Marketing Portal - Terms of Usage

Acceptance

Mercedes-Benz USA, LLC ("MBUSA") provides an online website (the "Marketing Portal" or "Website") offering a selection of graphics, videos, presentations, and other electronic media content (collectively, "Content") available over the Internet at https://mercedesmarketing.com. By visiting the Website, you agree to accept these Terms of Usage (the "Terms"). If you do not agree to any of these Terms, please disconnect from the RDA Resource Manager immediately. These Terms apply to all authorized users of the RDA Resource Manager, including users who are contributors of video content, information, and other materials on the Website.

Access and Usage

MBUSA grants you a limited license to access and make authorized business, non-commercial use of the Content found on the Website. All Content is ©2009 Mercedes-Benz USA, LLC/Daimler AG. All rights reserved. All text, images, graphics, sound files, animation files, video files, and their presentation on this Website are all subject to copyright and other intellectual property protection. The reproduction, duplication, distribution, publication, modification, copying, broadcast, display, or sale of the Content without the prior written consent of MBUSA is strictly prohibited or unless it is expressly permitted by MBUSA on this Website. The Content covered under this restriction includes any text, graphics, logos, photographs, audio and video materials, and stills. In addition, you are prohibited from creating derivative works or materials that are from or based on in any way the Content, including montages, parodies or similar videos, wallpaper, desktop themes, and merchandise, regardless if the works are for profit or non-profit, unless you have obtained prior written consent form MBUSA. Failure to adhere to these restrictions may find you to be in violation of Title 17 of the U.S. Copyright Law and subject to legal action by MBUSA.

You are required to use all Content, in whatever form and by whatever technical means, only for the purposes authorized and approved by MBUSA and in a manner that does not violate the Terms outlined in this notice. All Content is intended for authorized business use by MBUSA and the Website is accessible by authorized personnel only. Providing access to the Website and all related Content to any unauthorized person or group without the express written consent of MBUSA is prohibited.

You must not use Content on any website, electronic communication (such as E-mail mass-mailings, SPAM, or instant messaging) or other location that contains content that is unlawful, pornographic, obscene, defamatory, libelous, threatening, harassing, vulgar, indecent, or racially or ethnically offensive; to misrepresent MBUSA or Mercedes-Benz dealers in a manner that promotes or engages in criminal conduct, identity theft, or financial fraud; gives rise to criminal or civil liability against MBUSA or Mercedes-Benz dealers; or violates any law, rule, or regulation, including the intellectual property rights of MBUSA.

Users of the Website are provided with security access pending approval from authorized MBUSA personnel. Security access must be used responsibly and ethically and solely for activities that support business objectives and meet the requirements outlined in these Terms. Users are prohibited from using the Website and Content for personal gain, to commit fraud, or any negligible action that violates the rights of MBUSA including its patents, trademarks, trade secrets, copyrights, publicity or other proprietary rights; acting in any manner that violates these Terms; or prevents another authorized user from accessing the Website. Evidence of criminal activity may be provided to appropriate law enforcement officials.

The use of hardware, software or any other technology used access, capture, or record Content in a manner that is not authorized by MBUSA (including disabling or circumventing any mechanisms for preventing the unauthorized reproduction or distribution of the Content) is strictly prohibited.

Unauthorized attempts to access, change, or update information contained in the Website or attempts to negatively impact the performance and availability of the Website, including attempts to introduce viruses or any other malicious computer code, files, or programs designed to interrupt, destroy, or limit the functionality of any computer hardware, software or telecommunications equipment used by the Website are strictly prohibited and may be punishable by law, including the Computer Fraud and Abuse Act of 1986 and the National Information Infrastructure Protection Act of 1996.

In order to access the Content, you may be notified that it is necessary to install or download software or other materials or agree to additional terms and conditions. Unless otherwise provided by these additional terms and conditions, they are hereby incorporated into these Terms.

Security

MBUSA undertakes to secure all Content with immediate effect, in accordance to "state of the art", against unauthorized access, modification, destruction, loss, unauthorized transfer or other unauthorized processing and other misuse. MBUSA employs site software programs to monitor network traffic to identify unauthorized attempts to access, upload, or change information, or otherwise cause damage or inaccessibility. By accessing the Website, you consent to such monitoring and you are advised that, if such monitoring reveals evidence of possible abuse or activity, such evidence will be provided to appropriate representatives of MBUSA for corrective action.

For troubleshooting purposes, MBUSA or its representatives will access your computer upon receiving authorization from you. MBUSA and its representatives will not access computer software, services, or information not related to this Website. However, MBUSA and its representatives will not be liable for any damages including incidental and consequential damages as defined by applicable law with respect to any authorized access to your computer data and you hereby release MBUSA and its representatives from any damages, losses, expenses, or other injuries of any kind incurred from any such authorized access.

Jurisdiction

This Legal Notice shall be governed by and construed in accordance with the laws of State of New Jersey. Any dispute arising from these terms shall be resolved exclusively in the state and federal courts of the State of New Jersey, without regard to conflicts of laws provisions. MBUSA makes no representation that materials in this Site are appropriate or available for use in other locations. Any cause of action you may have with respect to your use of this Site must be commenced within one (1) year after the claim or cause of action arises. If for any reason a court of competent jurisdiction finds any provision of this Legal Notice, or portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to affect the intent of the Legal Notice, and the remainder of this Legal Notice shall continue in full force and effect.

Limitation of Warranty and Liability

THE SITE, INCLUDING ALL CONTENT, SOFTWARE, FUNCTIONS, MATERIALS, AND INFORMATION MADE AVAILABLE ON OR ACCESSED THROUGH THE WEBSITE, IS PROVIDED "AS IS" TO THE FULLEST EXTENT PERMISSIBLE BY LAW, MBUSA AND ITS SUBSIDIARIES, AFFILIATES, AND SUPPLIERS MAKE NO REPRESENTATION OR WARRANTIES OF ANY KIND WHATSOEVER FOR THE CONTENT ON THE WEBSITE OR THE MATERIALS, INFORMATION, AND FUNCTIONS MADE ACCESSIBLE BY THE SOFTWARE USED ON OR ACCESSED THROUGH THE SITE, FOR ANY PRODUCTS OR SERVICES OR HYPERTEXT LINKS TO THIRD PARTIES OR FOR ANY BREACH OF SECURITY ASSOCIATED WITH THE TRANSMISSION OF SENSITIVE INFORMATION THROUGH THE WEBSITE OR ANY LINKED SITE. FURTHER, MBUSA AND ITS SUBSIDIARIES, AFFILIATES, AND SUPPLIERS DISCLAIM ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, WITHOUT LIMITATION, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE. MBUSA DOES NOT WARRANT THAT THE FUNCTIONS CONTAINED IN THE WEBSITE OR ANY MATERIALS OR CONTENT CONTAINED THEREIN WILL BE UNINTERRUPTED OR ERROR FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE WEBSITE OR THE SERVER THAT MAKES IT AVAILABLE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. MBUSA AND ITS SUBSIDIARIES, AFFILIATES, AND SUPPLIERS SHALL NOT BE LIABLE FOR THE USE OF THE WEBSITE, INCLUDING, WITHOUT LIMITATION, THE CONTENT AND ANY ERRORS CONTAINED THEREIN AND THE SOFTWARE WHICH MAY BE DOWNLOADED THEREFROM; AND SHALL NOT BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS, LOSS OF PROFITS, LITIGATION, OR THE LIKE), WHETHER BASED ON BREACH OF CONTRACT, BREACH OF WARRANTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBLITY OF SUCH DAMAGES. THE NEGATION OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN MBUSA AND VISITOR. THIS WEBSITE AND THE INFORMATION, SOFTWARE, FORMS, STATEMENTS, AND DOCUMENTS WOULD NOT BE PROVIDED WITHOUT SUCH LIMITATIONS. APPLICABLE LAW MAY NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU.

Indemnification

You hereby agree to indemnify, defend, and hold MBUSA, and all its officers, directors, owners, agents, employees, information providers, affiliates, licensors, and licensees (collectively, the "Indemnified Parties") harmless from and against any and all liability and costs incurred by the Indemnified Parties in connection with any claim arising out of any breach by you of this Legal Notice or the foregoing representations, warranties, and covenants, including, without limitation, attorneys fees and costs.

Modification of Terms of Usage

MBUSA reserves the rights, at its sole discretion, to change, modify, add, or remove any portion of this Legal Notice, in whole or in part, at any time. Notification of changes in this Legal Notice will be posted on this Website. MBUSA may change, suspend, or discontinue any aspect of this Website at any time, including the availability of any Website feature, database, or content. MBUSA may also impose limits on certain features and services or restrict your access to parts or all of this Website without notice or liability. By using this Website you agree to be bound by any such revisions and should therefore periodically visit the page to determine the then current terms of use to which you are bound.