Published date: 27 September 2017

Effective date: 11 October 2017

Open Ecosystem Terms of Use

Welcome to our website www.open-ecosystem.org (the “Site”).

The Site is provided by Nokia Corporation (which may be referred to in these Terms of Use as “we” “us” or “our”).

  1. Conditions of Use

Before your use of the Site, please review these Terms of Use. By using the Site, YOU acknowledge that you have read, understand, ACCEPT AND AGREE TO BE BOUND BY THESE TERMS OF USE, AND THESE TERMS OF USE WILL APPLY TO YOU AND WILL CONSTITUTE A BINDING LEGAL CONTRACT BETWEEN YOU AND US. IF YOU DO NOT AGREE TO ALL OF THE TERMS AND CONDITIONS OF THESE TERMS OF USE, DO NOT USE THE SITE.

The headings and captions used in these Terms of Use are for reference purposes only and shall not have any effect on the interpretation of these Terms of Use.

  1. Your Account

When you register on or use the Site, you represent and warrant that: (a) you are of sufficient legal age and have legal capacity to legally agree to the terms and conditions included in these Terms of Use; (b) if you register to the Site on behalf of a legal entity, you represent and warrant that you have full authority to bind such entity to these Terms of Use, (c) you own all right, title and interest in any information, idea, comment, feedback, suggestion, material or software program (“User Material”) posted or submitted in connection with the use of the Site or have full authority to do so on behalf of the owner of the User Material under these Terms of Use.

  1. Registration

Upon your registration on the Site, you agree: (a) to provide true, accurate, current and complete information about yourself and the legal entity you act on behalf of (if any) (“Registration Data”) as prompted by the Site’s registration process; (b) to maintain and promptly update the Registration Data to keep it true, accurate, current and complete; and (c) not to use the name, trademark or logo of another person (or legal entity as applicable) with the intent to impersonate that person or in a way that otherwise causes confusion as to the origin of your account. If you register on the Site, you will be required to create a user ID and password that will be associated with your user account. You may not: (i) select or use an identity of another person with the intent to impersonate that person; (ii) use as an identity a name, trademark or logo subject to any rights of a person other than you without appropriate authorization; or (iii) use as an identity a name that is otherwise offensive, vulgar or obscene. We reserve the right to refuse registration of, or to cancel, a user ID, in our sole discretion and at any time. You shall be responsible for maintaining the confidentiality of your user ID and password.

  1. Amendments

We may need to modify these Terms of Use from time to time. We will notify you of changes to these Terms of Use through posting the amended terms on the Site before the effective date of the changes. If you do not agree with the updated Terms of Use, you should discontinue your use of the Site. If you continue using the Site after the updated Terms of Use take effect, you will be bound by the updated Terms of Use.

  1. De-activation and Termination

You can deactivate your account anytime by logging into your account on the Site and clicking on the account cancellation button.

Your failure to comply with the terms on the Site (including the provisions of these Terms of Use) will result in automatic termination of any rights granted to you under these Terms of Use and any other terms on the Site, without prior notice, and you must immediately cease to exploit and destroy all copies of downloaded Valued Assets in your possession, custody or control and request the same from any third parties to which you have made Valued Assets available.

We may terminate your account or suspend your access to the Site immediately, without prior notice or liability, for any reason whatsoever, including your breach of these Terms of Use. Upon deletion or suspension, all licenses and other rights granted to you in these Terms of Use will immediately cease. All provisions of these Terms of Use which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, confidentiality undertakings, warranty disclaimers, indemnity and limitations of liability.

  1. Rules of Conduct

Furthermore, you will not (a) engage in any unlawful conduct on the Site; without limitation, you may not communicate, share, post, publish, or distribute any defamatory, vulgar, pornographic, infringing or other unlawful material or information on the Site, (b) you will not use offensive, derogatory or inflammatory language in exchanges with other users of the Site, (c) you will not engage in disruptive activity on the Site, such as persistent off-topic contributions, comments, or statements, (d) you will use reasonable efforts to scan and remove any viruses, worms, Trojan horses or other contaminating or destructive features before submitting any User Material to the Site, (e) you will not attempt to gain unauthorized access to any portion of the Site, or any accounts, computer systems, or networks connected to the Site, whether through hacking, password mining, or any other means, and (f) you will provide User Material and use the Site in compliance with applicable law, including export and re-export control laws and regulations (“the Rules of Conduct”). We reserve the right, but do not undertake the obligation to monitor or review your use of the Site for violations of these Terms of Use. We reserve the right to remove, acting within our sole discretion, to remove your comments and contributions from the Site in the event you materially breach the Rules of Conduct.

You are solely responsible for your interaction with other users of the Site. You shall exercise common sense and your best judgment when interacting with other users, including when you submit or post User Material or any personal or other information.

  1. Privacy

Please also read our Privacy Policy and Cookies Policy to understand how we use Registration Data and other information that we collect from you when you access, visit or use the Site. The Privacy Policy and Cookies Policy are part of and governed by these Terms of Use, and by accepting these Terms of Use, you agree that we may use Registration Data and other information collected from you in accordance with the terms of the Privacy Policy, Cookies Policy and these Terms of Use. We may share your name, email address, employer’s name, position, favorite contacts, profile picture, feedback and status messages and other your personal data provided to us by you with other users of the Sites. You are solely responsible for the personal data you provide to us, understanding that such profile data will be shared with other users of the Sites. We may allow you and other users of the Sites to communicate and interact with each other using our Sites, may use your contact information and profile information to supply with information which is deemed of interest based on data you provide to the use of the Sites and for the use of the Sites. Use of the Sites will be analyzed per user of the Sites and the analysis data resulting from this analysis will be used only to provide information to an individual user, to improve the usability of the Sites and will not be shared with other users of the Sites.

  1. Intellectual Property and Confidentiality

We respect the intellectual property rights of third parties and we do not claim ownership of any User Material that you post on or through the Site. The ownership of all intellectual property rights to User Material posted on or through the Site remains vested with you.

If the Site includes chat functionality or other mechanisms for users to communicate directly with each other or to create a private group, then we do not guarantee that those communications or information exchanged in those groups are or will remain private.

Please note that User Material shall be deemed NOT to be confidential. More specifically, we do not automatically accept, consider as confidential or keep secret any User Material and you agree that no confidential relationship or obligation of secrecy is established between us and you with respect to User Material. If you desire to submit any User Material to us that you want to keep confidential and we decide that we would like to obtain such User Material, then we must first agree on the scope of the User Material to be considered as confidential, the time period for any confidentiality obligations, and any other mutually agreeable terms and conditions thereof.

Unless otherwise stated in the Supplemental Terms (as defined below) or agreed separately between you and us, by providing User Material to us or posting it on or through the Site, you grant to us the right (i) to store, to transmit and to publish; (ii) to use your User Material to evaluate a potential for a business relationship with us and make necessary reproductions and copies to carry out the purposes set forth herein; and (iii) following successful evaluation and our decision (which may be made public by us on the Site) to enter into a business relationship with you regarding the User Material submitted to us in response to a project or a challenge on terms that are mutually agreed.

  1. Valued Assets, Restricted Valued Assets and Private Groups

Any content on the Site, including but not limited to data, technical and/or commercial information, libraries, articles, software, roadmaps, excerpts and other materials that are made available by us for you to read, download, access, or for other use through the Site (“Valued Assets”) are owned by us or licensed to us by our licensors and are subject to copyright and other intellectual property rights protection.

We reserve the right to restrict access to specific Valued Assets to specific user(s) or groups of users. If you have been granted access to Valued Assets on the Site, subject to restricted access regime, typically identified as, but not limited to, “Private” (or available in a “Private Group”), “Confidential”, “Restrictive” (“Restricted Valued Assets”) you agree to (i) keep confidential and not to disclose Restricted Valued Assets to any third party; and (ii) restrict the use of Restricted Valued Assets solely for the purpose for which such assets have been made accessible to you by the owner of the Restricted Valued Assets and, if no such purpose has been defined, then for the purpose of the mutual benefit of you and the owner of the Restricted Valued Assets.

If you create or join a group of users operating under a restricted access regime on the Site, typically identified as but not limited to “Private” (“Private Group”), then you agree to (i) maintain the confidentiality of communications held within such Private Group, and (ii) restrict the use of such communications solely for the purpose for which they have been provided to you in a Private Group, and, if no such purpose has been defined, then for the purpose of the mutual benefit of members of the Private Group.

Reproduction, transfer, distribution or storage of part of or all Valued Assets and other content on the Site in any form and outside of the Site, without prior permission of Valued Assets’ owner, is prohibited. We consent to you using Valued Assets, browsing the Site on your computer, and/or printing copies of extracts from the Site for your own personal use only. Unless otherwise stated in Supplemental Terms, the use of Valued Assets and other content on the Site authorized under these Terms of Use shall be non-commercial in nature, and you may not sell Valued Assets, their derivatives, or other content you access on or through the Site. All other use of Valued Assets, their derivatives, and other content on the Site is prohibited.

Notwithstanding the foregoing, your use of open source software contained in Valued Assets (including but not limited to your creation of any modification, enhancement, contribution or derivative of such open source software) will be exclusively governed by attached or otherwise indicated terms, conditions, and notices in such open source software.

  1. Supplementary Terms

These Terms of Use may be supplemented by additional specific terms of use (“the Supplemental Terms”) containing terms and conditions that govern the specific relationship between you and us with respect to your obligations regarding access and use of specific Valued Assets and/or User Material. Your acceptance and agreement to be bound by the specific Supplemental Terms occurs by a process defined in each of such Supplemental Terms, which may be either by your click “I accept” or by performing a specific action foreseen by the Supplemental Terms in which case you will be informed in advance of such action on the Sites that your action will constitute your acceptance of such Supplemental Terms. These Terms of Use and any Supplementary Terms are in each case intended to be read and construed together in a complementary manner. In the event of any discrepancy or inconsistency between these Terms of Use and any Supplemental Terms, then the provisions of the Supplemental Terms shall prevail to the extent stated therein.

  1. Copyrights and Trademarks

All content on the Site is copyrighted by Nokia. Any rights not expressly granted herein are reserved. Nokia is a registered trademark of Nokia Corporation. Other product and company names mentioned herein may be trademarks or trade names of their respective owners. Unless a specific right is explicitly granted to you, your access to any of the content on the Site or your use of the Site should not be construed as granting, by implication, estoppel or otherwise, any license or right to use any intellectual property rights, including but not limited to marks appearing on the Site. You must observe and follow any proprietary notices or legends contained on Valued Assets or on any materials to which you have access when using the Site. You must retain on permitted copies, all trademark, copyright and other proprietary notices contained in and on Valued Assets or other content on the Site. You may not make any press releases with regard the content or use on the Site. You further agree not to access the Site by any means other than through the interface that we provide.

  1. Linking to the Site and use of Logos

When you’re registering on the Site on behalf of a legal entity identified in the Registration Data (the “Entity”), you will be invited to upload the Entity’s logo (the “Entity Logo”). By uploading the Entity Logo using the upload functionality of the Site upon your registration or any time afterwards, you represent and warrant that the Entity owns all right, title and interest in the Entity Logo and that you have full authority to grant the rights granted herein and to bind the Entity by the terms and conditions of these Terms of Use. The uploaded Entity Logo will be regarded as the User Material.

You hereby grant us a worldwide, non-exclusive, non-transferable, limited, revocable and royalty-free permission and right to display the Entity Logo on the “Platform Partners” section of the Site, or such other similar section of the Site, with a hyperlink permitting users of the Site to access the initial, top level page of the Entity Site in a distinct browser window, solely for the purpose of referring to the participation of the Entity in the Open Ecosystem Network. You may terminate this permission and right at any time without liability by giving us prior written notice of your wish to do so, and we will then remove the Entity Logo from the Site and disable the hyperlink within a reasonable term. For the avoidance of doubt, we are under no obligation whatsoever to actually display the Entity Logo on the Site and to enable the hyperlink, and we may remove the Entity Logo from the Site and disable the hyperlink at any time, for any reason, at our sole discretion.

In return, we hereby grant you a worldwide, non-exclusive, non-transferable, limited, revocable and royalty-free permission and right to display

open ecosystem network

 

hereinafter referenced as the “Site Logo”, which is part of the Valuable Assets, on the partners section of the Entity Site, or such other similar section of the Entity Site, with a hyperlink permitting users of the Entity Site to access the initial, top level page of the Site in a distinct browser window, solely for the purpose of referring to the participation of the Entity in the Open Ecosystem Network (the “Link”). We may terminate this permission and right at any time without liability and with immediate effect for any reason at our sole discretion, including, though without limitation, if you breach these Terms of Use. Upon termination of this permission and right, you shall remove the Site Logo from the Entity Site and disable the Link. For the avoidance of doubt, you are under no obligation whatsoever to actually display the Site Logo on the Entity Site and to enable the Link, and you may remove the Site Logo from the Entity Site and disable the Link at any time, for any reason, at your sole discretion.

You agree that you will not: (a) display or use the Link in a manner that alters the visual presentation of the Site; (b) display or use the Link in a manner that causes the Site to be associated with any advertising or sponsorship not part of the Site or otherwise incorporate any of the content of the Site into a third-party website; (c) display or use an inline link to any information file contained in the Site; (d) alter, block or otherwise prevent display of any content of the Site; (e) link to the Site through any URL other than www.open-ecosystem.org or mirrored site; and/or (f) link to the Site if, to a reasonable person, the Entity Site may be obscene, defamatory, harassing, grossly offensive, or malicious to any person of any age.

You also agree that you will not: (a) state or imply that we endorse the Entity’s products or services; (b) state or imply that there is any relationship between the Entity and us, other than the Entity’s participation in the Open Ecosystem Network, without our prior written consent; or (c) misrepresent the nature of the Entity’s relationship with us or present false or misleading information concerning the Site or the activities performed under the Open Ecosystem Network.

In addition, you agree that the display and use of the Site Logo and Link are at your sole risk, and you agree to indemnify and hold us, our subsidiaries, affiliates, and licensors and their respective officers, agents, partners and employees, harmless from and against any and all claims, damages, losses, costs (including reasonable attorneys' fees) or other expenses due to or arising out of (a) your breach of these Terms of Use; (b) any allegation that any materials included on the Entity Site infringe or otherwise violate the copyrights, trademark, trade secret or other intellectual property or other proprietary rights of any third party; and (c) your activities in connection with the Site. Your obligations under this sub-paragraph will survive the termination or expiration of these Terms of Use.

No other rights other than those explicitly stated in this section 12 “Linking to the Site and use of Logos” are granted to use, respectively, the Entity Logo or the Site Logo under these Terms of Use.

  1. Content Review

We do not and cannot review the content (including but not limited to User Material) posted by users on the Site and we are not responsible for such content. You are solely responsible for your conduct and any User Material that you submit, post or display on or via the Site.

  1. Other Sites

For your easy accessibility, we may include links to sites on the Internet or Intranet other than the Site. By linking to any such other site, you shall review and agree to that site's rules of use before using such site. You also agree that we do not assume any responsibility for material downloaded, uploaded, created or published by or through such other sites. In addition, a link to such other site does not imply that we endorse such other site or products or services referenced on such other site.

  1. Forward-looking Statements

We and our business are exposed to various risks and uncertainties; accordingly, certain statements about us and our business on the Site that are not statements of historical fact are forward-looking statements, including, without limitation, those regarding our future business and financial performance. Forward looking statements may include the words "believe," "expect," "anticipate," "foresee," "sees," "target," "estimate," "designed," "aim", "plans," "intends," "focus," "will" or similar expressions. These statements are based on our best assumptions and beliefs in light of currently available information. Because they involve risks and uncertainties, actual results may differ materially from the results that we currently expect. We do not undertake any obligation to publicly update or revise forward-looking statements, whether as a result of new information, future events or otherwise, except to the extent legally required.

  1. Warranty and Limitation of Liability

The Valued Assets and any other content on the Site are provided on an "as is" and "as available" basis. We do not warrant that access or use of the Site will be uninterrupted or error-free. We reserve the right to revise the Site or withdraw access from it at any time. NO WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE OR NON-INFRINGEMENT OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, IS MADE IN RELATION TO THE VALUED ASSETS AND ANY OTHER CONTENT ON THE SITE.WE SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES, LOST PROFITS OR FOR BUSINESS INTERRUPTIONS ARISING OUT OF THE VALUED ASSETS OR ANY OTHER CONTENT ON THE SITE, OR THE USE OF OR INABILITY TO USE THE SITE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU AGREE THAT IF YOU OBTAIN VALUED ASSETS, OR OTHER MATERIALS OR SERVICES FROM THE SITE, THEN YOU DO SO AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGES THAT MAY RESULT, INCLUDING LOSS OF DATA OR DAMAGE TO YOUR COMPUTER SYSTEM. SOME JURISDICTIONS DO NOT ALLOW EXCLUSION OF CERTAIN WARRANTIES OR LIMITATIONS OF LIABILITY, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. OUR LIABILITY IS IN SUCH CASE LIMITED TO THE GREATEST EXTENT PERMITTED BY LAW.

  1. Indemnity

You agree to indemnify and hold us, our subsidiaries, affiliates, and licensors and their respective officers, agents, partners and employees, harmless from any loss, liability, claim, or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of (i) use of the User Material; (ii) your use of the Valued Assets or the Site in violation of these Terms of Use; or (iii) any breach of your representations and warranties set forth in these Terms of Use.

  1. Applicable Law

These Terms of Use shall be governed and construed in accordance with the laws of Finland, without regard to its conflict of law provisions AND WILL SPECIFICALLY NOT BE GOVERNED BY THE UNITED NATIONS CONVENTIONS ON CONTRACTS FOR THE INTERNATIONAL SALE OF GOODS. Our failure to enforce any right or provision of these Terms of Use will not be considered a waiver of those rights. If any provision of these Terms of Use is held to be invalid or unenforceable by a court, the remaining provisions of these Terms of Use will remain in effect. These Terms of Use (and any applicable Supplemental Terms) constitute the entire agreement between you and us regarding the use of the Site and its content, and supersede and prevail over any other agreements we might have between you and us regarding the use of the Site and its content.

  1. Dispute Resolution Process

Any dispute, controversy or claim arising out of or relating to these Terms of Use, or the breach, termination or validity thereof, shall be finally settled by arbitration in accordance with the Arbitration Rules of the Finland Chamber of Commerce. The seat of arbitration shall be Helsinki, Finland. The language of the arbitration shall be English. The procedural law of Finland shall apply where the rules are silent. The award shall be final and binding on the Parties. Notwithstanding the foregoing, nothing herein prevents us from applying to the courts of any country for injunctive or other equitable relief to prevent or curtail any breach of these Terms of Use or for enforcement of an arbitral award.

  1. Our Contact Details

If you have any questions about these Terms of Use or your account, you may contact us by email at Contact Us.