These Terms apply to any Transaction, including, without limitation, public auctions conducted by Tailwinds and direct purchases by you of any Goods either before, after or independent of any public auction.  You acknowledge that Tailwinds may contract certain of its services (the “Tailwind Services”) to third parties, in which case you agree also to be bound by such third party’s terms and conditions.  However, in the event of any conflict between these Terms and any third party’s terms, you hereby agree that these Terms shall control. These Terms shall supersede all prior discussions, representations and writings between Tailwinds and you, and shall constitute the entire, complete, final and only agreement between Tailwinds and you with respect to the use of the Website and the sale of the Goods.  Tailwinds hereby rejects any provision of any purchase order, request for quotation, quotation, order, acknowledgment or other form or document submitted relating to sales of the Goods or the Website.  

You acknowledge and agree that Tailwinds may change, modify, amend, suspend or discontinue any aspect of the Website, at any time, without notice and without liability to you or to any third party.  Tailwinds reserves the right to impose limits on certain features of the Website, at any time, without notice and without liability to you or to any third party.  Further, you acknowledge and agree that Tailwinds may amend any or all of the Terms (including, without limitation, its fees and other rules) at any time, without notice, at Tailwinds’ sole and absolute discretion.  Any amendment of the Terms will be reflected on the Website.  You are encouraged periodically to review the Terms posted on the Website and your continued use of the Website shall be deemed your agreement therewith.

1.                 Role of Tailwinds.  Tailwinds provides the Tailwinds Services and the Website so that a Seller may offer Goods for sale and you may place offers to purchase the Goods.  As such, Tailwinds may not be a principal interested in the Transaction, nor is Tailwinds your agent. Tailwinds may not have the power to transfer title to any Goods offered by any Seller. 

2.                 Representations and Warranties.  In addition to any and all other representations, warranties, covenants and other obligations set forth in these Terms, you acknowledge and agree that when you place a bid on any Goods, you represent, warrant and covenant that: (a) you shall close the Transaction and pay all amounts due pursuant to and in accordance with these Terms; (b) you have the capacity to enter into the Transaction; (c) you have actual authority to place a bid, and to purchase the Goods; and (d) any bid that you make on any Goods constitutes an irrevocable offer to buy such Goods for the full amount of the bid.  All forms of shill bidding (for instance, bidding on Goods that you have listed for sale), bid manipulation and collusion between multiple parties are forbidden.  You may not make a bid under a false name or with an invalid credit card.

3.                 Disclaimers.  NEITHER TAILWINDS NOR ANY SELLER MAKES ANY WARRANTIES OR REPRESENTATIONS OF ANY KIND OR NATURE WITH RESPECT TO THE GOODS OR THEIR VALUE, INCLUDING, WITHOUT LIMITATION, WARRANTIES FOR NON-INFRINGEMENT, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.  IN NO EVENT SHALL TAILWINDS NOR ANY SELLER BE RESPONSIBLE FOR CORRECTNESS OF DESCRIPTION, GENUINENESS, ATTRIBUTION, PROVENANCE, AUTHENTICITY, AUTHORSHIP, COMPLETENESS, CONDITION OF THE GOODS OR ESTIMATE OF THEIR VALUE.  NO STATEMENT (ORAL OR WRITTEN) ON THE WEBSITE OR ELSEWHERE SHALL BE DEEMED SUCH A WARRANTY OR REPRESENTATION, OR ANY ASSUMPTION OF RESPONSIBILITY.  YOU HEREBY ACKNOWLEDGE AND AGREE THAT ANY AND ALL GOODS SOLD HEREBY SHALL BE ON AN “AS IS” BASIS WITH NO WARRANTIES OR REPRESENTATIONS WHATSOEVER, EXPRESS, IMPLIED, STATUTORY, ARISING FROM COURSE OF DEALING OR OTHERWISE.  WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, TAILWINDS MAKES NO REPRESENTATION OR WARRANTY WHATSOEVER, EXPRESS, IMPLIED, STATUTORY, ARISING FROM COURSE OF DEALING OR OTHERWISE REGARDING THE TAILWINDS SERVICES, THE WEBSITE OR ANY OTHER MATTER WHATSOEVER INCLUDING, WITHOUT LIMITATION, ALL GOODS LISTED FOR SALE, CONTENT, FUNCTIONS, MATERIALS AND INFORMATION MADE AVAILABLE ON OR ACCESSED THROUGH THE WEBSITE.  TAILWINDS MAKES NO REPRESENTATIONS OR WARRANTIES THAT THE TAILWINDS SERVICES OR THE FUNCTIONS, FEATURES OR CONTENT CONTAINED OR MADE AVAILABLE ON OR ACCESSED THROUGH THE WEBSITE, INCLUDING, WITHOUT LIMITATION, ANY THIRD-PARTY SOFTWARE, PRODUCTS OR OTHER MATERIALS USED IN CONNECTION WITH THE TAILWINDS SERVICES OR THE WEBSITE, WILL BE TIMELY, SECURE, UNINTERRUPTED OR ERROR FREE, OR THAT DEFECTS WILL BE CORRECTED.  TAILWINDS MAKES NO REPRESENTATIONS OR WARRANTIES THAT THE WEBSITE OR THE TAILWINDS SERVICES WILL MEET YOUR REQUIREMENTS, AND EXPRESSLY DISCLAIMS ANY REPRESENTATIONS, WARRANTIES OR GUARANTEES THAT ANY GOODS FOR SALE THROUGH THE WEBSITE WILL BE SOLD OR THAT ANY SELLER WILL COMPLETE ANY SALES OF GOODS.  IF YOU ARE DISSATISFIED WITH THE TAILWINDS SERVICES OR THE WEBSITE, YOUR SOLE REMEDY IS TO DISCONTINUE USING THE TAILWINDS SERVICES AND THE WEBSITE.  TAILWINDS MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING ANY GOODS PURCHASED OR OBTAINED THROUGH THE USE OF THE TAILWINDS SERVICES OR THE WEBSITE OR ANY TRANSACTIONS ENTERED INTO THROUGH THE USE OF THE TAILWINDS SERVICES OR THE WEBSITE.  NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM TAILWINDS OR THROUGH THE USE OF THE TAILWINDS SERVICES OR THE WEBSITE SHALL CREATE ANY WARRANTY.  TAILWINDS EXPRESSLY DISCLAIMS ANY RESPONSIBILITY FOR ANY MISREPRESENTATIONS OR BREACHES COMMITTED BY ANY SELLER.

4.                 Indemnification; Release.  You shall indemnify, defend and hold harmless Tailwinds, its licensors and their respective officers, directors, employees, contractors and agents for, from and against all liabilities, damages, losses, costs, claims, and expenses, including, without limitation, attorney’s fees, that arise from: (a) any act of omission by you or any person or entity acting on your behalf; (b) any claim of infringement of any patent, trademark or copyright, or from any other claim which may arise based upon any use or sale of the Goods, including, but not limited to, your use of the Goods in combination with other items; (c) any content transmitted by you or any user of your account on the Website; and/or (d) any use or misuse of the Website by you or any person or entity acting on your behalf.  Tailwinds reserves the right, at your expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you agree to cooperate with Tailwinds in any reasonable way, including, without limitation, asserting any available defenses.  In the event of any controversy or dispute regarding any Transaction conducted or the Website, you hereby agree that your sole remedy shall be against the Seller and you hereby release Tailwinds, its parent, affiliates and subsidiaries, and their respective directors, officers, employees, agents, shareholders, co-branders, partners, successors and assigns from any liability related thereto.

5.                 Limitation of Liability.  IN NO EVENT SHALL TAILWINDS, ITS AGENTS OR LICENSORS BE LIABLE FOR ANY CLAIM, WHETHER IN CONTRACT, TORT OR ANY OTHER THEORY OF LIABILITY, WHICH EXCEEDS THE GREATER OF ONE HUNDRED DOLLARS ($100) OR THE AMOUNTS PAID BY YOU TO TAILWINDS OR SELLER.  IN NO EVENT SHALL TAILWINDS BE LIABLE FOR ANY PUNITIVE, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, INCLUDING, WITHOUT LIMITATION, LOSS OF USE OR PROFITS OR GOODWILL, LOST SALES, BUSINESS INTERRUPTION, DAMAGES TO OR DESTRUCTION OF PROPERTY, OR DAMAGE OR INJURY TO PERSONS, OR LIABILITIES TO ANY THIRD PERSON, FOR ANY CAUSE, INCLUDING, WITHOUT LIMITATION, DEFECTS IN THE GOODS OR LATE OR NON-DELIVERY OF THE GOODS.  YOU ACKNOWLEDGE AND AGREE THAT THE LIMITATIONS AND EXCLUSIONS SET FORTH HEREIN REPRESENT THE PARTIES' AGREEMENT AS TO ALLOCATION OF RISK BETWEEN THEM IN CONNECTION WITH TAILWINDS’ OBLIGATIONS ARISING FROM THE SALE OF THE GOODS COVERED HEREBY.

6.                 Electronic Submissions.  You acknowledge and agree that any placement of a bid on the Website binds you to pay for purchases of the corresponding Goods.  You agree to be bound by your electronic submissions relating to all Transactions entered into on the Website, including, without limitation, notices of cancellation, policies, contracts and applications.  You acknowledge that by using the Website or sending e-mails to Tailwinds, you are communicating with Tailwinds electronically.  You hereby consent and agree to receive communications from Tailwinds electronically.  Tailwinds may communicate with you by e-mail or through communications on the Website.  You agree that all agreements, notices, disclosures and other communications that Tailwinds provides to you electronically shall satisfy any legal requirement that such communications be in writing.

7.                 Registration.  You hereby acknowledge and agree that you will register at the Website prior to placing a bid for Goods.  You agree that your registration information shall be honest and complete and shall include your name, the name of your company (if applicable), mailing address, phone number, a valid e-mail address and a valid Visa or MasterCard credit card number for a credit card you may legally use (the “Information”).  You may update the Information as necessary by visiting the Website and accessing your account. You represent, warrant and covenant that: (a) all Information is current, accurate and complete at the time of your registration, and (b) you will continuously update Information from time to time, such that the Information shall at all times be current, accurate and complete. At Tailwinds sole and absolute discretion, Tailwinds may charge a registration fee for placing bids.  If applicable, this fee will be disclosed during the registration process.  YOU HEREBY AUTHORIZE TAILWINDS TO CHARGE DAMAGES TO THE CREDIT CARD DESCRIBED ABOVE PURSUANT TO SECTION 14 (“DEFAULT”).  Tailwinds may deny registration to any person or entity, in its sole and absolute discretion.

8.                 Invoices & Payment.  Tailwinds will send you an electronic invoice (each, an “Invoice”) to the e-mail address provided during registration.  Each invoice will contain detailed payment instructions, which you agree to follow.

9.                 Payments.  You will pay Tailwinds the full payment of Goods no later than twenty-four (24) hours after you receive an Invoice.  All payments must be in U.S. dollars and made in cash, by credit card, cashier’s or certified check, wire transfer of immediately available funds or a corporate check accompanied with a bank letter of guarantee, and all of the foregoing must be in form, scope and substance acceptable to Tailwinds in its sole and absolute discretion.  Without limiting Tailwinds’ discretion, no corporate checks without a bank guarantee and no personal checks will be accepted.  No Goods shall be sold until you have paid the total purchase price and all Taxes (as defined in Section 11 (“Taxes”) below).

10.             Discretion of Tailwinds.  You acknowledge and agree that Tailwinds may, at its sole and absolute discretion, withdraw or sell prior to the designated end of the sale period, any Goods offered for sale on the Website.  You further acknowledge and agree that any discontinuation of the sale of the Goods may be temporary or permanent, and that the sale may, in Tailwinds’ sole and absolute discretion, be extended beyond the designated period, all without prior notice to you.  Generally, Goods shall be sold to the party who placed the highest bid; provided, however, that Tailwinds may auction some Goods with minimum reserve prices, or subject to Seller’s right of confirmation.  Tailwinds reserves the right to reject any bid that: (a) is only a minimal increase over the preceding bid: (b) is not commensurate with the value of the Goods being offered; or (c) Tailwinds believes was made improperly, illegally or in bad faith.  Any proxy bids made by Tailwinds shall be considered bids of the third party and not Tailwinds.  Tailwinds expressly reserves the right to terminate the use of, or to refuse to permit the use of, the Tailwinds Services and the Website by any person or entity without prior notice, at the sole and absolute discretion of Tailwinds.

11.             Taxes.  All prices listed on the Website are exclusive of any applicable federal, state or local sales, use, excise or other taxes (the “Taxes”).  All Taxes shall be your sole responsibility.

12.             Removal of Goods.  After payment in full of all amounts described in Section 9 (“Payments”), you shall coordinate directly with Seller for the pick-up of the purchased Goods from the location designated by Seller.  You or any approved third party with whom you have contracted for the removal of the Goods (“Agent”) must remove all Goods purchased before the date and time posted by Tailwinds at the Website (the “Removal Date”).  Any Goods not removed on or before the Removal Date may be subject to storage charges that Tailwinds may impose in Tailwinds’ sole and absolute discretion.  ANY GOODS NOT REMOVED ON OR BEFORE THE REMOVAL DATE MAY ALSO BE DEEMED ABANDONED AND TAILWINDS SHALL HAVE NO FURTHER OBLIGATION TO YOU WITH RESPECT TO SUCH GOODS.  IN NO EVENT SHALL TAILWINDS BE LIABLE OR BE HELD LIABLE IN ANY SUIT OR OTHER PROCEEDING FOUNDED UPON EITHER CONTRACT, TORT OR EQUITY, FOR ANY DAMAGES OR INJURIES INCURRED IN CONNECTION WITH ANY REMOVAL OF THE GOODS, INCLUDING, WITHOUT LIMITATION, ANY RELEASE OF THE GOODS TO AN AGENT OR ANY AGENT’S SUBSEQUENT REMOVAL OF THE GOODS.  You hereby indemnify, defend and hold harmless Tailwinds and the Seller of the Goods for, from and against any and all claims, damages, and losses arising from your actions or actions with respect to the Goods and your presence on the premises in which the Goods are located, including, without limitation, injuries to persons or property and environmental violations or contamination.  Risk of loss on any Goods shall pass to you upon payment in full to Tailwinds or Seller of all sums due in respect to such Goods.  After you have removed any Goods from Tailwinds’ possession, Tailwinds shall have no obligation to make any adjustment or accommodation to you because of any mistake in quantity or other defect, nonconformity or problem with respect to such Goods.  You must make all requests for adjustments in writing to Tailwinds before any Goods are removed from the premises where such Goods are located.

13.             Default.  You must bid only on those Goods you are prepared to pay for and remove in accordance with these Terms.  IN THE EVENT YOU FAIL TO PERFORM YOUR OBLIGATIONS UNDER THESE TERMS, INCLUDING, WITHOUT LIMITATION, THOSE OBLIGATIONS IN SECTION 9 (“PAYMENTS”) AND SECTION 12 (“REMOVAL OF GOODS”), YOU SHALL BE IN MATERIAL BREACH OF THESE TERMS.  In such a case: (a) Tailwinds may, at its sole and absolute discretion, retain all deposits and partial payments received from you; (b) you shall lose all right, title, and interest which you might otherwise have acquired in and to such Goods as to which default has occurred; and (c) Tailwinds may re-market and re-sell the Goods, at its sole and absolute discretion.  Without limiting the generality of the foregoing, if you fail to comply with any of these Terms, Tailwinds may pursue all other rights or remedies afforded by applicable law whether in law or in equity.  You shall be responsible for all costs, losses, and damages: (A) suffered by Tailwinds as a result of your breach of any of these Terms, including, without limitation, lost profits and consequential damages; and (B) incurred in connection with the enforcement of Tailwinds’ rights, including, without limitation, legal fees and costs and expenses related to the resale of Goods, including, without limitation, storage and rigging fees.  The rights and remedies of Tailwinds shall be cumulative and may be exercised successively or concurrently.

(a)                 Payment Default.  If you do not pay the amounts due hereunder within the time specified, Tailwinds may, at Tailwinds’ sole and absolute discretion, require you to pay as damages a sum equal to the lesser: of (1) twenty percent (20%) of the full invoice price of the Goods for which payment has not been received; or (2) the full amount of the difference between the original invoice price and the re-sold price plus any expenses incurred to re-market or re-sell the Goods.  You specifically acknowledge that damages are difficult to ascertain in the event of default and that such damages are not a penalty and instead constitute a reasonable charge in the event of such breach.

(b)                 Removal Default.  If you do not remove the purchased Goods within the time specified herein for such removal, Tailwinds may, at Tailwinds’ sole and absolute discretion, require you to pay as damages  the full amount of the expenses incurred to store or transport such Goods until they are re-sold.  In such a case, you authorize Tailwinds to charge such damages to the credit card described in Section 7 (“Registration”).  You specifically acknowledge that damages are difficult to ascertain in the event of default and that such damages are not a penalty and instead constitute a reasonable charge in the event of default.

14.             Delay.  Tailwinds shall have no liability whatsoever as a result of delay or failure in performance caused by any third party, including, without limitation, any vendor or circumstances beyond the reasonable control of Tailwinds, including, without limitation, acts of God, fire, flood, war, government action, strikes, lockouts or other serious labor disputes, power outages, or shortage of or inability to obtain merchandise or equipment (“Force Majeure”).  Notwithstanding anything in these Terms to the contrary, you shall not assert Force Majeure as a defense to payment for Goods purchased hereunder.

15.             Minimum or Reserve Prices.  Tailwinds, in its sole and absolute discretion, reserves the right to establish a reserve or minimum price on any Goods without having to announce, post or publish thereof. Tailwinds reserves the right to accept or reject any placed bid.  Further, Tailwinds, or its affiliates or subsidiaries, may place bids on Goods either for its own account or on behalf of a third party.

16.             Auction and Bidding.  As to each auction of Goods:

(a)                 Bidding will close on the date and time announced on the Website. As a courtesy to all bidders, the closing time may, if so determined by Tailwinds, increase by five (5) minutes if any bidder places a bid within five (5) minutes of the closing time for specific Goods.  This five (5) minute extension will continue until all bidding activity has stopped on those Goods.

(b)                 Tailwinds, in its sole and absolute discretion, shall control all bidding increments and advances at any auction.  In the event of a dispute among bidders, Tailwinds may, in its sole and absolute discretion, either accept what it deems to be the final bid or solicit further bids on the Goods in dispute.  All sales are final.

(c)                 Tailwinds reserves the right, in its sole and absolute discretion, to sell Goods advertised as a public auction sale, on a piece by piece basis or as a complete lot.  Without limiting the generality of the foregoing, Tailwinds may accept a complete lot bid and then conduct an item by item auction which auction shall be effective only if the total proceeds there from exceed the amount of the complete bid.

(d)                 All information provided by Tailwinds, including, without limitation, any advertising, lot sales catalogs or otherwise, is subject to deletions, errors, additions, and changes without notice.  Tailwinds shall have no responsibility whatsoever for any information provided to you by any Seller.  You shall rely solely on your own investigation and inspection of any Goods.

(e)                 Tailwinds may add other terms and conditions of sale, such additional terms and conditions to be announced prior to the auction.

(f)                  You agree to comply with all U.S. export control and related laws, and acknowledges that Tailwinds is not the exporter of any purchased Goods.  Certain Goods may not be shipped outside of the United States or may require an export license.

17.             Links to Third Parties.  The Tailwinds Services and the Website may provide links to the websites or services of others, including, without limitation, shipping, rigging and other services (“Third-Party Services”).  Links to such Third-Party Services, or any explanation or statement regarding those Third-Party Services, do not constitute an endorsement or guarantee by Tailwinds of such Third-Party Services, or the products, content, materials or information presented or made available by such Third-Party Services.  You acknowledge and agree that Tailwinds is not responsible for any damages or losses caused or alleged to have been caused by any Third Party or the use of any Third-Party Services, or from the products, content, material, services or information presented by or made available through such Third-Party Services.

18.             Downloading Information/Material.  You hereby release Tailwinds, its affiliates and subsidiaries, and their respective directors, officers, employees, agents, shareholders, co-branders, partners, successors and assigns for, from and against any and all actual or alleged damages which may result from your downloading of any information or materials from the Website.

19.             Choice of Law; Consent to Jurisdiction.  These Terms shall be governed by and construed in accordance with the internal laws of the State of Arizona as applied to contracts entered into and performed in Arizona between Arizona residents and without regard for conflict of laws provisions.  You expressly consent to personal and exclusive jurisdiction in the courts of Maricopa County, Arizona.  Any action brought by you with respect to these Terms must be brought within one year after the sale of the Goods to which the action relates.  The United Nations Convention on Contracts for the International Sale of Goods shall not apply to these Terms.

20.             Dispute Resolution.  Any dispute involving Tailwinds arising from or in any way related to these Terms, the Goods or your use of the Tailwinds Services or the Website shall be submitted to binding arbitration to be conducted in accordance with the Rules of Commercial Arbitration of the American Arbitration Association (“AAA”).  A single arbitrator with knowledge of the auction business shall conduct the arbitration in Maricopa County, Arizona.  The parties shall mutually agree upon such arbitrator.  In the event that the parties have not agreed to a mutually acceptable arbitrator within thirty (30) days of the date of the notice of intention to arbitrate, the AAA shall be select the arbitrator from its regularly maintained list of commercial arbitrators.  Within sixty (60) days after the arbitrator has been selected, the arbitrator shall conduct a single hearing no longer than one day in duration for the purpose of receiving evidence and shall render a decision within ten (10) days after the conclusion of the hearing.  The Federal Rules of Evidence and the Federal Rules of Civil Procedure shall apply to any arbitration hearing, and aggregate deposition discovery conducted in connection with any such hearing shall not exceed ten (10) hours for each party.  The decision of the arbitrator shall be binding and final, and the arbitration award may be filed in a court of competent jurisdiction. In the event that a civil or administrative proceeding with respect to any disputes subject to arbitration under this provision is commenced, any other party to such proceeding shall be entitled to demand arbitration with respect to that dispute and shall be entitled to a permanent stay and injunction against any such civil or administrative proceeding.  In the event that a party asserts multiple claims or causes of action, some but not all of which are subject to arbitration under law, any and all claims subject to arbitration shall be submitted to arbitration in accordance with this provision.

21.             Notices.  Notices shall be given:

To Tailwinds:       To be valid, notices must be sent by email to jpayne@tailwindsinc.com and by certified mail, return receipt requested, to Tailwinds, Inc., 1130 E. University Drive, Suite 105, Tempe, AZ 85281, Josh Payne or to such other address as may be designated by Tailwinds from time to time.

To You:              Notices to you will be sent by email at the email address reflected in your registration information.

Notices sent by e-mail shall deemed to have been received by you twenty-four (24) hours after the e-mail is sent to you.  Notices to Tailwinds shall be sent via certified mail, return receipt requested.

22.             Assignability.  Tailwinds shall be entitled to assign these Terms or any of its rights under these Terms in its sole and absolute discretion.  You shall not be entitled to assign, sublease, sublicense, sell, offer for sale, encumber or otherwise transfer or dispose of its rights under these Terms, in whole or in part, without Tailwinds’ prior written consent.

23.             Waiver.  The failure of Tailwinds to exercise or enforce any right or provision of this Agreement will not be deemed a waiver of such right or provision.

24.             Ownership of Intellectual Property.  All trademarks, trade names, service marks, logos, tag lines, content, text, graphics, product descriptions, images, company names and other proprietary information, including, without limitation, the terms “Tailwindsinc.com” and the Tailwinds logo or design (collectively, the “IP”) used in the Website are the property of Tailwinds or its third party vendors or affiliates and are and shall remain the property of Tailwinds and such third parties.  Nothing contained in the Website shall be construed as granting, by implication or otherwise, any license or right to use any IP.  Your use of any IP is strictly prohibited.

25.             Miscellaneous.  In the event any part of these Terms shall be found to be illegal, invalid or unenforceable by a court of competent jurisdiction, the remaining portions of these Terms shall continue in full force and effect and shall not be affected by the illegal, invalid or unenforceable provision or by its severance from these Terms.  If Tailwinds commences an action against you to enforce any of these Terms or because of the breach by you of any of these Terms or for the recovery of any payments due hereunder, you shall pay Tailwinds’ costs associated with such action, including, without limitation, attorneys' fees and expenses.  The provisions of Section 2 (“Representations and Warranties”), Section 3 (“Disclaimers”),  Section 4 “Indemnification; Releases”), Section 5 (“Limitation of Liability”), Section 9 (“Payments”), Section 12 (“Removal of Goods”), Section 13 (“Default”), Section 19 (“Choice of Law; Consent to Jurisdiction, Section 20 (“Dispute Resolution”); Section 24 (“Ownership of Intellectual Property”) and Section 25 (“Miscellaneous”) shall survive the termination, cancellation or expiration of these Terms.