36
USD; (2) pay your reasonable attorney’s fees, if any; and (3) reimburse any
expenses (including expert witness fees and costs) that your attorney reasonably
accrues for investigating, preparing, and pursuing your claim in arbitration. The
arbitrator will determine the amounts unless you and we agree on them.
(ii)
Disputes involving more than $75,000 USD. The AAA rules will govern payment of
filing fees and the AAA’s and arbitrator’s fees and expenses.
(iii) Disputes involving any amount. If you start an arbitration we won’t seek our AAA
or arbitrator’s fees and expenses, or your filing fees we reimbursed, unless the
arbitrator finds the arbitration frivolous or brought for an improper purpose. If we
start an arbitration we will pay all filing, AAA, and arbitrator’s fees and expenses.
We won’t seek our attorney’s fees or expenses from you in any arbitration. Fees
and expenses are not counted in determining how much a dispute involves.
f.
Must file within one year. You and we must file in small claims court or arbitration any
claim or dispute (except intellectual property disputes — see Section 9.a.) within one
year from when it first could be filed. Otherwise, it’s permanently barred.
g.
Severability. If the class action waiver is found to be illegal or unenforceable as to all or
some parts of a dispute, those parts won’t be arbitrated but will proceed in court, with
the rest proceeding in arbitration. If any other provision of Section 9 is found to be illegal
or unenforceable, that provision will be severed but the rest of Section 9 still applies.
h.
Conflict with AAA rules. This agreement governs if it conflicts with the AAA’s Commercial
Arbitration Rules or Consumer Arbitration Rules.
i.
Microsoft as party or third-party beneficiary. If Microsoft is the device manufacturer or
if you acquired the software from a retailer, Microsoft is a party to this agreement.
Otherwise, Microsoft is not a party but is a third-party beneficiary of your agreement
with the manufacturer or installer to resolve disputes through informal negotiation and
arbitration.
10. Governing Law. The laws of the state or country where you live (or if a business where your
principal place of business is located) govern all claims and disputes concerning the software,
its price, or this agreement, including breach of contract claims and claims under state
consumer protection laws, unfair competition laws, implied warranty laws, for unjust
enrichment, and in tort, regardless of conflict of law principles. In the United States, the FAA
governs all provisions relating to arbitration.
11. Consumer Rights, Regional Variations. This agreement describes certain legal rights. You may
have other rights, including consumer rights, under the laws of your state or country. You may
also have rights with respect to the party from which you acquired the software. This
agreement does not change those other rights if the laws of your state or country do not
permit it to do so. For example, if you acquired the software in one of the below regions, or
mandatory country law applies, then the following provisions apply to you:
a.
Australia. References to “Limited Warranty” are references to the express warranty
provided by Microsoft or the manufacturer or installer. This warranty is given in addition
to other rights and remedies you may have under law, including your rights and remedies
in accordance with the statutory guarantees under the Australian Consumer Law.
In this section, “goods” refers to the software for which Microsoft or the manufacturer
or installer provides the express warranty. Our goods come with guarantees that cannot
be excluded under the Australian Consumer Law. You are entitled to a replacement or
refund for a major failure and compensation for any other reasonably foreseeable loss or
damage. You are also entitled to have the goods repaired or replaced if the goods fail to
be of acceptable quality and the failure does not amount to a major failure.
