptance of and compliance with these Terms. These Terms apply to all visitors, users and others who access or use the Service.

By accessing or using the Service you agree to be bound by these Terms. If you disagree with any part of the terms, then you may not access the Service.

1) DEFINTION

a)Company, We, Us, Our: The Company, as the creator, operator, publisher of the Website, makes the Website, and certain Services on it, available to users. Cecelia B. Richie Law Firm, PLLC, Company, Us, We, Our and other first-person pronouns will refer to the Company, as well as all employees and affiliates to the Company.

b)You, the User, the client: You as the user of the Website will be referred to throughout this Agreement with second-person pronouns such as You, Your, or as User or Client.

c)Parties: Collectively the partied to this Agreement (the Company and You) will be referred to as Parties.

THE ACCEPTANCE: We provide visitors to our Websites (“Visitors”) access to the Websites subject to the following Terms of Use, which may be updated by us from time to time without notice to you. By browsing the public areas or by accessing and using the Websites, you warrant that you have read, reviewed, understand, and agree to be legally bound by these Terms of Use and our Privacy Policy, which is hereby incorporated by reference (collectively, this “Agreement”). If you do not agree to be bound by this Agreement, please leave the Website immediately. We only agree to provide use of this Website and Services to You if You assent to this Agreement.

Any user who (each, a “User”) wishes to purchase a product or service through one of our Websites, is agreeing to the terms of this Agreement and the accompanying Terms and Conditions of Purchase with respect to such product or service. In the event of any conflict between the terms of this Agreement and the Terms and Conditions of Purchase, the Terms and Conditions of Purchase shall control.

THE SECTIONS BELOW TITLED “BINDING ARBITRATION” AND “CLASS ACTION WAIVER” CONTAIN A BINDING ARBITRATION AGREEMENT AND CLASS ACTION WAIVER. THEY AFFECT YOUR LEGAL RIGHTS. PLEASE READ THEM.

Capitalized terms not defined in these Terms of Use shall have the meaning set forth in our Privacy Policy.

1. Description and use of our Websites

We provide Visitors and Users with access to the Services as described below.

Visitors. Visitors, as the term implies, are people who want to explore the Websites. Visitors can: (i) view all publicly available content on the Websites;(ii) email us. (iii) purchase products and services through one of our Websites;(iv) post comments and other content on the Websites (collectively, “Registered User Content”); (v) sign up for our various programs; (vi) sign up for alerts and other notifications.

2. Acceptable Use

You agree not to use the Website or Services for any unlawful purpose, or any purpose prohibited under this clause. You agree not to use the Website or Services in any way that could damage the Website, Services, or general business of the Company.

a) You further agree not to use the Website or Services:

1. To harass, abuse, or threaten others or otherwise violate any person’s legal rights;

2. To violate any intellectual property rights of the Company or any third party;

3. To upload or otherwise disseminate any computer viruses or other software that may damage the property of another;

4. To perpetrate any fraud;

5. To engage in or create any unlawful gambling, sweepstakes, pyramid scheme, spam or use this Website to engage in any commercial activities;

6. You will not access or use the Websites to collect any market research for a competing business;

7. To publish or distribute any obscene or defamatory material;

8. To publish or distribute any material that violence, hate, or discrimination towards any group;

9. To unlawfully gather information about others; or discloses any sensitive information about another person, including that person’s email address, postal address, phone number, credit card information, or any similar information

10. You will not impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity

We reserve the right, in our sole and absolute discretion, to deny you access to the Websites, or any portion of the Websites, without notice, and to remove any content that does not adhere to these Community Guidelines.

3. Restrictions

You must be at least 18 (eighteen) years of age to use this Website or any Services contained herein. By using this Website. You represent and warrant that You are at Least 18 years of age and may legally agree to this Agreement. We assume no responsibility or liability for any misrepresentation of Your age.

4. License

We may provide You with certain information as a result of Your use of the Website or Services. Such information may include but is not limited to, documentation data, or information developed by Cecelia B. Richie Law Firm, PLLC, and other materials which may assist in Your use of the Website or Services. Subject to this Agreement We grant You a non-exclusive, limited, non-transferable and revocable license to use Our material solely in connection with Your use of the Website and Services. Our material may not be used for any other purpose, and this license terminates upon Your cessation of use of the Website or Services or at the termination of this Agreement.

The Websites provides Users the ability to post and upload User Content. You expressly acknowledge and agree that once you submit your User Content for inclusion into the Websites, it will be accessible by others, and that there is no confidentiality or privacy with respect to such User Content, including, without limitation, any personally identifying information that you may make available. YOU, AND NOT THE CECELIA B. RICHIE LAW FIRM, PLLC, ARE ENTIRELY RESPONSIBLE FOR ALL YOUR REGISTERED USER CONTENT THAT YOU UPLOAD, POST, EMAIL, OR OTHERWISE TRANSMIT VIA THE WEBSITES.

You retain all copyrights and other intellectual property rights in and to your own User Content. You do, however, hereby grant us and our sublicensees a non-exclusive, royalty-free, freely sublicensable, perpetual license to modify, compile, combine with other content, copy, record, synchronize, transmit, translate, format, distribute, publicly display, publicly perform, and otherwise use or exploit (including for profit) your User Content and all intellectual property and moral rights therein throughout the universe, in each case, by or in any means, methods, media, or technology now known or hereafter devised. You also grant us and our sublicensees the right, but not the obligation, to use your User Content, your Name, likeness, and photograph in connection with any use of the related User Content permitted by the previous sentence and/or to advertise and promote the Websites, The Cecelia B. Richie Law Firm, PLLC, and our products and services. Without limiting the foregoing, you acknowledge and agree that uses of your User Content, name, likeness, and photograph permitted by the foregoing rights and licenses may include the display of such User Content, name, likeness, and photograph adjacent to advertising and other material or content, including for profit.

If you submit User Content to us, each such submission constitutes a representation and warranty to The Cecelia B. Richie Law Firm, PLLC that such User Content is your original creation (or that you otherwise have the right to provide the User Content), that you have the rights necessary to grant the license to the User Content under the prior paragraph, and that it and its use by The Cecelia B. Richie Law Firm, LLC and its content partners as permitted by this Agreement does not and will not infringe or misappropriate the intellectual property or moral rights of any person or contain any libelous, defamatory, or obscene material or content that violates our Community Guidelines.

5. Communications with Us

Although we encourage you to email us, we do not want you to, and you should not, email us any content that contains confidential information. With respect to all emails and communications you send to us, including, but not limited to, feedback, questions, comments, suggestions, and the like, we shall be free to use any ideas, concepts, know-how, or techniques contained in your communications for any purpose whatsoever, including but not limited to, the development, production, and marketing of products and services that incorporate such information without compensation or attribution to you.

6. Assumption of Risk

This Website and Services are provided for communication purposes only. You acknowledge and agree that any information posted on Our Website is not intended to be legal advice, medical advice, or financial advice, and no fiduciary relationship has been created between You and Cecelia B. Richie Law Firm. You further agree that Your purchase of any of the products on the Website is at Your own risk. We do not assume responsibility or liability for any advice or other information given on the Website.

THE WEBSITES AND THE CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND, INCLUDING THAT THE WEBSITES WILL OPERATE ERROR-FREE OR THAT THE WEBSITES, THEIR SERVERS, OR THE CONTENT ARE FREE OF COMPUTER VIRUSES OR SIMILAR CONTAMINATION OR DESTRUCTIVE FEATURES.

WE DISCLAIM ALL WARRANTIES, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE, MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTIES’ RIGHTS, AND FITNESS FOR PARTICULAR PURPOSE AND ANY WARRANTIES ARISING FROM A COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE; IN CONNECTION WITH ANY WARRANTY, CONTRACT, OR COMMON LAW TORT CLAIMS: WE AND OUR LICENSORS SHALL NOT BE LIABLE FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES, LOST PROFITS, OR DAMAGES RESULTING FROM LOST DATA OR BUSINESS INTERRUPTION) RESULTING FROM THE USE OR INABILITY TO ACCESS AND USE THE WEBSITES OR THE CONTENT, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND (II) ANY DIRECT DAMAGES THAT YOU MAY SUFFER AS A RESULT OF YOUR USE OF THE WEBSITES OR THE CONTENT SHALL BE LIMITED TO THE FEES YOU HAVE PAID US IN CONNECTION WITH ANY PURCHASES YOU HAVE MADE FROM US DURING THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE EVENTS GIVING RISE TO THE CLAIM.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES. THEREFORE, SOME OF THE ABOVE LIMITATIONS ON WARRANTIES IN THIS SECTION MAY NOT APPLY TO YOU.

THE WEBSITES MAY CONTAIN TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS OR OMISSIONS. UNLESS REQUIRED BY APPLICABLE LAWS, WE ARE NOT RESPONSIBLE FOR ANY SUCH TYPOGRAPHICAL, TECHNICAL, OR PRICING ERRORS LISTED ON THE WEBSITES. THE WEBSITES MAY CONTAIN INFORMATION ON CERTAIN PRODUCTS AND SERVICES, NOT ALL OF WHICH ARE AVAILABLE IN EVERY LOCATION. A REFERENCE TO A PRODUCT OR SERVICE ON THE WEBSITES DOES NOT IMPLY THAT SUCH PRODUCT OR SERVICE IS OR WILL BE AVAILABLE IN YOUR LOCATION. WE RESERVE THE RIGHT TO MAKE CHANGES, CORRECTIONS, AND/OR IMPROVEMENTS TO THE WEBSITES AT ANY TIME WITHOUT NOTICE.

7. Fees and Payment

As consideration for any purchase you make on the Websites, you shall pay The Cecelia B. Richie Law Firm, PLLC all applicable fees and taxes. We (or our third-party payment processor) shall authorize your credit card, bank account, or other approved payment facility you provided during the registration process for the full payment of the fees and any applicable taxes, and you hereby consent to the same. If the mailing address you provided us is in the United States, all payments will be charged and made in U.S. dollars. If the mailing address you provided us is outside the United States or any of its possessions or territories, all payments will be charged and made in your local currency.

You must provide current, complete, and accurate billing and credit card information. You must promptly update all billing information (such as billing address, card number, and expiration date) to keep your account current, complete, and accurate, and you must promptly contact us if your credit card is lost or stolen, or if you become aware of a potential breach of account security. You hereby authorize The Cecelia B. Richie Law Firm, PLLC to obtain or determine updated or replacement expiration dates for your credit card in the event that the credit card you provided us expires. We reserve the right to charge any renewal card issued to you to the same extent as the expired card. If payment is not received from your credit card issuer, you hereby agree to pay all amounts due upon demand. You agree to pay all costs of collection, including attorney’s fees and costs, on any outstanding balance. In certain instances, the issuer of your credit card may charge you a foreign transaction fee or related charges, which you will be responsible to pay. You are advised to check with your bank and credit card issuer for details.

a) Trademark Application Services: Refund Policy

Trademark Application Services: Once the intake form is completed, engagement letter is signed and submitted with payment for trademark application registration packet our team begins the trademark process immediately, and a full refund is no longer available. Once we have started your trademark process the most you could receive is the price paid minus $350. This amount is not guaranteed when requested because it is based on how many trademark searches were performed, which after the first two searches each additional search will cost $125. Once a trademark is submitted to the USPTO office there is no refund available to the client. The client agrees to this understanding by submitting payment, intake form, and engagement letter to our firm for representation.

b) All other services refund policy

Once work has started and/ or product is received no refund is available.

8. Intellectual Property

The Websites contain material, such as videos, training modules, photographs, software, text, graphics, images, sound recordings, and other material provided by or on behalf of The Cecelia B. Richie Law Firm, PLLC (collectively referred to as the “Content”). The Content maybe owned by us or third parties is protected under the laws of any jurisdiction (United States and Foreign Law). Copyright, trademark, and other laws may be violating if Content use is Unauthorized.

You agree that the Website and all Services provided by The Cecelia B. Richie Law Firm, PLLC is our property, including but not limited to all copyright, trademarks, trade secrets, patents, secret process, know how, concept, idea, information, and other intellectual property. You agree that We own all rights, titles, and interests in and to Our Intellectual Property and that You will not use Our Intellectual Property for any unlawful or infringing purpose. Visitors may view all Content that is available publicly for their own personal, non-commercial use. You agree not to reproduce or distribute Our Intellectual Property in any way, including electronically or vis registration or any new trademark, trade names, service marks or Uniform Resource Locators (URLs), without express written permission from Us.

You may not sell, transfer, assign, license, sublicense, or modify the Content or reproduce, display, publicly perform, make a derivative version of, distribute, or otherwise use the Content in any way for any public or commercial purpose. The use or posting of the Content on any other website, social media page, or in a networked computer environment for any purpose is expressly prohibited.

If you violate any part of this Agreement, your permission to access and/or use the Content and the Websites automatically terminates and you must immediately destroy any copies you have made of the Content.

The Intellectual property includes but is not limited to trademarks, service marks, and logos of The Cecelia B. Richie Law Firm, PLLC (the “CB. Richie Law Trademarks”) used and displayed on the Websites are registered and common law trademarks or service marks of The Cecelia B. Richie, PLLC. Other company, product, and service names located on the Websites may be trademarks or service marks owned by others (the “Third-Party Trademarks,” and, collectively with CB. Richie Law Trademarks, the “Trademarks”). Nothing on the Websites should be construed as granting, by implication, estoppel, or otherwise, any license or right to use the Trademarks, without our prior written permission specific for each such use. Use of the Trademarks as part of a link to or from any site is prohibited unless establishment of such a link is approved in advance by us in writing. All goodwill generated from the use of CB. Richie Law Trademarks inures to our benefit.

Elements of the Websites are protected by trade dress, trademark, unfair competition, and other state and federal laws and may not be copied or imitated in whole or in part, by any means, including, but not limited to, the use of framing or mirrors. None of the Content may be retransmitted without our express, written consent for each and every instance.

9. External Sites

The Website may occasionally post links to third party websites (External Sites) or other services. These links are provided solely as a convenience to you and not as an endorsement by us of the content on such External Sites, whether or not such External Sites are owned, operated, or affiliated with The Cecelia B. Richie Law Firm, PLLC. You should contact the owner of the External Sites if you have any concerns regarding such links or any content located on such External Sites. You agree that the We are not responsible or liable for any loss or damage caused as a result of Your use of any External Sites services linked to from Our Website.

10. Warranties; Indemnification

You agree to defend, indemnify, and hold us and our officers, directors, employees, agents, successors, licensees, and assigns harmless from and against any damages, liabilities, losses, expenses, claims, actions, and/or demands, including, without limitation, reasonable legal and accounting fees, arising or resulting from: (i) your breach of this Agreement; (ii) your misuse of the Content or the Websites; and/or (iii) your violation of any third-party rights, including without limitation any copyright, trademark, property, publicity, or privacy right. We shall provide notice to you of any such claim, suit, or proceeding and shall assist you, at your expense, in defending any such claim, suit, or proceeding. We reserve the right to assume the exclusive defense and control (at your expense) of any matter that is subject to indemnification under this section. In such case, you agree to cooperate with any reasonable requests assisting our defense of such matter.

11. Compliance with Applicable Laws

The Websites are based in the United States. We make no claims concerning whether the Content may be downloaded, viewed, or be appropriate for use outside of the United States. If you access the Websites or the Content from outside of the United States, you do so at your own risk. Whether inside or outside of the United States, you are solely responsible for ensuring compliance with the laws of your specific jurisdiction.

12. Termination of the Agreement

We reserve the right, in our sole discretion, to restrict, suspend, or terminate this Agreement and your access to all or any part of the Websites, at any time and any reason, with or without cause without prior notice or liability. We reserve the right to change, suspend, or discontinue all or any part of the Websites at any time without prior notice or liability. At the termination of this Agreement, any provisions that would by expected to survive termination by their nature shall remain in full force and effect. The following sections shall survive any termination of this Agreement: “Fees and Payment” (until you pay all fees and taxes due hereunder), “Intellectual Property,” “Licenses,” “Communications with Us,” “No Warranties; Limitation of Liability,” “Representations; Warranties; and Indemnification,” “Termination of the Agreement,” “Controlling Law,” “Binding Arbitration,” “Class Action Waiver,” “Equitable Relief,” and “Miscellaneous.”

13. Digital Millennium Copyright Act (DMCA)

Complaints regarding content posted on the, The Cecelia B. Richie Law Firm, PLLC website

The Cecelia B. Richie Law Firm, PLLC respects the intellectual property rights of others and desires to offer a platform which contains no content that violates those rights. It is Our policy not to permit materials known by us to be infringing to remain on the Website. We have made every eﬀort to secure appropriate clearances for all proprietary intellectual properties used on Our website. Our Terms of Use requires that information posted by users be accurate, lawful and not in violation of the rights of third parties. To promote these objectives, The Cecelia B. Richie Law Firm, PLLC provides a process for submission of complaints concerning content posted by our users. Our policy and procedures are described and/or referenced in the sections that follow.

Please note that whether or not we disable access to or remove content, The Cecelia B. Richie Law Firm, PLLC may make a good faith attempt to forward the written notification, including the complainant’s contact information, to the user who posted the content and/or take other reasonable steps to notify the user that The Cecelia B. Richie Law Firm, PLLC has received notice of an alleged violation of intellectual property rights or other content violation. It is also our policy, in appropriate circumstances and in our discretion, to disable and/or terminate the accounts of users, or groups as the case may be, who infringe or repeatedly infringe the rights of others or otherwise post unlawful content.

Please note that any notice or counter-notice you submit must be truthful and must be submitted under penalty of perjury. A false notice or counter-notice may give rise to personal liability. You may therefore want to seek the advice of legal counsel before submitting a notice or a counter-notice.

Claims regarding copyright infringement

Notice of Copyright Infringement:

Pursuant to the Digital Millennium Copyright Act (17 ‪U.S.C. § 512), The Cecelia B. Richie Law Firm, PLLC has implemented procedures for receiving written notification of claimed infringements. The Cecelia B. Richie Law Firm, PLLC has also designated an agent to receive notices of claimed copyright infringement. You are encouraged to review them (see 17 U.S.C. § 512(c)(3)) before sending your claim. Upon receipt of notice of claimed infringement, we will respond expeditiously to remove, or disable access to, the material claimed to be infringing and will follow the procedures speciﬁed in the DMCA to resolve the claim between the notifying party and the alleged infringer who provided the content at issue. Please do not send any other communications to the Designated Agent, who is appointed solely for the purposes of receiving notices of copyright claims under the DMCA. If you believe in good faith that your copyright has been infringed, you may complete and submit written communication which contains:

· An electronic or physical signature of the person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;

· Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;

· Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit the service provider to locate the material;

· Information reasonably sufficient to permit the service provider to contact you, email address and your mailing address and/or telephone number;

· A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and

· A statement by you, made under penalty of perjury, that the information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.

Please submit your notice to The Cecelia B. Richie Law Firm, PLLC as follows:

The Cecelia B. Richie Law Firm, PLLC

ATTN: Cecelia Richie - DMCA Agent

‪418 N Main St Suite 200

Royal Oak, MI 48067

USA

Counter-Notice:

If you believe that a notice of copyright infringement has been improperly submitted against you, you may submit a Counter-Notice, pursuant to Sections 512(g)(2) and (3) of the Digital Millennium Copyright Act. You may provide a written communication which contains:

· Your physical or electronic signature;

· Identification of the Content removed or to which access has been disabled; and the location at which the Content appeared before it was removed or disabled;

· A statement that you have a good faith belief that the Content was removed or disabled as a result of mistake or misidentification of the Content; and

· Your full name, your email address, your mailing address, and a statement that you consent to the jurisdiction of the Federal District court (i) in the judicial district where your address is located if the address is in the United States, or (ii) located in the United States Eastern District of Michigan (Oakland County), if your address is located outside the United States, and that you will accept service of process from the complainant submitting the notice or his/her authorized agent.

Please mail your Counter-Notice to The Cecelia B. Richie, PLLC's DMCA Agent via to the address specified above.

14. CONTROLLING LAW

This Agreement and any action related thereto will be governed by the laws of the State of Michigan without regard to its conflict of laws provisions.

15. BINDING ARBITRATION

In the event of a dispute arising under or relating to this Agreement, the Content, or the Websites (each, a “Dispute”), either party may elect to finally and exclusively resolve the dispute by binding arbitration governed by the Federal Arbitration Act (“FAA”). Any election to arbitrate, at any time, shall be final and binding on the other party. IF EITHER PARTY CHOOSES ARBITRATION, NEITHER PARTY SHALL HAVE THE RIGHT TO LITIGATE SUCH CLAIM IN COURT OR TO HAVE A JURY TRIAL, EXCEPT EITHER PARTY MAY BRING ITS CLAIM IN ITS LOCAL SMALL CLAIMS COURT, IF PERMITTED BY THAT SMALL CLAIMS COURT RULES AND IF WITHIN SUCH COURT’S JURISDICTION. ARBITRATION IS DIFFERENT FROM COURT, AND DISCOVERY AND APPEAL RIGHTS MAY ALSO BE LIMITED IN ARBITRATION. All disputes will be resolved before a neutral arbitrator selected jointly by the parties, whose decision will be final, except for a limited right of appeal under the FAA. The arbitration shall be commenced and conducted by JAMS pursuant to its then current Comprehensive Arbitration Rules www.adr.org and Procedures and in accordance with the Expedited Procedures in those rules, or, where appropriate, pursuant to JAMS’ Streamlined Arbitration Rules and Procedures. All applicable JAMS’ rules and procedures are available at the JAMS website. Each party will be responsible for paying any JAMS filing, administrative, and arbitrator fees in accordance with JAMS rules. Judgment on the arbitrator’s award may be entered in any court having jurisdiction. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction. The arbitration may be conducted in person, through the submission of documents, by phone, or online. If conducted in person, the arbitration shall take place in the United States county where you reside. The parties may litigate in court to compel arbitration, to stay a proceeding pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator. The parties shall cooperate in good faith in the voluntary and informal exchange of all non-privileged documents and other information (including electronically stored information) relevant to the Dispute immediately after commencement of the arbitration. As set forth in Section 17 below, nothing in this Agreement will prevent us from seeking injunctive relief in any court of competent jurisdiction as necessary to protect our proprietary interests.

16. Class Action Waiver

You agree that any arbitration or proceeding shall be limited to the Dispute between us and you individually. To the full extent permitted by law, (i) no arbitration or proceeding shall be joined with any other; (ii) there is no right or authority for any Dispute to be arbitrated or resolved on a class action-basis or to utilize class action procedures; and (iii) there is no right or authority for any Dispute to be brought in a purported representative capacity on behalf of the general public or any other persons. YOU AGREE THAT YOU MAY BRING CLAIMS AGAINST US ONLY IN YOUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

17. Equitable Relief

You acknowledge and agree that in the event of a breach or threatened violation of our intellectual property rights and confidential and proprietary information by you, we will suffer irreparable harm and will therefore be entitled to injunctive relief to enforce this Agreement. We may, without waiving any other remedies under this Agreement, seek from any court having jurisdiction any interim, equitable, provisional, or injunctive relief that is necessary to protect our rights and property pending the outcome of the arbitration referenced above. You hereby irrevocably and unconditionally consent to the personal and subject matter jurisdiction of the federal and state courts in the State of Michigan, County of Oakland for purposes of any such action by us.

18. Miscellaneous

Our failure to act on or enforce any provision of the Agreement shall not be construed as a waiver of that provision or any other provision in this Agreement. No waiver shall be effective against us unless made in writing, and no such waiver shall be construed as a waiver in any other or subsequent instance. Except as expressly agreed by us and you in writing, this Agreement constitutes the entire Agreement between you and us with respect to the subject matter, and supersedes all previous or contemporaneous agreements, whether written or oral, between the parties with respect to the subject matter. The section headings are provided merely for convenience and shall not be given any legal import. This Agreement will inure to the benefit of our successors, assigns, licensees, and sublicensees.