Sirius Satellite Radio Stiletto 2 Installation And User Manual page 141

violation of another party's rights or in violation of any law, or (ii) violated any terms of this EULA and/or the Terms and Conditions.
(b) If you are importing the Software from the United States, you shall defend, indemnify and hold harmless Sirius from and against
any import and export duties or other claims arising from such importation.
8. LIMITATION OF LIABILITY. NEITHER SIRIUS, ITS PARTNERS, NOR SUPPLIERS (INCLUDING MICROSOFT AND ZING) IS
RESPONSIBLE FOR ANY SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OR LOSSES RELATING TO THE USE
AND/OR PURCHASE OF THE SOFTWARE, THE DOCUMENTATION, THE RECEIVER AND/OR THE SIRIUS SERVICE,
INCLUDING WITHOUT LIMITATION, COMPUTER FAILURE AND/OR MALFUNCTION, WHETHER BASED ON NEGLIGENCE OR
OTHERWISE, AND WHETHER OR NOT SIRIUS OR SUCH SUPPLIER (INCLUDING MICROSOFT AND ZING) HAS BEEN
ADVISED OF THE POSSIBILITY THEREOF. SIRIUS TOTAL LIABILITY TO YOU AND ANY OTHER PERSONS USING THE
RECEIVER, THE SOFTWARE AND/OR THE DOCUMENATION, REGARDLESS OF THE CAUSE, WILL IN NO EVENT EXCEED
THE AMOUNTS THAT YOU HAVE PAID TO SIRIUS FOR THE RECEIVER, THE SOFTWARE AND THE DOCUMENTATION.
THIS ALLOCATION OF RISK AND THE DISCLAIMER OF WARRANTIES IS REFLECTED IN SIRIUS' PRICES AND IS A
FUNDAMENTAL ELEMENT OF SIRIUS AGREEMENT TO PROVIDE YOU WITH THE SOFTWARE AND THE DOCUMENTATION.
YOU MAY HAVE GREATER RIGHTS THAN DESCRIBED ABOVE UNDER YOUR STATE'S LAWS.
9. TERMINATION. (a) This EULA will automatically terminate without notice if you fail to comply with any of its terms
(b) This EULA may also terminate without notice to you in the event Sirius' or any of its partners or suppliers (including Microsoft
and ZING) licenses for technology incorporated into the Software terminates.
(c) You may terminate this EULA at any time by providing Sirius with written notice of termination to: Sirius Satellite Radio Inc., 1221
Avenue of the Americas, 36th Floor, New York, New York 10020, Attention: My Sirius Studio/Stiletto Software Termination.
(d) Upon any termination of this EULA, you shall immediately discontinue use of the Software and shall within three days return to
Sirius, or certify destruction of, all full or partial copies of the Software, documentation and related materials provided by Sirius.
Your obligation to pay accrued charges and fees shall survive any termination of this License Agreement.
(e) Except for the license granted in paragraph 1, the terms of this EULA shall survive termination under this paragraph 9.
10. RESOLVING DISPUTES. In order to expedite and control the cost of disputes, you agree that any legal equitable claim (a
"Claim") relating to the Software, the Documentation and/or this EULA, will be resolved as follows:
(a) Informal Resolution. You and Sirius will first try to resolve any Claim informally. Accordingly, neither you nor Sirius may start a
formal proceeding (except for Claims described in Section 10(d)) for at least 60 days after one of us notifies the other of a Claim in
writing. To initiate a Claim, you must send notice by U.S. mail to: Sirius Satellite Radio Inc., 1221 Avenue of the Americas, 36th
Floor, New York, New York 10020, Attention: General Counsel. If Sirius initiates a Claim, notice will be sent to your address on file
with Sirius.
(b) Formal Resolution. Except as provided in Section 10(d), if you and Sirius cannot resolve a Claim informally, any Claim either of
you or Sirius asserts will be resolved only by binding arbitration. The arbitration will be conducted under the Commercial Arbitration
Rules of the American Arbitration Association (the "AAA Rules") that are in effect at the time the arbitration is initiated and under the
rules set forth in this EULA. If there is a conflict between the AAA Rules and this EULA, this EULA will govern. ARBITRATION
MEANS THAT YOU WAIVE YOUR RIGHT TO A JURY TRIAL. If you initiate an arbitration, you agree to pay a fee of $125 or, if less
and you notify Sirius in writing, the amount that you would pay to initiate a lawsuit against Sirius in the appropriate court of your
state. Sirius agrees to pay any additional fee or deposit required by the American Arbitration Association in excess of your filing
fee. Sirius also agrees to pay the costs of the arbitration proceeding up to a maximum of one-half day (four hours) of hearings.
Other fees, such as attorney's fees, expenses, travel to the arbitration and the costs of a proceeding that goes beyond one-half day,
will be paid in accordance with the AAA Rules. The arbitration will be held at a location within 100 miles of your residence unless
you and Sirius both agree to another location. To start the arbitration, you or Sirius must do the following things:
(i) Write a demand for arbitration. The demand must include a description of the Claim and the amount of damages sought to be
recovered;
(ii) Send three copies of the demand for arbitration plus the appropriate filing fee to: American Arbitration Association, 601
Pennsylvania Avenue, N.W., Suite 700, Washington, D.C. 20004; and
(iii) Send one copy of the demand for arbitration by U.S. mail to Sirius Satellite Radio Inc., 1221 Avenue of the Americas, 36th Floor,
New York, New York 10020, Attention: General Counsel, or to your address on file with Sirius (if Sirius starts the arbitration).
(c) Binding Effect. In the arbitration proceeding, the arbitrator must follow applicable law, and any award may be challenged if the
arbitrator fails to do so. The arbitrators shall not have the power, jurisdiction or authority to waive, amend and/or modify any of the
terms or provisions of this EULA. The arbitrators shall enforce this EULA in accordance with its terms and provisions.
Otherwise, the arbitrator's decision is final and binding on all parties and may be enforced in any federal or state court that has
jurisdiction. A court may sever any portion of this Section 9 that it finds to be unenforceable.
(d) Exceptions. Notwithstanding the foregoing, any: (i) dispute over the validity of intellectual property rights or Sirius licenses to
operate its business; (ii) Claim based on Section 2(a) above; and (iii) dispute involving a violation of the Communications Act of
1934, 47 U.S.C. §605, or the Electronic Communications Privacy Act, 18 U.S.C. §§2510-2521, may be decided only by a court of
competent jurisdiction.
11. MISCELLANEOUS. (a) Notice. Notices to you will be deemed given when deposited in the mail or when sent by email. Notices
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