use, and/or the terms of this EULA are breached. Sirius does not warrant that use of the Software will be uninterrupted or that the operation of the Software will be
(b)SIRIUS LICENSES THE SOFTWARE TO YOU “AS IS”, AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW SIRIUS, ITS PARTNERS AND SUPPLIERS (INCLUDING MICROSOFT AND ZING) HEREBY DISCLAIM ALL OTHER WARRANTIES EITHER EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANT- ABILITY AND FITNESS FOR A PARTICULAR PURPOSE WITH REGARD TO THE SOFTWARE AND THE DOCUMENTATION. THIS LIMITED WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS; YOU MAY HAVE OTHER RIGHTS THAT VARY FROM STATE/JURISDICTION TO STATE/JURISDICTION.
(c)Sirius’ sole liability for a breach of its warranties shall be in Sirius’ sole discretion: (i) to replace your defective media, (ii) to advise you how to achieve substantially the same functionality with the Software as described in the Documentation through a procedure different from that set forth in the Documentation and/or (iii) if the above remedies are impracticable, to refund the license fee, if any, you paid for the Software. Repaired, corrected or replaced copies of the Software and the Documentation shall be covered by the same limited warranty for the period remaining under the warranty that covered the original copy of the Software or if longer for 30 days after the date Sirius either provided you with the repaired or replaced copy of the Software or advised you as to how to operate the Software so as to achieve the functionality described in the Documentation, whichever is applicable. Sirius will be obligated to honor its obligations in this Section 6(c) only if you inform Sirius of the problem with the Software during the applicable warranty period and provide evidence of the date you acquired the Software.
7. INDEMNIFICATION. (a) You shall defend, indemnify and harmless Sirius, its officers, directors and employees, from and against any losses, damages, fines and expenses, including without limitation, attorneys’ fees and expenses, arising out of or relating to any claims that you have: (i) viewed, downloaded, encoded, compressed, copied or transmitted any in connection with the Software in 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 RE- CEIVER, THE SOFTWARE AND/OR THE DOCUMENTATION, 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 FUN- DAMENTAL 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
