Thank you for joining MOBILIZE NEW YORK and participating in the MOBILIZE NEW YORK community (“MOBILIZE NEW YORK”).
MOBILIZE NEW YORK is provided by Ford Motor Company of One American Road, Dearborn, MI 48126 ("we" “our” or "us") based on a process developed and managed by 100%Open of Huckletree Shoreditch, Alphabeta Building, 18 Finsbury Square, London, EC2A 1AH, UK (“100%Open) and on a technology developed and managed by Chaordix, Inc. of Suite 313, 1240 - 20th Avenue SE, Calgary, Alberta T2G 1M8, Canada ("Chaordix").
The following are terms of a legal agreement between you, 100%Open and Chaordix in association with Ford Motor Company. By accessing, browsing, or using MOBILIZE NEW YORK, you acknowledge that you have read, understood, and agree to be bound by this Agreement and to comply with all applicable laws and regulations. If you do not agree to this Agreement, please do not use MOBILIZE NEW YORK.
We may, without notice to you, at any time revise this Agreement and any other information contained in MOBILIZE NEW YORK by updating this posting. 100%Open or Chaordix, may also make improvements or changes in the products, services, or programs described in or offered on this site at any time without notice.
You must be at least the age of majority (where you reside as of the time of entry) to participate in MOBILIZE NEW YORK, and be able to form legally binding contracts under applicable law. You represent that you are fully able and competent to enter into the terms, conditions, obligations, representations and warranties set forth in this Agreement.
1.1 During and subject to this Agreement, we grant you a limited, non-exclusive, non-sub-licensable, freely revocable license to access and use MOBILIZE NEW YORK solely to enable your participation in MOBILIZE NEW YORK.
1.2 The licence granted above depends upon your compliance with this Agreement and such other rules as, following written notice to you, we may impose from time to time upon your use of our services and of MOBILIZE NEW YORK. MOBILIZE NEW YORK and services (and any outputs thereof) provided by us to you and any copies thereof made by you are and shall remain our exclusive property.
1.3 Except for the rights specifically granted under this Agreement, you are not given any right, title or interest in or to MOBILIZE NEW YORK or the services (and any outputs thereof), and we expressly reserve all such rights, titles and interests. You must not use any part of the materials on our site for commercial purposes without obtaining a licence to do so from us and/or our licensors.
ACCEPTABLE USE AND CONDUCT
1.4 You are solely responsible for your conduct on MOBILIZE NEW YORK. You specifically agree you will not do anything on MOBILIZE NEW YORK that:
(a) infringes, violates or misappropriates any third party's intellectual property rights or other proprietary rights or contractual rights;
(b) is intended for spamming, "chain letters," "pyramid schemes", advertisement any type, or other advertising or marketing activities that violate this Agreement, any applicable laws, regulations or generally-accepted advertising industry guidelines, including to other users whether on or off MOBILIZE NEW YORK;
(c) is misleading, deceptive or fraudulent, illegal or promotes illegal activities, such as engaging in phishing or otherwise obtaining financial or other personal information;
(d) is libellous or defamatory, or is threatening, abusive, violent, harassing, malicious or harmful to any person or entity, or invasive of another's privacy;
(e) is hateful or discriminatory based on race, colour, sex, religion, nationality, ethnic or national origin, marital status, disability, sexual orientation or age or is otherwise objectionable, as reasonably determined by MOBILIZE NEW YORK;
(f) interferes with the proper working of MOBILIZE NEW YORK or prevents others from using MOBILIZE NEW YORK;
(g) facilitates the unlawful distribution of copyrighted content; or
(h) involves the use of misleading email or IP addresses, or forged headers or otherwise manipulated identifiers to disguise the origin of content transmitted through MOBILIZE NEW YORK or to users.
Additionally, you agree not to:
(a) "stalk" or otherwise harass anyone;
(b) collect, use or disclose data, including personal information, about other users without their consent or for unlawful purposes or in violation of applicable law or regulations;
(c) impersonate a Ford Motor Company employee, or any other person, or falsely state or otherwise misrepresent your affiliation with any person or entity or Ford Motor Company without authorisation;
(d) request, solicit or otherwise obtain access to usernames, passwords or other authentication credentials from any Member of MOBILIZE NEW YORK, including MOBILIZE NEW YORK ID and passwords;
(e) use any profanity or post any content that MOBILIZE NEW YORK determines constitutes pornography or is adult in nature;
(f) use automated means, including spiders, robots, crawlers, data mining tools, or the like to download data from MOBILIZE NEW YORK - except for internet search engines (e.g. Google) and non-commercial public archives (e.g. archive.org) that comply with our robots.txt file, or "well-behaved" web services/RSS/Atom clients. We reserve the right to define what we mean by "well-behaved";
(g) post irrelevant content, repeatedly post the same or similar content or otherwise impose an unreasonable or disproportionately large load on MOBILIZE NEW YORK’s infrastructure or systems;
(h) attempt to gain unauthorised access to MOBILIZE NEW YORK’s computer systems or engage in any activity that disrupts, diminishes the quality of, interferes with the performance of, or impairs the functionality of, MOBILIZE NEW YORK; or
(i) take any action that may undermine the feedback or ratings systems (such as displaying, importing or exporting feedback information off of MOBILIZE NEW YORK or for using it for purposes unrelated to MOBILIZE NEW YORK).
1.5 You agree not to authorise or encourage any third party to use MOBILIZE NEW YORK to facilitate any of the foregoing prohibited conduct. You also agree to immediately notify MOBILIZE NEW YORK in the event of an actual or threatened claim that you have violated any of the covenants and agreements contained in this Agreement.
1.6 Except as expressly permitted under this Agreement, you agree not to, nor will you allow any third party (whether or not for your benefit) to:
(a) run, rent, lease, loan, or sell access to MOBILIZE NEW YORK or MOBILIZE NEW YORK technology;
(b) decompile or reverse engineer or attempt to access the source code of the software underlying MOBILIZE NEW YORK or MOBILIZE NEW YORK technology;
(c) copy, archive, store, reproduce, rearrange, modify, adapt, download, upload, create derivate works from, display, perform, publish, distribute, redistribute or disseminate any MOBILIZE NEW YORK technology;
(d) access MOBILIZE NEW YORK to build a product using similar ideas, features, functions, interface or graphics of MOBILIZE NEW YORK;
(e) access (or attempt to access) any service on MOBILIZE NEW YORK by any means other than as permitted in this Agreement;
(f) circumvent, disable or otherwise interfere with security-related features of MOBILIZE NEW YORK; or
(g) delete the copyright and other proprietary rights notices on MOBILIZE NEW YORK.
OWNERSHIP OF CONTENT
1.7 You retain all rights of ownership to all content created on and submitted to MOBILIZE NEW YORK. You hereby grant us a nonexclusive, worldwide, royalty-free, perpetual, irrevocable, sublicenseable and transferable right and licence to:
(a) use, reproduce, create derivative works of, distribute, publicly perform and publicly display any content you create or submit for the sole purpose of operating and making such content available on MOBILIZE NEW YORK and in all current and future media in which MOBILIZE NEW YORK may now or hereafter be distributed or transmitted; and
(b) disclose metrics regarding content you create on an aggregated basis for advertising, marketing and business development purposes.
1.8 Without limiting the foregoing, we reserve the right to retain copies of all content for archival purposes after termination of this Agreement.
1.9 Additionally, you understand and agree that any content you create that is displayed on MOBILIZE NEW YORK may continue to appear on MOBILIZE NEW YORK, even after you have terminated your MOBILIZE NEW YORK account or terminated this Agreement, as portions of your content may have been incorporated into member profiles, RSS feeds or other features.
1.10 By submitting ideas, suggestions, documents and/or proposals ("Feedback") to us through MOBILIZE NEW YORK you acknowledge and agree that:
(a) your Feedback does not contain your or any third party's confidential or proprietary information;
(b) we are not under any obligation of confidentiality, express or implied, with respect to the Feedback;
(c) we shall be entitled, at our sole discretion, to use and disclose such Feedback for any purpose, in any way, in any media worldwide;
(d) we may have something similar to the Feedback already under consideration or in development;
(e) the Feedback automatically becomes our property without any obligation to you; and
(f) you are not entitled to any compensation or reimbursement of any kind from us for the Feedback under any circumstances.
TRADEMARKS AND LEGAL NOTICES
1.11 MOBILIZE NEW YORK trademarks, logos, images, service marks, trade names and other distinctive branding features used on MOBILIZE NEW YORK are the trademarks of MOBILIZE NEW YORK and may not be used without permission. Other trademarks, logos, and trade names that may appear on MOBILIZE NEW YORK are the property of their respective owners.
OWNERSHIP OF TECHNOLOGY INTELLECTUAL PROPERTY
1.12 You agree that as between you, Chaordix and MOBILIZE NEW YORK, Chaordix owns all right, title and interest, including all intellectual property rights, in and to the technology on which MOBILIZE NEW YORK relies. Additionally, we further agree that you own all rights, title and interest, including, all intellectual property rights to content created on or submitted to MOBILIZE NEW YORK. You shall not acquire any right, title or interest therein, except for the limited rights expressly set forth in this Agreement. Any rights not expressly granted herein, are reserved to us.
1.13 Additionally, MOBILIZE NEW YORK may display hyperlinks or any other form of link or redirection of your connection to other sites ("Third Party Sites"). These Third Party Sites are in no way integrated into MOBILIZE NEW YORK and the inclusion of any link does not imply MOBILIZE NEW YORK’s affiliation or endorsement of the linked site, their business practices (including their privacy policies) or any information therein. MOBILIZE NEW YORK expressly disclaims responsibility for, the accuracy, quality, legality, nature, availability or reliability of Third Party Sites linked to, by, or through MOBILIZE NEW YORK. ACCESS AND USE OF THIRD PARTY SITES, INCLUDING THE INFORMATION, MATERIAL, PRODUCTS, AND SERVICES ON THIRD PARTY SITES OR AVAILABLE THROUGH THIRD PARTY SITES, IS SOLELY AT YOUR OWN RISK.
1.14 All links to this website must be approved in writing by us, except that we consent to links in which the link and the pages that are activated by the link do not:
(a) create frames around any page on this website or use other techniques that alter in any way the visual presentation or appearance of any content within this site;
(b) misrepresent your relationship with us, 100%Open or Chaordix;
(c) imply that we, 100%Open or Chaordix, approve or endorse you, your website, or your service or product offerings; and
(d) present false or misleading impressions about us, 100%Open or Chaordix or otherwise damage the goodwill associated with our, 100%Open or Chaordix's names or trademarks. As a further condition to being permitted to link to this site, you agree that we, or Chaordix, may at any time, in our/its sole discretion, terminate permission to link to this website. In such event, you agree to immediately remove all links to this website and to cease using any of our, 100%Open or Chaordix's trademarks.
REPRESENTATIONS AND WARRANTIES
1.15 You hereby represent and warrant to MOBILIZE NEW YORK that you will comply with all applicable laws, rules, and regulations in connection with your use of MOBILIZE NEW YORK including your promotional or other activities off MOBILIZE NEW YORK that relate to your participation in MOBILIZE NEW YORK.
MOBILIZE NEW YORK'S RELATIONSHIP WITH USERS
1.16 You acknowledge that MOBILIZE NEW YORK may terminate your account and remove your MOBILIZE NEW YORK account in accordance with this Agreement.
MEMBER DATA PRIVACY AND COOKIES
1.19 You agree to provide accurate information, and keep the information current. You agree to keep your login name and password confidential, and not give it to anyone else. You agree not to log in using someone else's credentials. You agree to contact us if you think your account has been accessed without your approval or if you believe your login name and password have been stolen. MOBILIZE NEW YORK reserves the right to log off or deactivate Member accounts that are inactive for an extended period of time.
1.20 MOBILIZE NEW YORK will not be liable for any loss that you may incur as a result of someone else using your MOBILIZE NEW YORK ID or password, either with or without your knowledge. However, you may be held liable for losses incurred by MOBILIZE NEW YORK or another party due to someone else using your MOBILIZE NEW YORK ID, or password. In other words, please be careful with your identity and passwords.
1.21 Information on MOBILIZE NEW YORK site is not promised or guaranteed to be correct, current, or complete, and this site may contain technical inaccuracies or typographical errors. Neither we, 100%Open nor Chaordix in partnership with Ford Motor Company assume responsibility (and therefore expressly disclaim responsibility) for updating this site to keep information current or to ensure the accuracy or completeness of any posted information. Accordingly, you should confirm the accuracy and completeness of all posted information before making any decision related to any services, products, or other matters described in this site.
1.22 Neither we, 100%Open nor Chaordix provide any assurances that any reported problems will be resolved, even if we, 100%Open or Chaordix elect to provide information with the goal of addressing a problem.
DISCLAIMER OF WARRANTIES
1.23 USE OF MOBILIZE NEW YORK IS AT YOUR SOLE RISK. ALL MATERIALS, INFORMATION, PRODUCTS, SOFTWARE, PROGRAMS, AND SERVICES ARE PROVIDED "AS IS," WITH NO WARRANTIES OR GUARANTEES WHATSOEVER. FORD MOTOR COMPANY, 100%OPEN AND CHAORDIX EXPRESSLY DISCLAIM TO THE FULLEST EXTENT PERMITTED BY LAW ALL EXPRESS, IMPLIED, STATUTORY, AND OTHER WARRANTIES, GUARANTEES, OR REPRESENTATIONS, INCLUDING, WITHOUT LIMITATION, THE WARRANTIES OF SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT OF PROPRIETARY AND INTELLECTUAL PROPERTY RIGHTS. WITHOUT LIMITATION, WE, 100%OPEN AND CHAORDIX MAKE NO WARRANTY OR GUARANTEE THAT THIS WEBSITE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE.
1.24 THE DOWNLOADING OR OBTAINING OF ANY MATERIAL FROM OR THROUGH MOBILIZE NEW YORK IS AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY:
(a) LOSS OF DATA; AND
(b) DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE,
THAT RESULTS FROM THE SAME.
1.25 NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM MOBILIZE NEW YORK MEMBERS, FORD MOTOR COMPANY OR CHAORDIX IN PARTNERSHIP WITH FORD MOTOR COMPANY OR THEIR RESPECTIVE SUCCESSORS, AFFILIATES, CONTRACTORS, EMPLOYEES, SUPPLIERS, LICENSORS, PARTNERS OR AGENTS, OR THROUGH OR FROM MOBILIZE NEW YORK SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS AGREEMENT.
1.26 You agree to indemnify, defend, and hold harmless Ford Motor Company, 100%Open and Chaordix, and their successors, subsidiaries, affiliates, co-branders, contractors, employees, all third-party advertisers, technology providers, service providers or other partners, and each of their respective officers, directors, agents, shareholders, employees and representatives, from and against any third party claim, demand, loss, damage, cost, or liability (including, reasonable attorneys' fees) arising out of or relating to:
(a) Your use or misuse of, or connection to, MOBILIZE NEW YORK;
(b) Your breach or alleged breach of this Agreement;
(c) Your violation of any rights (including intellectual property rights) of a third party;
(e) Your breach or alleged breach of any agreement or policy between you and other users.
1.27 MOBILIZE NEW YORK reserves the right, at your expense, to assume the exclusive defence and control of any matter for which you are required to indemnify us and you agree to cooperate with our defence of these claims. You agree not to settle any matter without the prior written consent of MOBILIZE NEW YORK. MOBILIZE NEW YORK will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
LIMITATION OF LIABILITY
1.28 Nothing in this Agreement shall limit or exclude any party's liability for:
(a) death or personal injury caused by its or their negligence, or the negligence of its or their employees, agents or subcontractors (as applicable);
(b) fraud or fraudulent misrepresentation; or
(c) any matter in respect of which it would be unlawful for it or them to exclude or restrict liability.
1.29 Commentary and other materials posted on our site are not intended to amount to advice on which reliance should be placed. We, 100%Open and Chaordix therefore disclaim all liability and responsibility arising from any reliance placed on such materials by any visitor to our site, or by anyone who may be informed of any of its contents. The material displayed on our site is provided without any guarantees, conditions or warranties as to its accuracy. To the extent permitted by law, we, 100%Open, Chaordix, other members of our and their group of companies and third parties connected to us, 100%Open and Chaordix hereby expressly exclude:
(a) all conditions, warranties and other terms which might otherwise be implied by statute, common law or the law of equity; and
(b) any liability for any direct, indirect or consequential loss or damage incurred by any user in connection with our site or in connection with the use, inability to use, or results of the use of our site, any websites linked to it and any materials posted on it, including:
(i) loss of income or revenue;
(ii) loss of business;
(iii) loss of profits or contracts;
(iv) loss of anticipated savings;
(v) loss of data;
(vi) loss of goodwill; and
(vii) wasted management or office time,
in each case whether caused by tort (including negligence), breach of contract or otherwise, even if foreseeable, provided that this condition shall not prevent claims for loss of or damage to your tangible property or any other claims for direct financial loss that are not excluded by any of the categories set out above.
1.30 Subject to clauses 13.1 and 13.2, each of our, 100%Open and Chaordix's total liability to you in respect of all other losses arising under or in connection with this Agreement, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, shall in no circumstances exceed the greater of:
(a) $100 and
(b) the total amounts paid to MOBILIZE NEW YORK by you in the twelve months immediately preceding the initial notice of any claim.
1.31 Additional or different terms, conditions, and notices may apply to specific materials, information, products, software, and services offered through MOBILIZE NEW YORK. In the event of any conflict, such additional or different terms, conditions, and notices will prevail over this Agreement. Please see the applicable agreement or notice.
CHANGES TO MOBILIZE NEW YORK
1.32 MOBILIZE NEW YORK reserves the right at any time (and from time to time) to modify, suspend, or discontinue providing MOBILIZE NEW YORK or any part thereof with or without notice. MOBILIZE NEW YORK will not be liable to you or to any third party for any modification, suspension or discontinuance of MOBILIZE NEW YORK.
1.33 Neither Ford Motor Company, 100%Open nor Chaordix want to receive confidential or proprietary information from you through MOBILIZE NEW YORK. Please note that any information, content or material posted or uploaded to MOBILIZE NEW YORK will be deemed NOT to be confidential. By uploading or posting any information or material on MOBILIZE NEW YORK, you grant us a nonexclusive, worldwide, royalty-free, perpetual, irrevocable, sublicenseable and transferable right and licence to copy, reproduce, publish, upload, post, transmit, distribute, publicly display, perform, modify, create derivative works from, and otherwise freely use, those materials or information. You also agree that we are free to use any ideas, concepts, know-how, or techniques that you send to us for any purpose. However, we will not release your name or otherwise publicise the fact that you submitted materials or other information to us unless:
(a) we obtain your permission to use your name;
(b) we first notify you that the materials or other information you submit to a particular part of this site will be published or otherwise used with your name on it; or
(c) we are required to do so by law.
1.34 We may amend, modify, change, add or remove portions of this Agreement or any related guidelines or policies at any time without notice to you by posting a revised version on http://www.mobilize-ny.com/ or elsewhere on MOBILIZE NEW YORK. The revised version will be effective at the time we post it. Please check MOBILIZE NEW YORK periodically for changes. Your continued use of MOBILIZE NEW YORK after posting of the changes constitutes your binding acceptance of such changes. If a revised version includes a material change, it will be effective for an existing user on the earlier of:
(a) the date you accept it; and
(b) 30 days after the material changes are initially posted to MOBILIZE NEW YORK.
The revised version will apply to you immediately if you are a user who registers or first uses MOBILIZE NEW YORK on or after the posting of the revised version.
TERM, TERMINATION AND SURVIVAL
This Agreement shall remain in full force and effect unless and until your account is terminated as provided herein. You may terminate your membership within any social network on MOBILIZE NEW YORK at any time and for any or no reason by following the instructions on the "My Settings" page while logged in to a social network. Additionally, you may terminate your MOBILIZE NEW YORK ID account and end your use of MOBILIZE NEW YORK at any time and for no reason by following the directions here or contacting us email@example.com or at the address set forth below.
MOBILIZE NEW YORK has the right (at its sole discretion) for any reason to:
(a) delete, disable or deactivate your account, block your email or IP address, or otherwise terminate your access to or use of MOBILIZE NEW YORK; or
(b) shut down MOBILIZE NEW YORK, with or without notice, and with no liability of any kind to you.
If you terminate your account, we will have no obligation to refund you any fees you may have paid, or return or retain any data or content, in each case except as may be required by applicable law.
1.37 EFFECTS OF TERMINATING
Upon deactivating your account, this Agreement will terminate and you will no longer have a right to access your account OR any content you may have created.
If any provision of this Agreement is prohibited by law or held by a court to be unlawful, void or unenforceable, the provision shall, to the extent required, be severed from this Agreement and rendered ineffective as far as possible without modifying the remaining provisions of this Agreement, and shall not in any way affect any other circumstances of or the validity or enforcement of this Agreement.
1.39 The US courts will have exclusive jurisdiction over any claim arising from, or related to, a visit to our site although we retain the right to bring proceedings against you for breach of this Agreement in your country of residence or any other relevant country.
1.40 This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the United States of America.
RELATIONSHIP OF THE PARTIES
1.41 The parties are independent contractors with respect to each other. This Agreement does not constitute and shall not be construed as constituting a partnership or joint venture among the parties hereto, or an employee-employer relationship. You agree that neither Ford Motor Company, 100%Open nor Chaordix has no special relationship with or fiduciary duty to you. Neither party shall have any right, power or authority to enter into any agreement for or on behalf of, or incur any obligation or liability of, or to otherwise bind, the other party.
NO THIRD PARTY BENEFICIARIES
1.42 None of the provisions of this Agreement are intended to, or will, confer a benefit on or be enforceable by any third parties for the purposes of the Contracts (Rights of Third Parties) Act 1999 or otherwise.
1.43 The failure of MOBILIZE NEW YORK to exercise or enforce any right or provision of this Agreement does not constitute a waiver of such right or provision. If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should try to give effect to the parties' intentions as reflected in this provision, and the other provisions of this Agreement remain in full force and effect.
1.44 You may not delegate your duties under this Agreement or assign this Agreement or your MOBILIZE NEW YORK accounts or MOBILIZE NEW YORK IDs, in whole or in part. MOBILIZE NEW YORK may assign any of its rights and obligations under this Agreement without consent, including, in connection with any merger (including by operation of law), consolidation, reorganisation, or sale of all or substantially all of its related assets or similar transaction. This Agreement shall be binding on the parties' permitted assignees, transferees and successors.
1.46 The terms "including" and "includes" shall be deemed to be followed by the statement "without limitation" and neither of these terms shall be construed to limit any word or statement it follows to the specific or similar terms or matters immediately following it.
1.47 MOBILIZE NEW YORK may provide you with notices, including those regarding changes to this Agreement or any of MOBILIZE NEW YORK's terms and conditions, by email, regular mail, or postings on MOBILIZE NEW YORK. Notice will be deemed given twenty-four (24) hours after email is sent. Notices not pertaining to any amendments to this Agreement or any Guidelines (such as notices relating to technical changes to MOBILIZE NEW YORK) are deemed given two (2) days following the initial posting.
If you have a question about this Agreement, or our handling of your information, you can contact us at, Attention: Competitions Related to the Innovate Mobility Series:
800-232-5952 (TDD for the hearing impaired)
Available Monday-Friday, 8:00 a.m. - 8:00 p.m. EST and Saturday, 9:00 a.m. - 5:30 p.m. EST
Ford Motor Company
Customer Relationship Center
P.O. Box 6248
Dearborn, MI 48126
Competitions Related to the Innovate Mobility Series will be happy to respond to your questions and comments.
If you have a question, comment or suggestion about the process or technology of MOBILIZE NEW YORK, you can contact 100%Open at firstname.lastname@example.org or Chaordix at email@example.com.