SONIC TERMS OF USE

SONIC is hereby introducing a user friendly and innovative distribution system, which includes but not limited to streaming, various forms of collection, administration, full distribution support, individual artist portals, assistance and much more creating many options for you to make a more informed business decision and we welcome you to be a part of our distribution system.  These Terms of Use (these "Terms") govern your use of (which once accepted allows access to) SONIC's personalized services for streaming music and other content, based upon your choice of package offered, including all of our websites and software applications that incorporate or link to these Terms (collectively, the "SONIC Service") and any music, videos, administration, sync placement or other material that is made available or offered through the SONIC Service based on the package you have chosen (the "Content").

Use of the SONIC Service may be subject to additional terms and conditions presented by SONIC, which are hereby incorporated by this reference into these Terms.

By signing up for, or otherwise using, the SONIC Service, you agree to these Terms. If you do not agree to these Terms, then you must not use the SONIC Service or access any Content.

THESE TERMS CONTAIN A MANDATORY ARBITRATION PROVISION THAT, AS FURTHER SET FORTH IN SECTION 6 BELOW, REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES, RATHER THAN JURY TRIALS OR ANY OTHER COURT PROCEEDINGS, OR CLASS ACTIONS OF ANY KIND.

Service Provider

These Terms are between you and SONIC 8325 Broadway suite 202-113 Pearland Tx 77581

 

Age and eligibility requirements

 

BY USING THE SONIC SERVICE, YOU AFFIRM THAT YOU ARE 18 YEARS OR OLDER TO ENTER INTO THESE TERMS, OR, IF YOU ARE NOT, THAT YOU ARE 13 YEARS OR OLDER AND HAVE OBTAINED PARENTAL OR GUARDIAN CONSENT TO ENTER INTO THESE TERMS. Additionally, in order to use the SONIC Service and access any Content, you represent that: you reside in the United States, and any registration and account information that you submit to SONIC is true, accurate, and complete, and you agree to keep it that way at all times. SONIC will only knowingly provide the SONIC Site to parties that can lawfully enter into and form contracts under applicable law. If you are under the age of 18, but at least 13 years of age, you may use the SONIC Site only under the supervision of a parent or legal guardian who agrees to be bound by these TOS. The SONIC Site is not intended for children under the age of 13. Upon your acceptance of these Terms you acknowledge that you are in compliance with the requirements of this paragraph and shall comply during your use hereof. 

 

International Users

The Site is hosted in the United States.

 

If you are a customer or client accessing the Site from the European Union, Asia, or any other region with laws or regulations governing personal data collection, use, and disclosure, that differ from United States laws, then please note that you are transferring your personal data to the United States which does not have the same data protection laws as the EU and other regions.

 

(1) European Union and European Economic Area: The SONIC Site is not intended for children accessing the Site from the European Union or the European Economic Area by children under the age of 16.

(2) Compliance With Terms and Applicable Law. You must comply with all of the terms and conditions of these Terms, the applicable agreements and policies referred to below, and all applicable laws, regulations and rules when you use the SONIC Site.

(3) Your License to Use the Site.

(a) SONIC and its licensors solely and exclusively own all intellectual property and other right, title and interest in and to the SONIC Site, except as expressly provided for in these Terms. You will not acquire any right, title or interest therein under these Terms or otherwise.

(b) SONIC grants you a limited revocable license to access and use the Site for its intended purposes, subject to your compliance with these Terms. This license does not include the right to collect or use information contained on the Site for purposes prohibited by SONIC; create derivative works based on the Products or any third-party content available via the Site; or download or copy the Site (other than page caching). If you use the Site in a manner that exceeds the scope of this license or breach this Terms, SONIC may revoke the license granted to you.

(c) This Section under International users 3(c) does not pertain to your intellectual property rights. Any rights relating to materials that you upload to the Site are covered by and based upon the SONIC Package Agreement to which you have chosen and agree.  

 

Third Party Services

 

SONIC may use third parties to provide certain services accessible through the Site. SONIC does not control those third parties or their services, and you agree that SONIC will not be liable to you in any way for your use of such services. These third parties may have their own terms of use and other policies. You must comply with such terms and policies as well as these Terms when you use these services. If any such terms or policies conflict with SONIC's Terms, agreements or policies, you must comply with SONIC's Terms, agreements or policies, Packages applicable.

 

Third Party Obligations

 

1. You shall be solely responsible for securing and paying for digital phonorecord delivery, mechanical, public performance and any other licenses (as applicable) required from musical composition copyright owners or their agents in connection with Company’s exploitation of rights hereunder, as well as royalties due to artists, producers and other persons who performed in the making of the Recordings and all payments that may be required under collective bargaining agreements or pursuant to any statutory schemes.

(b) If you do not own or control the underlying composition(s) in your sound recording(s), it is your obligation to pay these publishing royalties to the person or entity that does. To the extent that you fail to pay said obligations Company, in its sole discretion, may pay any of the foregoing amounts, and such payments will be deducted from any amounts otherwise payable to you hereunder.

SONIC SERVICE PACKAGE OPTIONS PROVIDED

 

SONIC PACKAGE OPTIONS

We provide numerous SONIC Service Packages. All SONIC Packages require payment before they can be accessed (the "Paid Subscriptions"). In addition each Package has a thirty (30) day option period which allows you to upgrade your package which shall be the difference between your current package and the upgraded package (you can only upgrade your package not down grade your package).  We may also offer special promotional plans, memberships, or services, including offerings of third-party products and services. We are not responsible for the products and services provided by such third parties.

Third-Party applications, devices and open source software

The SONIC Service may be integrated with, or may otherwise interact with, third-party applications, websites, and services ("Third-Party Applications") and third-party personal computers, mobile handsets, tablets, wearable devices, speakers, and other devices ("Devices"). Your use of such Third-Party Applications and Devices may be subject to additional terms, conditions, and policies provided to you by the applicable third party. SONIC does not guarantee that Third-Party Applications and Devices will be compatible with the SONIC Service.

Service limitations and modifications

We use reasonable efforts to keep the SONIC Service operational and to provide you with a personalized, immersive audio, administrative personalized and assistance experience. However, our service offerings and their availability may change from time to time, without liability to you; for example:

The SONIC Services may experience temporary interruptions due to technical difficulties, maintenance or testing, or updates, including those required to reflect changes in relevant laws and regulatory requirements.

We aim to evolve and improve the SONIC Service constantly, and we may modify, suspend, or stop (permanently or temporarily) providing all of part of the SONIC Service (including particular functions, features, subscription plans, and promotional offerings);

SONIC has no obligation to provide any specific content through the SONIC Service, and SONIC or the applicable owners may remove particular songs, videos, administrative, podcasts, and other Content without notice.

 

SONIC has no liability to you, nor any obligation to provide a refund to you, in connection with internet or other service outages or failures that are caused by the actions of government authorities, other third parties, or events beyond our control.

Your Use of the SONIC Service and Site

Creating a SONIC account

You may need to create a SONIC account to use all or part of the SONIC Service. Your username and password are for your personal use only and should be kept confidential. You understand that you are responsible for all use (including any unauthorized use) of your username and password. Notify our team immediately if your username or password is lost or stolen, or if you believe there has been unauthorized access to your account.

SONIC may reclaim, or require you to change, your username for any reason.

Your rights to use the SONIC Service

Subject to your compliance with these Terms (including any other applicable terms and conditions), we grant to you limited, non-exclusive, revocable permission to make personal, non-commercial use of your SONIC Service, Package and the Content (collectively, "Access"). This Access shall remain in effect in perpetuity unless and until terminated by you or SONIC. You agree that you will not redistribute or transfer the SONIC Service or the Content.  You shall not allow third parties to access your accounts and you shall not provide nor allow third parties to distribute, benefit nor participate in or from the Package you have chosen, all of which must be in compliance with the Terms of the Package you have chosen.  In the event SONIC determines, in its sole discretion,  you have not complied herewith and have not provided evidence to the contrary SONIC shall have the right to terminate the any and all services and agreement in connection with you and SONIC.  You are not authorized to provide nor enter into an agreement with a third party forth the purpose using our services which binds SONIC to account or provide our services, without our express written approval, and we shall not be responsible for accounting to, providing services, and you agree to indemnify, and hold SONIC harmless from and against all damages, losses, and expenses of any kind in connect therewith and be responsible for and reimburse SONIC any all expense in connection therewith.  

  This Agreement is for the sole benefit of the parties hereto and their authorized successors and permitted assigns. Nothing herein, express or implied, is intended to or shall confer upon any person or entity, other than the parties hereto and their authorized successors and permitted assigns, any legal or equitable right, benefit or remedy of any nature whatsoever under or by reason of this Agreement.

 

SONIC may assign its rights and obligations under this Agreement at any time to any party. You may not assign your rights and/or obligations under this Agreement without obtaining SONIC’s prior written consent.

SONIC software applications and the Content are licensed, not sold or transferred to you, and SONIC and its licensors retain ownership of all copies of the SONIC software applications and Content even after installation on your Devices.

SONIC's Sole Proprietary Rights

SONIC Service and the Content are the property of SONIC or SONIC's licensors. All SONIC trademarks, service marks, trade names, logos, domain names, and any other features of the SONIC brand ("SONIC Brand Features") are the sole property of SONIC or its licensors. These Terms do not grant you any rights to use any SONIC Brand Features whether for commercial or non-commercial use.

You agree to abide by the SONIC guidelines and not to use the SONIC Service, the Content, or any part thereof in any manner not expressly permitted by these Terms. Any violation of these proprietary rights shall be protect to the fullest extent of the law and shall terminate this and all other agreement between you and SONIC.

THIS AGREEMENT, WHEN ACCEPTED BY YOU AFTER CLICK “I AGREE,” WILL CREATE A BINDING AND LEGALLY ENFORCEABLE CONTRACT BETWEEN YOU AND SONIC, WHETHER YOU ARE ACTING IN YOUR INDIVIDUAL CAPACITY OR AS THE AUTHORIZED REPRESENTATIVE FOR AN ARTIST, BAND, GROUP OR CORPORATION, IN WHICH CASE “YOU” SHALL REFER TO THE ARTIST, BAND, GROUP OR CORPORATION ON WHOSE BEHALF YOU ARE ACTING AND AUTHORIZED TO ACT. THEREFORE, PLEASE READ THIS AGREEMENT CAREFULLY AND CONSULT WITH YOUR OWN BUSINESS AND LEGAL ADVISORS BEFORE CLICKING “I AGREE.” THE “EFFECTIVE DATE” OF THIS AGREEMENT IS THE DATE ON WHICH YOU CLICK THE “I AGREE” BUTTON BELOW.

Purchase Package Payments 

Once decide upon one or more of our various packages and pay the applicable purchase price for the package directly to SONIC plus any tax rates, if any, as calculated based on the information you provide and the applicable rate at the time.

Compliance

You must comply wall applicable laws, rules, and regulations, and respect the intellectual property, privacy, and other rights of third parties.

Export control and sanctions

SONIC's products may be subject to U.S. export and re-export control laws and regulations or similar laws applicable in other jurisdictions, including the Export Administration Regulations ("EAR") maintained by the U.S. Department of Commerce, trade and economic sanctions maintained by the Treasury Department's Office of Foreign Assets Control ("OFAC"), and the International Traffic in Arms Regulations ("ITAR") maintained by the Department of State. You warrant that you are (1) not located in any country to which the United States has embargoed goods or has otherwise applied any economic sanctions; and (2) not a denied party as specified in any applicable export or re-export laws or regulations or similar laws applicable in other jurisdictions or otherwise listed on any U.S. government list of prohibited or restricted parties.

You agree to comply with all applicable export and re-export control laws and regulations, including without limitation the EAR and trade and economic sanctions maintained by OFAC. Specifically, you agree not to – directly or indirectly – use, sell, export, re=export, transfer, divert, release, or otherwise dispose of any products, software, or technology (including products derived from or based on such technology) received from SONIC under these Terms to any destination, entity, or person or for any end-use prohibited by the EAR, trade and economic sanctions maintained by OFAC, or any applicable laws or regulations of the United States or any other jurisdiction without obtaining any required prior authorization from the competent government authorities as required by those laws and regulations.

4. Content and Intellectual Property Rights

Any and all content you upload or post on the SONIC site, which includes all information, materials and other content that is added, created, uploaded, submitted, distributed, or posted, is your sole responsibility and you hereby indemnify SONIC in connection therewith. 

You hereby warrant and represent, with respect to any Content you post on SONIC, (1) you own or have the right to post such Content; and (2) such Content, or its use by SONIC pursuant to the license granted below, does not: (i) violate these Terms, including, applicable law, or the intellectual property or other rights of any third party; or (ii) imply any affiliation with or endorsement of you or your Content by SONIC or any artist, band, label, or other individual or entity without the prior express written consent from SONIC or such individual or entity.

In posting or sharing User Content or other information on the SONIC Service, please keep in mind that content and other information will be publicly accessible, and may be used and re-shared by others on the SONIC Site and across the web, so please use caution in posting or sharing on the SONIC Site, and be mindful of your account settings. SONIC is not responsible for what you or others post or share on the SONIC Site.

SONIC may, but has no obligation to, monitor or review User Content. SONIC reserves the right to remove or disable access to any User Content for any or no reason. SONIC may take these actions without prior notification to you.

Grant of Licenses 

You retain ownership of your User Content when you post it to the SONIC Service. However, in order for us to make your User Content available on the SONIC Service, we do need a limited license from you to that User Content. Accordingly, you hereby grant to SONIC a non-exclusive, transferable, sub-licensable, royalty-free, fully paid, irrevocable, worldwide license to reproduce, make available, perform and display, translate, modify, create derivative works from, distribute, and otherwise use any such User Content through any medium, whether alone or in combination with other Content or materials, in any manner and by any means, method or technology, whether now known or hereafter created, in connection with the SONIC Service. Where applicable and to the extent permitted under applicable law, you also agree to waive, and not to enforce, any "moral rights" or equivalent rights, such as your right to be identified as the author of any User Content, including Feedback, and your right to object to derogatory treatment of such User Content.

Infringement claims

SONIC respects the rights of intellectual property owners. If you believe that any Content infringes your copyright rights, please see SONIC Copyright Policy. 

Complaints and Suspensions

 

SONIC has the right to Suspend and terminate the SONIC Service and Your Access to the SONIC Site

SONIC shall have the right to terminate these Terms and your access to the SONIC Site (including any additional terms and conditions incorporated herein) or suspend your access to the SONIC Site at any time if we believe you have breached any of these Terms or any agreement with SONIC Package chosen. In addition, we may stop providing the SONIC Service or any material component thereof, or as we believe necessary to comply with applicable law. If you or SONIC terminate these Terms and/or the terms of the agreement in connection with your chosen Package or if SONIC suspends your access to the SONIC Service, you agree that SONIC shall have no liability or responsibility to you, and (except as expressly provided in these Terms) SONIC will not refund any amounts that you have already paid. 

WARRANTY DISCLAIMER AND LIABILITY LIMITATIONS 

 

Warranty disclaimers

THE SONIC SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT ANY WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. FURTHER, SONIC AND ALL OWNERS OF THE CONTENT DISCLAIM ANY EXPRESS, IMPLIED, AND STATUTORY WARRANTIES REGARDING THE CONTENT, INCLUDING WARRANTIES OF SATISFACTORY QUALITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. NEITHER SONIC NOR ANY OWNER OF CONTENT WARRANTS THAT THE SONIC SERVICE OR CONTENT IS FREE OF MALWARE OR OTHER HARMFUL COMPONENTS. IN ADDITION, SONIC MAKES NO REPRESENTATION REGARDING, NOR DOES IT WARRANT OR ASSUME ANY RESPONSIBILITY FOR, ANY THIRD-PARTY APPLICATIONS (OR THE CONTENT THEREOF), USER CONTENT, DEVICES OR ANY PRODUCT OR SERVICE ADVERTISED, PROMOTED OR OFFERED BY A THIRD PARTY ON OR THROUGH THE SONIC SERVICE OR ANY HYPERLINKED WEBSITE, AND SONIC IS NOT RESPONSIBLE FOR ANY TRANSACTIONS BETWEEN YOU AND ANY THIRD-PARTY PROVIDERS OF THE FOREGOING. NO ADVICE OR INFORMATION WHETHER ORAL OR IN WRITING OBTAINED BY YOU FROM SONIC SHALL CREATE ANY WARRANTY ON BEHALF OF SONIC. WHILE USING THE SONIC SERVICE, YOU MAY HAVE ACCESS TO EXPLICIT CONTENT FILTERING FEATURES, BUT USE OF THESE FEATURES MAY STILL RESULT IN SOME EXPLICIT CONTENT BEING SERVED AND YOU SHOULD NOT RELY ON SUCH FEATURES TO FILTER ALL EXPLICIT CONTENT. THIS SECTION APPLIES TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW. SONIC SHALL NOT BE RESPONSIBLE TO OR  FOR ANY THIRD PARTY FOR WHICH YOU ARE REQUIRED TO ACCOUNT AND OR PAY ANY THIRD PARTY TO WHICH ARE RESPONSIBLE.

Some jurisdictions do not allow the exclusion of implied warranties or limitations on applicable statutory rights of a consumer, so the exclusion and limitations in this section may not apply to you.

Limitation of liability and time for filing a claim

YOU AGREE THAT YOUR SOLE AND EXCLUSIVE REMEDY FOR ANY PROBLEMS OR DISSATISFACTION WITH THE SONIC SERVICE IS TO UNINSTALL ANY SONIC SOFTWARE AND TO STOP USING THE SONIC SERVICE. YOU AGREE THAT SONIC HAS NO OBLIGATION OR LIABILITY ARISING FROM OR RELATED TO THIRD-PARTY APPLICATIONS OR THE CONTENT THEREOF MADE AVAILABLE THROUGH OR IN CONNECTION WITH THE SONIC SERVICE, AND WHILE YOUR RELATIONSHIP WITH SUCH THIRD-PARTY APPLICATIONS MAY BE GOVERNED BY SEPARATE AGREEMENTS WITH SUCH THIRD PARTIES, YOUR SOLE AND EXCLUSIVE REMEDY, AS WITH RESPECT TO SONIC, FOR ANY PROBLEMS OR DISSATISFACTION WITH ANY THIRD-PARTY APPLICATIONS OR THE CONTENT THEREOF, IS TO UNINSTALL OR STOP USING SUCH THIRD-PARTY APPLICATIONS.

IN NO EVENT WILL SONIC, ITS OFFICERS, SHAREHOLDERS, EMPLOYEES, AGENTS, DIRECTORS, SUBSIDIARIES, AFFILIATES, SUCCESSORS, ASSIGNS, SUPPLIERS, OR LICENSORS BE LIABLE FOR (1) ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES; (2) ANY LOSS OF USE, DATA, BUSINESS, OR PROFITS (WHETHER DIRECT OR INDIRECT), IN ALL CASES ARISING OUT OF THE USE OF OR INABILITY TO USE THE SONIC SERVICE, DEVICES, THIRD-PARTY APPLICATIONS, OR THIRD-PARTY APPLICATION CONTENT, REGARDLESS OF LEGAL THEORY, WITHOUT REGARD TO WHETHER SONIC HAS BEEN WARNED OF THE POSSIBILITY OF THOSE DAMAGES, AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE; OR (3) AGGREGATE LIABILITY FOR ALL CLAIMS RELATING TO THE SONIC SERVICE, THIRD-PARTY APPLICATIONS, OR THIRD-PARTY APPLICATION CONTENT MORE THAN THE GREATER OF (A) THE AMOUNTS PAID BY YOU TO SONIC DURING THE TWELVE MONTHS PRIOR TO THE FIRST CLAIM; OR $30.00.

For clarification, these Terms do not limit SONIC's liability for fraud, fraudulent misrepresentation, death, or personal injury to the extent that applicable law would prohibit such a limitation.

ANY CLAIM ARISING UNDER THESE TERMS MUST BE COMMENCED (BY FILING A DEMAND FOR ARBITRATION OR FILING AN INDIVIDUAL ACTION UNDER THE ARBITRATION AGREEMENT BELOW) WITHIN ONE (1) YEAR AFTER THE DATE THE PARTY ASSERTING THE CLAIM FIRST KNOWS OR REASONABLY SHOULD KNOW OF THE ACT, OMISSION, OR DEFAULT GIVING RISE TO THE CLAIM; AND THERE SHALL BE NO RIGHT TO ANY REMEDY FOR ANY CLAIM NOT ASSERTED WITHIN THAT TIME PERIOD.

Third-party rights

You acknowledge and agree that the owners of the Content and certain distributors (such as app store providers) are intended beneficiaries of these Terms and have the right to enforce these Terms directly against you. Other than as set out in this section, these Terms are not intended to grant rights to anyone except you and SONIC, and in no event shall these Terms create any third-party beneficiary rights.

If you have downloaded any of our mobile software applications (each, an "App") from the Apple Inc. ("Apple") App Store or if you are using the App on an iOS device, you acknowledge that you have read, understood, and agree to the following notice regarding Apple. These Terms are between you and SONIC only, not with Apple, and Apple is not responsible for the SONIC Service and the content thereof. Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the SONIC Service. In the event of any failure of the SONIC Service to conform to any applicable warranty, you may notify Apple and Apple will refund the applicable purchase price for the App to you; and, to the maximum extent permitted by applicable law, Apple has no other warranty obligation whatsoever with respect to the SONIC Service. Apple is not responsible for addressing any claims by you or any third party relating to the SONIC Service or your possession or use of the SONIC Service, including: (1) product liability claims; (2) any claim that the SONIC Service fails to conform to any applicable legal or regulatory requirement; (3) claims arising under consumer protection or similar legislation; and (4) claims with respect to intellectual property infringement. Apple is not responsible for the investigation, defense, settlement, and discharge of any third-party claim that the SONIC Service or your possession and use of the App infringe that third party's intellectual property rights. You agree to comply with any applicable third-party terms when using the SONIC Service. Apple, and Apple's subsidiaries, are third-party beneficiaries of these Terms, and upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary of these Terms.

Indemnification

You agree to indemnify and hold SONIC harmless from and against all damages, losses, and expenses of any kind (including reasonable attorney fees and costs) arising out of or related to: (1) your breach of any of these Terms (including any additional SONIC terms and conditions incorporated herein); (2) any User Content you post or otherwise contribute; (3) any activity in which you engage on or through the SONIC Service; and (4) your violation of any law or the rights of a third party.

Governing law, mandatory arbitration, and venue

Governing law and jurisdiction

These Terms are governed by and shall be construed in accordance with the laws of the State of California, United States of America, without regard to California's choice or conflicts of law principles. Further, you and SONIC agree to the jurisdiction of the federal and state courts located in Northern California, California, to resolve any dispute, claim, or controversy that relates to or arises in connection with these Terms or the SONIC Service that is not subject to mandatory arbitration under the Arbitration Agreement below, and waive any jurisdictional, venue or inconvenient forum objections to such courts.

ARBITRATION AGREEMENT

This Arbitration Agreement section sets forth the terms and conditions pursuant to which disputes, claims, and controversies between you and SONIC will be resolved through arbitration ("Arbitration Agreement").

Dispute resolution and arbitration

You and SONIC agree that any dispute, claim, or controversy between you and SONIC arising in connection with or relating in any way to these Terms or to your relationship with SONIC as a user of the SONIC Service (whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and whether the claims arise during or after the termination of these Terms) will be determined by mandatory binding individual (not class) arbitration. You and SONIC further agree that the arbitrator shall have the exclusive power to rule on his or her own jurisdiction, including any objections with respect to the existence, scope, or validity of the Arbitration Agreement or to the arbitrability of any claim or counterclaim. THERE IS NO JUDGE OR JURY IN ARBITRATION, AND COURT REVIEW OF AN ARBITRATION AWARD IS LIMITED. The arbitrator must follow these Terms and can award the same damages and relief as a court (including attorney fees and costs only where allowable under applicable law), except that the arbitrator may not award any relief, including declaratory or injunctive relief, benefiting anyone but the parties to the arbitration. This arbitration provision will survive termination of these Terms.

Exceptions

You and SONIC both agree that nothing in this Arbitration Agreement will be deemed to waive, preclude, or otherwise limit either of our rights, at any time, to bring an individual action (1) in a U.S. small claims court or (2) in a court of law, in accordance with the jurisdiction and venue described in the Dispute Resolution and Arbitration section above, seeking (a) only temporary or preliminary individualized injunctive relief, pending a final ruling from the arbitrator or (b) public injunctive relief, pending a ruling on the substance of such claim from the arbitrator. In addition, this Arbitration Agreement doesn't stop you or us from bringing issues to the attention of federal, state, or local agencies. Such agencies can, if the law allows, seek relief against us on your behalf (or vice versa).

No class or representative proceedings; class action waiver

YOU AND SONIC AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION. Unless both you and SONIC agree, no arbitrator or judge may consolidate more than one person's claims or otherwise preside over any form of a representative or class proceeding. The arbitrator may award injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party's individual claim. If a court decides that applicable law precludes enforcement of any of this paragraph's limitations as to a particular claim for relief, then that claim (and only that claim) must be severed from the arbitration and may be brought to court.

Arbitration rules

Either you or we may start arbitration proceedings. Any arbitration between you and SONIC will take place under the Consumer Arbitration Rules of the American Arbitration Association ("AAA") then in force (the "AAA Rules"), as modified by this Arbitration Agreement. You and SONIC agree that the Federal Arbitration Act applies and governs the interpretation and enforcement of this provision (despite the choice of law provision above). The AAA Rules, as well as for instructions on how to file an arbitration proceeding with the AAA, appear at adr.org or you may call the AAA at 1-800-778-7879.

Any arbitration hearings will be conducted by phone or videoconference to the extent possible, but if the arbitrator determines that a hearing should be conducted in person, the locale for such hearing shall be determined by the arbitrator in accordance with the AAA Rules.

If you choose to file an arbitration proceeding and you are required to pay a filing fee, SONIC will reimburse you for that filing fee, unless your claim is greater than US $10,000, in which case you will be responsible for the filing fee. SONIC will pay any other arbitration fees, including your share of arbitrator compensation, unless otherwise required by AAA Rules or court order. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator's ruling on the merits.

Notice; process

A party who intends to seek arbitration must first send a written notice of the dispute to the other, by electronic mail to admin@sonicdistribution.com  and by certified mail, Federal Express, UPS, or Express Mail (signature required) to the address below ("Notice"). SONIC's address for Notice is_8325 Broadway suite 202-113 Pearland Tx 77581. The Notice must (1) describe the nature and basis of the claim or dispute; and (2) set forth the specific relief sought ("Demand"). We agree to use good faith efforts to resolve the claim directly, but if we do not reach an agreement to do so within 30 days after the Notice is received, you or SONIC may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by you or SONIC shall not be disclosed to the arbitrator until after the arbitrator makes a final decision and award if any. In the event our dispute is finally resolved through arbitration in your favor, and the arbitrator issues you an award that is greater than the value of SONIC's last written settlement offer, then SONIC will instead pay you either the amount of the award or $1,000, whichever is greater. All documents and information disclosed in the course of the arbitration shall be kept strictly confidential by the recipient and shall not be used by the recipient for any purpose other than for purposes of the arbitration or the enforcement of the arbitrator's decision and award and shall not be disclosed except in confidence to persons who have a need to know for such purposes or as required by applicable law.

Enforceability

If this Arbitration Agreement is invalidated in whole or in part, the parties agree that the exclusive jurisdiction and venue described in the 'Governing law and jurisdiction' section above shall govern with respect to any aspect of any dispute, claim or controversy that, as a result of such invalidation, is no longer governed by this Arbitration Agreement.

About These Terms

Under applicable law, you may have certain rights that can't be limited by a contract. These Terms are in no way intended to restrict those rights.

Changes

SONIC may make changes to these Terms (including any additional SONIC terms and conditions incorporated by reference herein) from time to time by notifying you of such changes by any reasonable means, including by posting the revised Terms on the applicable SONIC Service (provided that, for material changes, we will seek to supplement such notice by email, and in-service pop-up message or other prominent notice within the Service, or other means). Your use of the SONIC Service and/or SONIC Site following any changes to these Terms will constitute your acceptance of such changes. If you do not wish to continue using the SONIC Service under the updated Terms, you may terminate your account by contacting us. The effective date set forth at the top of this document indicates when these Terms were last changed.

 

BEFORE USING THE SONIC SITES, PLEASE READ THE FOLLOWING TERMS CAREFULLY. BY REGISTERING FOR AND/OR ACCESSING, BROWSING, OR USING THE SONIC SITES, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THE FOLLOWING TERMS, INCLUDING THE SUPPLEMENTAL TERMS, AND ANY FUTURE MODIFICATIONS (COLLECTIVELY, THE “TERMS”). IF AT ANY TIME YOU DO NOT AGREE TO THESE TERMS, PLEASE IMMEDIATELY TERMINATE YOUR USE OF THE SONIC SITES.  All changes shall be effective immediately. Your continued use of the SONIC Sites after the posting of changes constitutes your binding acceptance of such changes.

 

Privacy Notice

Your privacy is important to us. Please read the SONIC Privacy Policy provided carefully for information relating to SONIC’s collection, use, and disclosure of your personal information.

 

Entire agreement

Other than as stated in this section or as explicitly agreed upon in writing between you and SONIC, these Terms constitute all the terms and conditions agreed upon between you and SONIC and supersede any prior agreements in relation to the subject matter of these Terms, whether written or oral. As noted above, other terms and conditions governing the use of the SONIC Service are incorporated herein by reference, including the following terms and conditions.

Severability and waiver

Unless as otherwise stated in these Terms, should any provision of these Terms be held invalid or unenforceable for any reason or to any extent, the remaining provisions of these Terms will not be affected, and the application of that provision shall be enforced to the extent permitted by law.

Any failure by SONIC or any third-party beneficiary to enforce these Terms or any provision thereof shall not waive SONIC's or the applicable third-party beneficiary's right to do so.

ACCOUNTING

SONIC shall account to and pay you based upon the terms, conditions and manner contained in the agreement of your chosen SONIC Package