Volvo Cars Innovation Portal - Terms & Conditions
BY ACCESSING OR USING THE PORTAL, ANY SOFTWARE, API, OR LICENSED CONTENT ON IT, YOU AGREE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS. IF YOU DO NOT AGREE, YOU MAY NOT USE THE PORTAL, ANY SOFTWARE, API, OR LICENSED CONTENT ON IT.
- Volvo Cars Innovation Portal
1.1 These terms and conditions (“Terms and Conditions”) are a legal agreement between you, either as an individual or a single entity, and Volvo Car Corporation, 405 31 Gothenburg, Sweden, reg. no. 556074-3089 (“Volvo Cars”) for the use of the developer portal-website as provided under https://developer.volvocars.com (“Portal”), the use of Licensed Content (as that term is defined in the Licensed Content Agreement), and for the use of certain application program interfaces, which in turn enable you to access certain data (each an “API”). The purpose of the Portal is to offer access to the offered APIs and Licensed Content, while each API and each Licensed Content require additional terms and conditions (“Purpose”).
1.2 Upon successful registration and acceptance of these Terms and Conditions, Volvo Cars will grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable right to use the Portal within the Purpose.
1.3 Each APIs requires additional terms and conditions (each an "API Agreement"). If such API Agreement is concluded, then the terms and conditions of such API Agreements supersede all or portions of these Terms and Conditions.
1.4 Each Licensed Content requires additional terms and conditions (each a “Licensed Content Agreement”). If such Licensed Content Agreement is concluded, then the terms and conditions of such Licensed Content Agreement supersede all or portions of these Terms and Conditions.
1.5 These Terms and Conditions do not apply to the use of any software available to download from the Portal, which is subject to the software terms accompanying such software during download and/or activation/installation.
1.6 Volvo Cars may make changes to these Terms and Conditions. The changes become effective when posted to the Portal.
- Conditions of Use
2.1 You may use the Portal, Licensed Content and any API only in conformity with these Terms and Conditions and the relevant API Agreement or Licensed Content Agreement.
2.2 The username and password you selected during the registration to the Portal must be treated confidentially and may not be sold, transferred, sub-licensed or otherwise shared with any third party. You shall notify Volvo Cars immediately if you have any knowledge or reason to believe that the confidentiality of your account has been compromised. You are responsible for all activities associated with the use of your registration information regardless of whether such activities originate with you or with another party.
2.3 You shall comply with Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data when using the Portal or any API.
2.4 Volvo Cars does not warrant any specific availability of the Portal, Licensed Content, or any particular API.
2.5 Volvo Cars is entitled to modify, discontinue, or terminate access to the Portal, Licensed Content, or any API at any time, and may limit the access to, or use of, the Portal, Licensed Content, or any API without prior notice.
2.6 Volvo Cars is entitled to suspend your use of the Portal, Licensed Content, or any API if Volvo Cars has reasons to believe that you have misused the Portal, Licensed Content, or any API.
- Intellectual Property
3.1 The Portal, Licensed Content, and all APIs are and remain the sole and exclusive intellectual property of Volvo Cars. Except for the limited rights of use granted herein, all right, title and interest to the Portal and all APIs, including patent, copyright, and trademark rights in and to the Portal and the APIs, and the accompanying documentations are owned by Volvo Cars.
3.2 Certain APIs might require additional software offered by third parties which need to be acquired and licensed by you. It is mentioned on the Portal if this is the case.
3.3 You are not authorized to use names, trademarks, company marks, logos or other components of the Portal or Volvo Cars.
4.1 You may not: (i) copy, sub-license, transfer, modify, lease, sell, transform, decompile, reverse engineer, disassemble or redesign the Portal or APIs neither in full nor in part; (ii) change any copyright notices or other proprietary rights notices which appear in or on the Portal, Licensed Content or any API; (iii) infringe copyrights, naming rights and property rights of Volvo Cars and/or third parties; nor (iv) use any API or Licensed Content in an illegal, unethical or harmful way.
4.2 You are not allowed to: (i) circumvent any security means or access control technology included in or with the Portal, Licensed Content, or any API; (ii) forge headers or otherwise manipulate identifiers in order to disguise the origin of any content transmitted through the Portal or any API; (iii) avoid or exceed the limits for queries and use of any API specified in the relevant API documentation; (iv) perform activities which damage, disturb or otherwise impede the operation of Volvo Cars’ systems; (v) perform activities causing aggregated data traffic not necessary for normal usage and excessive downloads which impair the stability of the Volvo Cars systems; (vi) perform activities aimed at obtaining unauthorized access to Volvo Cars systems or activities in which the Volvo Cars systems are used without prior authorization; (vii) perform activities which prevent other users from using resources of the Portal; or (viii) implement viruses or other malicious codes.
5.1 Fees for the use of the APIs or Licensed Content are defined in the relevant API Agreement or Licensed Content Agreement.
5.2 Volvo Cars reserves the right to introduce or increase any fees at any time.
5.3 Volvo Cars will inform you about fee changes in advance. If you do not accept the changes within four weeks, Volvo Cars has the right to terminate the contractual relationship within two weeks’ notice.
If you provide any ideas, suggestions or recommendations to Volvo Cars regarding the Portal, Licensed Content or any software or API on it (“Feedback”), Volvo Cars may use such Feedback and incorporate it in its software, products, technologies, and services without paying fees or royalties to you and without any other obligations or restrictions. You hereby grant Volvo Cars a perpetual, irrevocable, transferable, sublicensable, nonexclusive license under all rights necessary to incorporate and use your Feedback for any purpose, including to make and sell any products and services.
- Term and Termination
These Terms and Conditions will remain in effect from your registration to use the Portal up until the time you cease using the Portal and any services or products offered through the Portal. However, these Terms and Conditions and your rights and licenses hereunder will terminate immediately upon your breach of these Terms and Conditions. You may terminate your account to the Portal at any time. Following any termination of these Terms and Conditions, (i) in the case of fees, no refunds will be granted, in whole or in part; (ii) you must immediately cease use of the Portal and any software, Licensed Content or APIs provided on it; and (iii) you must immediately remove any copies of such software, Licensed Content or API from your systems, as well as cease making available any products and/or services containing such software, Licensed Content or APIs.
- Warranty Disclaimer and Limitation of Liability
8.1 The Portal, Licensed Content, and the APIs are provided on an "as-is" and "as available" basis and without any warranty or representation for quality, quantity, completeness, accuracy, availability, error-free and fitness for any particular purpose. Volvo Cars does not make any representations or warranties concerning the results from the use of the Portal, any Licensed Content, or any API available thereon.
8.2 Under no circumstances will Volvo Cars be liable for any consequential, special, indirect, incidental or punitive damages whatsoever arising out of the use or inability to use the Portal, Licensed Content or any API, even if Volvo Cars has been advised of the possibility of such damages, and notwithstanding any failure of essential purpose of any limited remedy. In no event will Volvo Cars’ aggregate liability for damages arising out of these Terms and Conditions exceed the fees paid by you for the use of the Portal, Licensed Content, or any API. Some jurisdictions do not allow limitations on implied warranties or the exclusion or limitation of liability for consequential or incidental damages, so the above limitations may not apply to you. In such an event the above limitations and exclusions will be enforced to the maximum extent permitted under applicable law.
You hereby agree to indemnify Volvo Cars, its affiliated entities, and their respective officers, managers, directors, investors, employees, and agents, of all liabilities, payment obligations, claims, costs, legal disputes or liability claims, which arise due to or in connection with: (i) your actions within the Portal and the use of any API or Licensed Content, in particular, from the violation of these Terms and Conditions; (ii) your infringement, misappropriation or violations of intellectual property and intellectual property rights or other rights or data protection obligations; or (iii) third-party misuse of any API, if the misuse was facilitated by your failure to take appropriate measures for the protection of the user name and password against such misuse. Volvo Cars rejects any and all liability for complaints arising from the use of any API or Licensed Content. You may use and query any API at your personal discretion and own risk and have the sole responsibility for any damage on your computer system or loss of data arising from the use of, and access to, any API.
- Governing Law and Dispute Resolution
10.1 Swedish law, without regard to the conflict of law principles, governs all matters arising out of these Terms and Conditions. The United Nations Convention on the International Sale of Goods shall not apply.
10.2 Any dispute, controversy or claim arising out of or in connection with these Terms and Conditions, or the breach, termination or invalidity thereof, shall be finally settled by arbitration administered by the Arbitration Institute of the Stockholm Chamber of Commerce (the “SCC”). The Rules for Expedited Arbitrations shall apply, and one arbitrator shall be utilized. The seat of arbitration shall be Gothenburg, Sweden and shall be held in English.
- General Terms
11.1 Any notice required to be given to Volvo Cars shall be deemed to have been properly given and to be effective: (a) on the date of delivery if delivered in person; or (b) if it is delivered by email sent to the email address stated in this section 11.1, when Volvo Cars acknowledges having received such email, with an automatic “read receipt” not constituting acknowledgment of such email for purposes of this section 11.1; or (c) five days after mailing if mailed by first-class certified mail, postage paid and deposited in the mail, to the following address:
Volvo Car Corporation
Attention: Chief IP Officer
SE-40531 Göteborg, Sweden
11.2 Unenforceable terms of these Terms and Conditions will be replaced by another valid, legal and enforceable provision, which corresponds most closely to the intended purpose of the Terms and Conditions and only to the extent necessary to make them enforceable. The other terms will remain in effect without change.
11.3 Volvo Cars and you are independent contractors. These Terms and Conditions do not create any agency, partnership or joint venture between Volvo Cars and you.
14 December 2020