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THE AVAILABILITY AND USABILITY OF THIRD PARTY SOFTWARE, APPLICATIONS OR THIRD PARTY
SERVICES, AS WELL AS OTHER SONOS PRODUCT AND/OR SERVICES. NO ORAL OR WRITTEN
INFORMATION OR ADVICE GIVEN BY SONOS OR A SONOS AUTHORIZED REPRESENTATIVE SHALL
CREATE A WARRANTY.
11. LIMITATION OF LIABILITY
a. TO THE MAXIMUM EXTENT ALLOWED UNDER LAW, IN NO EVENT WILL SONOS OR ITS SUPPLIERS BE
LIABLE FOR ANY DAMAGES, INCLUDING BUT NOT LIMITED TO, INCIDENTAL, SPECIAL, CONSEQUENTIAL,
EXEMPLARY, OR INDIRECT DAMAGES, AND INCLUDING BUT NOT LIMITED TO, COST OF COVER, LOSS OF
DATA, LOSS OF PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR OTHER
PECUNIARY LOSS ARISING FROM THE USE OF (OR INABILITY TO USE) THE PRODUCT, NO MATTER HOW
CAUSED AND ON ANY THEORY OF LIABILITY.
b. IN NO EVENT SHALL SONOS' TOTAL LIABILITY TO YOU FOR ALL DAMAGES IN ANY ONE OR MORE
CAUSES OF ACTION EXCEED THE AMOUNT PAID BY YOU FOR THE PRODUCT UNLESS OTHERWISE
REQUIRED BY LAW.
c. The limitations in Section 11 will apply even if Sonos, its suppliers or dealers have been advised of the
possibility of such damage or of any type of use intended by You. These limitations shall apply
notwithstanding the failure of the essential purpose of any limited remedy. You acknowledge that these
limitations reflect a reasonable allocation of risk.
d. The limitation in this Section 11 shall not apply to damage resulting from willful misconduct or gross
negligence on the part of Sonos. The limitations of this Section 11 shall further not apply to damage resulting
from loss of life or personal injury caused by willful misconduct or negligence or breach of contract by Sonos
or its directors or any third party Sonos has used to fulfil its contractual obligations towards You. With
regards to product liability, the limitations in this Section 11 shall apply only to the extent permitted by
mandatory rules regarding product liability.
e. The limitations in this Section 11 shall not affect Your statutory rights as a consumer.
12. INFRINGEMENT INDEMNITY
a. Indemnity. Sonos shall defend or settle any claim, demand, suit, proceeding or action ("Claim") against You
to the extent that such Claim is based on an allegation that any portion of the Product, as furnished to You
under this Agreement and used as authorized in this Agreement, infringes any third party's copyright or
misappropriates such third party's trade secrets, provided that You: (i) give prompt written notice of the
Claim to Sonos; (ii) give Sonos the exclusive authority to control and direct the defense or settlement of such
Claim; and (iii) give Sonos, at Sonos' expense (except for the value of Your time), all necessary information
and assistance with respect to the Claim. Sonos shall pay all settlement amounts, damages and costs finally
awarded to the extent attributable to such Claim. You may participate in the defense of Claim at Your
expense. Sonos will not be liable for any costs or expenses incurred without its prior written authorization.
b. Limit on Indemnity. The foregoing notwithstanding, Sonos shall have no liability for a Claim to the extent
based on: (i) the use by You of any Product more than thirty (30) days after Sonos notifies You in writing that
continued use of the Product may give rise to such Claim and offers, in return for You ceasing all further use
of the Product, to refund the price paid by You for the Product less amounts attributable to Your prior use; (ii)
the combination of the Product, or any part thereof, with other hardware or products not provided by Sonos,
which Claim would have been avoided if the Products had not been so combined; or (iii) use of the Products
other than as authorized under this Agreement.
c. Entire Liability. THE FOREGOING PROVISIONS OF THIS SECTION 12 STATE THE ENTIRE LIABILITY AND
OBLIGATIONS OF SONOS, AND YOUR EXCLUSIVE REMEDY, WITH RESPECT TO ANY ACTUAL OR
ALLEGED INFRINGEMENT OF OR MISAPPROPRIATION OF ANY INTELLECTUAL PROPERTY RIGHT BY THE
PRODUCT.
13. BINDING ARBITRATION AGREEMENT
BY USING YOUR PRODUCT, YOU AGREE TO THIS ARBITRATION AGREEMENT, SUBJECT TO YOUR RIGHT
TO OPT-OUT AS DESCRIBED BELOW.
UNLESS YOU HAVE BROUGHT AN ELIGIBLE CLAIM IN SMALL CLAIMS COURT OR HAVE OPTED OUT AS
DESCRIBED BELOW, THE PARTIES AGREE ANY CONTROVERSY OR CLAIM RELATING IN ANY WAY TO
YOUR PRODUCT, INCLUDING ANY CONTROVERSY OR CLAIM ARISING OUT OF OR RELATING TO THE
WARRANTY DESCRIBED IN SECTION 10, A BREACH OF SUCH WARRANTY, THE INTERPRETATION, SCOPE,
OR VALIDITY OF THIS AGREEMENT, AND/OR THE PRODUCT'S SALE, CONDITION OR PERFORMANCE,
WILL BE BROUGHT IN ARBITRATION SETTLED BY BINDING ARBITRATION ADMINISTERED BY THE
AMERICAN ARBITRATION ASSOCIATION AND CONDUCTED BY A SINGLE ARBITRATOR APPOINTED BY
THE AMERICAN ARBITRATION ASSOCIATION, IN ACCORDANCE WITH ITS COMMERCIAL ARBITRATION
RULES AND ITS SUPPLEMENTARY PROCEDURES FOR CONSUMER-RELATED DISPUTES.
You may learn more about the American Arbitration Association and its rules for arbitration by visiting
www.adr.org or by calling 800-778-7879. Since this warranty concerns a transaction in interstate or
international commerce, the Federal Arbitration Act will apply. The filing fees to begin and carry out
arbitration will be shared between you and Sonos, but in no event will your fees ever exceed the amount
allowable by the American Arbitration Association, at which point Sonos will cover all additional
administrative fees and expenses.
Sonos waives its right to recover attorneys' fees in connection with any arbitration under this warranty. If you
are the prevailing party in an arbitration to which the Supplementary Procedures for Consumer-Related
Disputes applies, then you are entitled to recover attorneys' fees as the arbitrator may determine.
Any arbitration under this agreement shall take place in Santa Barbara, California, unless the designated
arbitrator determines that such venue would be unreasonably burdensome to any party, in which case the
arbitrator shall have the discretion to select another venue.
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