These Terms and Conditions shall be governed by and construed in accordance with the laws of the State of Colorado, without resort to its conflict of law provisions. You agree that any action at law or in equity arising out of or relating to the Terms and Conditions shall be filed only in the State Court in Denver, Colorado, and except as stated herein, you hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction of such courts over any suit, action, or proceeding arising out of the Terms and Conditions. Notwithstanding the above, any controversy or claim related to this Agreement shall be resolved exclusively by arbitration in accordance with the Federal Arbitration Act (Title 9, U.S. Code) (the “Act”). The Act will apply even though this Agreement provides that it is governed by the laws of the State of Colorado. Arbitration proceedings will be determined in accordance with the Act, under the Commercial Rules of the American Arbitration Association, except that discovery in said arbitration shall be limited in scope to the specifics of liability on the Claim, and any discovery related to damages calculations or any financials shall be withheld until after liability has been decided by the arbitrator(s). In the event of any inconsistency between the American Arbitration Association (“AAA”) rules and this paragraph, the terms of this paragraph shall control. The arbitration shall be administered by AAA and conducted in Denver, Colorado. All Claims shall be determined by one arbitrator. All arbitration hearings shall commence within ninety (90) days of the demand for arbitration and close within ninety (90) days of commencement, and the award of the arbitrator(s) shall be issued within thirty (30) days of the close of the hearing. However, the arbitrator(s), upon a showing of good cause, may extend the commencement of the hearing for up to an additional sixty (60) days. The arbitrator(s) shall provide a concise written statement of reasons for the award. The arbitration award may be submitted to any court having jurisdiction to be confirmed and enforced. The arbitrator(s) will have the authority to decide whether any Claim is barred by the statute of limitations and, if so, to dismiss the arbitration on that basis. For purposes of the application of the statute of limitations, the service on AAA under applicable AAA rules of a notice of Claim is the equivalent of the filing of a lawsuit. Any dispute concerning this arbitration provision or whether a Claim is arbitrable shall be determined by the arbitrator(s). The arbitrator(s) shall have the power to award legal fees pursuant to the terms of this Agreement. The prevailing party in any action or arbitration related to these Terms and Conditions shall be entitled to its reasonable attorneys’ fees and costs.
The terms of this section survive any termination of the Terms and Conditions.