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This Agreement is not a transfer or a license of any of Probes Online rights. By accessing Probes Online Website, User expressly acknowledges acceptance of the terms of this Agreement. User agrees that PROBES ONLINE has the right to deny any individual access to its Website. Unauthorized access to Probes Online Website is expressly forbidden. Probes Online Website is protected under Copyright Laws. Any reproduction or distribution of this Website information, by, for, or to any third party, is expressly forbidden.
User understands and agrees that information disclosed through Probes Online Website includes trade secrets and proprietary information belonging to Probes Online. Users agree not to copy or disclose to a third party, in whole or in part, any portion of the information and the software. The provisions of this Confidential Disclosure section shall survive the termination of this Agreement.
PROBES ONLINE assumes no liability for losses incurred in the use or application of the software or the data contained therein. PROBES ONLINE shall not be liable for any direct, indirect, special, incidental, or consequential damages, whether based on contract, tort, or any other legal theory, arising out of the sale, service, furnishing performance or use of any information, data or materials sold or provided under this Agreement. The provisions of this Disclaimer section shall survive the termination of this Agreement.
Any controversy or claim arising out of or relating to this Agreement or to any other agreement between PROBES ONLINE and User shall be settled by binding arbitration in accordance with the commercial arbitration rules of the American Arbitration Association. Any such controversy or claim shall be arbitrated on an individual basis and shall not be consolidated in any arbitration with any claim or controversy of any other party. The arbitration shall be conducted in Phoenix, AZ and judgment on the arbitration award may be entered into any court having competent jurisdiction. Either Member or PROBES ONLINE may seek any interim or preliminary relief from a court of competent jurisdiction in Maricopa County, Arizona, as necessary to protect the rights or property of Member or PROBES ONLINE pending the completion of the arbitration.
The failure of a party to insist upon the performance of any provision of this Agreement or to exercise any right or privilege granted that party shall not be construed as waiving any such provision and the same shall continue in force. This Agreement shall be binding upon and inure solely to the benefit of each of the parties, and no other persons or entities shall be beneficiaries hereunder or have any rights to enforce any part of this Agreement. If any provision of this Agreement is found to be void, the remainder of this Agreement shall survive and remain in full force and shall not thereby be terminated. This Agreement is entered into at Phoenix, AZ and shall be governed by laws of the State of Arizona governing agreements to be performed in Arizona by Arizona residents, excluding the choice-of-law rules of said State of Arizona. All parties consent to personal jurisdiction and venue in Maricopa County, Arizona. An electronically sent agreement shall be as valid as a written agreement. The parties agree that this Agreement shall be written in English only. Times and dates shall be determined in accordance with Arizona Time, whichever is in effect in Phoenix, Arizona at the relevant time. Expressions of monetary amounts shall be understood to be in United States dollars, unless explicitly stated to be otherwise. This Agreement supersedes any oral representations by any person and does not incorporate by reference any such oral representations. Except as otherwise explicitly provided, notice shall be in writing or shall be electronically sent. Notice sent by e-mail shall be presumed to have been received within 24 hours after sending. Notice sent by the U.S. Postal Service to an address in the United States shall be presumed to have been received within seven calendar days after sending. Notice received at an incorrect e-mail or postal address shall be considered to have been received if the error in the address is the fault of the intended recipient.
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