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CAD Terms v4 07092014

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Chassis Image Data Terms of Use
Acceptance of the Terms of Use
Hino Motors Sales U.S.A., Inc. ("Company", "we" or "us") offers the following terms and
conditions (these "Terms of Use"), governing Hino Dealer’s and/or Body Company’s (“you” or “your”)
use of certain Chassis Image Data (“CID”) to be provided to you upon your agreement to these Terms of
Use.
Please read the Terms of Use carefully. Please acknowledge your agreement to be bound by
these Terms of Use by signing below and returning a complete copy by mail, email or fax to:
If by mail:
Hino Motors Sales U.S.A., Inc.
41180 Bridge Street
Novi, MI 48375
Attn: Jeff Minnis
If by email:
[email protected]
If by fax:
248-699-9310
Purpose
The Company hereby grants you the right to use the CID for the limited purpose of assisting with
the application of your products to incomplete Hino cab and chassis (“Hino Vehicles”) consistent with
these Terms of Use and applicable federal, state and local laws and regulations (the “Purpose”).
Employees and Representatives
You shall ensure that your employees and representatives comply with all of the terms and
conditions contained in these Terms of Use and you shall be fully responsible for their failure to do so.
Reliance on Information
The CID is made available solely for general information purposes. We do not warrant the
accuracy, completeness or usefulness of the CID. Any reliance you place on the CID is strictly at your
own risk. CID is subject to change from time to time without notice to you. It is your responsibility to
ensure that each Hino Vehicle modified by you complies with all Federal Motor Vehicle Safety Standards
and other applicable laws.
Confidentiality
The CID constitutes the Company’s Confidential Information. You shall use the CID solely for
the Purpose and shall not disclose or permit access to the CID other than to your employees or
representatives who need to access the CID exclusively in furtherance of the Purpose. You shall
safeguard the CID from unauthorized use, access or disclosure using at least the degree of care you use to
protect your most sensitive information and no less than a reasonable degree of care. You shall promptly
notify us of any unauthorized use or disclosure of the CID and use your best efforts, including fully
cooperating with us, to prevent further use or disclosure. You will be responsible for any breach of these
Terms of Use caused by your employees or representatives.
Discontinuance of Use
The Company may at any time and in its sole discretion withdraw your right to use the CID. In
such event, the Company may, at its option; (i) require you to immediately return the CID, without
retaining any copies thereof, or (ii) require you to destroy all CID in your possession or control and
provide written certification to that effect.
Intellectual Property Rights
The CID is owned by the Company and/or its Affiliates and is protected by copyright, trademark,
patent, trade secret and other intellectual property or proprietary rights laws. We retain the entire right,
title and interest in and to the CID, and no disclosure to you or your use of the CID hereunder will be
construed as a license, assignment or other transfer of any such right, title and interest to you.
You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly
perform, republish, download, store or transmit any of the CID, except that you may download one copy
of the CID for your use exclusively in furtherance of the Purpose and not for further reproduction,
publication or distribution.
You must not use the CID in any way that will infringe the Intellectual Property rights of the
Company or any third party.
Disclaimer of Warranties
YOUR USE OF THE CID IS AT YOUR OWN RISK. THE CID IS PROVIDED ON AN "AS
IS" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED.
WITHOUT LIMITING THE FOREGOING, THE COMPANY AND ITS AFFILIATES DISCLAIM
ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR
OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF
MERCHANTABILITY, NON-INFRINGEMENT AND FITNESS FOR PARTICULAR PURPOSE.
NEITHER THE COMPANY NOR ITS AFFILIATES MAKES ANY WARRANTY OR
REPRESENTATION WITH RESPECT TO THE COMPLETENESS, RELIABILITY, QUALITY, OR
ACCURACY OF THE CID OR THAT THE CID WILL BE OTHERWISE ERROR-FREE.
2
Limitation on Liability
IN NO EVENT WILL THE COMPANY, ITS AFFILIATES OR THEIR, EMPLOYEES,
AGENTS, OFFICERS, DIRECTORS OR SHAREHOLDERS BE LIABLE FOR DAMAGES OF ANY
KIND ARISING OUT OF OR IN CONNECTION WITH THE CID, INCLUDING ANY DIRECT,
INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (WHETHER FROM
BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE, STRICT LIABILITY, OR
ANY OTHER FORM OF ACTION), EVEN IF FORESEEABLE.
Indemnification
You agree to defend, indemnify and hold harmless the Company and its affiliates, and their
respective officers, directors, shareholders, employees, contractors, agents, successors and assigns from
and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including
reasonable attorneys' fees) arising out of or relating to your violation of these Terms of Use or your use of
the CID.
General
These Terms of Use shall be governed by and construed in accordance with the laws of the State
of Michigan, without regard to the principles of conflict of law. These Terms of Use constitute the entire
agreement between you and us relating to the subject matter hereof and supersede all prior agreements.
No waiver by the Company of any term or condition set forth in these Terms of Use shall be deemed a
further or continuing waiver of such term or condition. If any provision of these Terms of Use is held by
a court of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision
shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms of
Use will continue in full force and effect.
AGREED AND ACCEPTED:
BCG DV
________________________________________________
Print name of Hino Dealer or Body Company, as applicable
By:
__________________________________
Its Authorized Representative
Date:
_____Afaque Usman __________________
Print Name of Authorized Representative
3
___18-03-2019________________
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