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r. mks lo. DISPUTE RESOLUTION. In the event of any dispute between Seabrooks and Subscriber relating to this agreement, the parties shall first seek to settle the dispute by mutual agreement. If the parties have not reached a settlement within one week, then thereafter either of them may submit the dispute to arbitration, and if so submitted, such dispute shall be finally settled by arbitration conducted in accordance with the commercial arbitration rules of the American Arbitration Association or its successor. The disputing Parties shall attempt to mutually agree upon a neutral arbitrator. If the disputing Parties cannot reach such agreement, the parties shall request the American Arbitration Association or its successor to designate a neutral arbitrator. Any arbitration shall be conducted in a mutually agreed upon location. The institution of any arbitration proceeding hereunder shall not relieve any Party of its obligation to make payments under this agreement. The decision by the arbitrator shall be binding and conclusive upon the Parties, their successors, assigns and trustees and; hey shall comply with such decision in good faith, and each Party hereby submits itself to the jurisdiction of the courts of the place where the arbitration is held, but only for the entry of judgment or for the enforcement of the decision of the arbitrator hereunder. Judgment upon the award may be entered in any court having jurisdiction. 11. GOVERNING LAW. This agreement is governed by the laws of the State of Texas (without regard to conflicts of law principles) for any dispute between the parties or relating in any way to the subject matter of this agreement. Nothing in this agreement prevents either party from seeking injunctive relief in a court of competent jurisdiction. 12. OTHER TERMS. a. Entire Agreement and Changes. This agreement and the order constitute the entire agreement between the parties and supersede any prior or contemporaneous negotiations or agreements, whether oral or written, related to this subject matter. Subscriber is not relying on any representation concerning this subject matter, oral or written, not included in this agreement. No representation, promise or inducement not included in this agreement is binding. No modification of this agreement is effective unless both parties sign it, and no waiver is effective unless the party waiving the right signs a waiver in writing. b. Assignment. Seabrooks may assign this agreement or any of its interest herein (including without limitation rights and duties of performance) to a third party. Subscriber may riot assign or transfer this agreement or an order to a third party, except that this agreement with all orders may be assigned as part of a merger, or sale of substantially all the assets, of Subscriber. c. Independent Contractors. The parties are independent contractors with respect to each other. d. Enforceability and Force Majeure. If any term of this agreement is invalid or unenforceable, the other terms remain in effect. Except for the payment of monies, neither party is liable for events beyond its reasonable control, including, without limitation force majeure events. e. Money Damages Insufficient. Any breach by a party of this agreement or violation of the other party's intellectual property rights could cause irreparable injury or harm to the other party. The other party may seek a court order to stop any breach or avoid any future breach. f. No Additional Terms. Seabrooks rejects additional or conflicting terms of any Subscriber fornn- purchasing document. I;. Order of Precedence. If there is an inconsistency between this agreement and an order, the order prevails. 11. Survival of Terms. Any terms that by their nature survive termination of this agreement for a party to assert its rights and receive the protections of this agreement, will survive (including without