Together, these Terms of Use and the Applicable Use Policy form a binding “Agreement” between you and us. “We,” “our” and “us” refer to Volvo Group Connected Solutions AB with Company Registration No. 559153-7823, a company part of the Volvo Group.
“You” refers to either (1) a “Visitor” browsing our site to learn more about our offering, (2) a registered “Developer” and/or (3) an “Authorized User” that has been invited by a Developer.
As a Visitor you will only have access to selected public knowledge and information in order for you to evaluate our offerings before registering as a Developer. In order to gain access and right to use our software development kits, application programming interfaces, documentations and/or the platform (the ”Developer Portal”) you need to register as a Developer.
A Developer is the organization that you represent when entering into this Agreement. When registering as a Developer you acknowledge your understanding of the then-current Agreement and agree to this Agreement on behalf of the Developer. Please make sure you have the necessary authority to enter into the Agreement on behalf of the Developer before proceeding. If you are not representing an organization and wish to register as an individual, the Developer is the individual registering as a Developer. For example, if you signed up using a personal email address and invited a couple of friends as Authorized Users to work on a new start-up idea but haven't formed a company yet, you are the Developer.
Trusted and strategic Developers can apply and be approved to become “Partners” which provides additional resources and possibilities to release applications. As a Partner, additional provisions of the Partner Terms also applies to your use of the Developer Portal and potential releases of applications.
The offering at the different levels of the Development Portal is described in the User Journey, which we might update from time to time.
The Developer Portal and any content thereof is made available to you free of charge and solely for development purposes in a non-production environment. This Agreement applies to all developments and all interaction with the Developer Portal, including any software applications, websites, products and/or services interacting with the Developer Portal.
We may use our employees, our affiliates in the Volvo Group and third-party contractors (the “Volvo Team”) in exercising our rights and performing our obligations under the Agreement. We will be responsible for the Volvo Team’s compliance with our obligations under the Agreement. If we feel it is necessary, we may also assign the Agreement to a party of the Volvo Team.
The Developer is responsible for the actions of all Authorized Users invited by the Developer to access the Developer Portal. The Developer shall inform all Authorized Users of all of the Developer’s policies and practices as well as the provisions in the Agreement that are relevant to their use of the Developer Portal.
Each Authorized User must follow and agree to the terms of the Agreement in order to access the Developer Portal, which is done by (1) clicking on the link sent to the Authorized User’s email address, (2) thereby verifying the Authorized User’s identity and (3) accepting these Terms of Use, the Acceptable Use Policy, Privacy Notice and Developer Partner Terms.
An Authorized User may submit content or information to the Developer Portal (“Developer Data”). The Developer shall ensure that the transfer and processing of Developer Data under the Agreement is lawful.
The more suggestions you make, the better the Developer Portal becomes. If you give us feedback (good or bad) we will consider it and we may use it (since that is what it is for), so the Developer grants us an unlimited, irrevocable, perpetual, sub-licensable, transferable, royalty-free license to use any such feedback or suggestions for any purpose without any obligation or compensation to the Developer, any Authorized User or any third party. You must only use your own material and opinions when providing feedback.
Please review our Privacy Policy here for more information on how we collect and use data relating to the use and performance of our websites and products.
The Developer must comply with the Agreement and ensure that its Authorized Users comply with the Agreement. We may review conduct for compliance purposes, but we have no obligation to do so. The Developer shall cooperate with any inquiries related to such a review and provide us with proof of compliancy. We are not responsible for the content of any Developer Data or the way the Developer or its Authorized Users choose to use the Developer Portal to store or process any Developer Data. We have the right to impose security requirements for any Partner Application, which will be specified at a case-by-case basis through the Deployment Process. As a Developer, you must review the list of Authorized Users in your project at least once every sixth (6) month, and each time an Authorized User leaves your project team, you must make a request in the Developer Portal to remove such Authorized User from your project and request a new access token from us for the project team.
If we believe that there is a violation of the Agreement that can simply be remedied by an Authorized User’s, a Developer’s or certain Developer Data’s removal as well as/or a Partner’s disabling of a Partner Application, we will, in most cases, ask the Developer to take direct action rather than intervene. However, we may directly step in and take what we determine to be appropriate action, if the Developer does not take appropriate action, or if we believe there is a credible risk of harm to us, the Developer Portal, any Authorized Users or any third parties.
We reserve the right to reject Developer or Partner registration/Authorized User with or without mentioning the reason for rejection. This applies especially to cases related cyber security, conflict of interest, legal /regulatory requirements etc. We will however, make reasonable efforts to communicate reasons for rejection or recommend mitigating factors where applicable.
We will not take any responsibility for your application after reviewing it. Full terms of legal liability is on you as a developer or partner. Our review might give you the impression that we are taking accountability for it, but we are not.
We will try to make the Developer Portal available 24 hours a day, 7 days a week, excluding planned downtime. We expect planned downtime to be infrequent but will endeavour to provide advance notice in the Developer Portal.
The protection of Developer Data is a top priority for us so we will maintain administrative, physical, and technical safeguards. However, the Developer (not us) bears sole responsibility for adequate security, protection and backup of Developer Data when in the Developer’s or its representatives’ or agents’ possession or control. We are not responsible for what the Developer’s Authorized Users or a Partner Application do with Developer Data. That is the Developer’s responsibility.
Between us on the one hand, and the Developer and any Authorized Users on the other, the Developer will own all Developer Data and all intellectual property rights to developments and Partner Applications developed with the help of the Developer Portal. You may charge for your Partner Application; however, you may not sell, rent, lease, sublicense, redistribute, or syndicate access to the Developer Portal and any content thereof.
The Developer grants us, for itself and all of its Authorized Users and other Developer personnel, an unlimited, irrevocable, perpetual, sub-licensable, transferable, royalty-free license to access, use, process, copy, distribute, perform, export and display Developer Data and any Partner Application created by or for the Developer or the Developer’s assignees. The Developer represents and warrants that it has secured all rights in and to the Developer Data, the Partner Application and any to us given feedback from its Authorized Users or other third parties as may be necessary to grant this license.
We own and will continue to own our Developer Portal and any content thereof, including all related intellectual property rights. We grant to the Developer a non-sublicensable, non-transferable, non-exclusive, limited license for the Developer and its Authorized Users to use the Developer Portal in accordance with the Agreement and only as necessary to develop, test and support an integration of any Partner Application with our services. All of our rights not expressly granted by this license are hereby retained. Your license is also subject to your compliance with policies and regulations provided to you though our Deployment Process.
A subscription continues until terminated and the Agreement remains effective until all subscriptions ordered under the Agreement have expired or been terminated or the Agreement itself terminates. Termination of the Agreement will terminate all subscriptions.
The Developer may terminate the Agreement by notice to us and we may terminate the Agreement if you materially breach the Agreement and such breach is not cured within thirty (30) days after we have provided notice of the breach. The Developer is responsible for its Authorized Users, including for any breaches of this Agreement caused by its Authorized Users. We may terminate the Agreement immediately on notice to the Developer if we reasonably believe that the Developer Portal is being used by the Developer or its Authorized Users in violation of applicable law.
Upon termination of the Agreement, all rights and licenses granted to you will terminate immediately. You understand that the content you have gotten access to through the Developer Portal are not made generally available and is the Confidential Information of the Volvo Group. Upon termination of the Agreement, you will promptly destroy copies of any documentation and any other information in your possession or control that was received under the Agreement.
The Developer represents and warrants (1) that it has validly entered into the Agreement and has the legal power to do so, (2) that it is responsible for the conduct of its Authorized Users and their compliance with the terms of this Agreement and (3) that it owns and has the right to share any Developer Data, feedback or other materials provided to us through the Developer Portal or otherwise in connection with this Agreement.
EXCEPT AS EXPRESSLY PROVIDED FOR HEREIN, THE DEVELOPERS PORTAL AND ALL RELATED COMPONENTS AND INFORMATION ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND, AND WE EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES, WHETHER EXPRESSEDLY OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. THE DEVELOPER ACKNOWLEDGES THAT WE DO NOT WARRANT THAT THE DEVELOPERS PORTAL WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE.
IN NO EVENT WILL OUR OR THE VOLVO TEAM’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THE AGREEMENT (WHETHER IN AGREEMENT OR TORT OR UNDER ANY OTHER THEORY OF LIABILITY) EXCEED €100.
IN NO EVENT WILL WE OR THE VOLVO TEAM HAVE ANY LIABILITY TO YOU OR TO ANY THIRD PARTY FOR ANY LOST PROFITS OR REVENUES OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, COVER OR PUNITIVE DAMAGES HOWEVER CAUSED, WHETHER IN AGREEMENT, TORT OR UNDER ANY OTHER THEORY OF LIABILITY, AND WHETHER OR NOT YOU OR THE THIRD PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING DISCLAIMER WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.
All information you receive by using and accessing the Developer Portal is classified as “Confidential Information”. Notwithstanding the above, Confidential Information does not include information that (1) is or becomes generally available to the public without breach of any obligation owed to us; (2) was known to you prior to its disclosure by us without breach of any obligation owed to us; (3) is received from a third party without breach of any obligation owed to us; or (4) was independently developed by you.
The Developer will (1) take at least reasonable measures to prevent the unauthorized disclosure or use of Confidential Information, and limit access to (if relevant) those employees, affiliates and contractors who need to know such information in connection with the Agreement; and (2) not use or disclose any Confidential Information for any other purpose outside the scope of this Agreement which also differs depending on whether the Developer is a Partner as well.
The Developer may access or disclose Confidential Information if it is required by applicable law or a valid order issued by a court of competent jurisdiction; provided, however, that the Developer promptly notifies us in writing of the existence, terms and circumstances surrounding such required disclosure so that we may seek a protective order or other appropriate remedy from the proper authority. The Developer further agrees that if it is required to disclose our Confidential Information, it will furnish only that portion of the Confidential Information, which in the opinion of competent counsel, it is under a legal obligation and will exercise all reasonable efforts to obtain reliable assurances that confidential treatment will be accorded to such Confidential Information.
If an Authorized User comes across information in the Developer Portal that is outside the scope of the Agreement (i.e. the information does not belong in the Developer Portal and especially by having in mind what resources that should be available to you depending on whether you are part of the Partner Program or not) the Authorized User shall immediately contact us at developer@volvo.com.
The Authorized User hereby acknowledges that the Developer Portal might contain third party software that are subject to additional terms and conditions.
Third Party software terms are displayed when using the Developer Portal and those terms and conditions are hereby incorporated into this agreement.
If there are any conflicts between this agreement and the additional terms or conditions governing third party software, those additional terms and conditions will control in connection with third party software.
The sections titled “The Volvo Team”, “Feedback is appreciated”, ”Your responsibilities”, “Our responsibilities”, “What’s yours is yours…”, “...And what’s ours is ours”, “Termination”, “Our promise to each other”, “Confidentiality” and “Survival” as well as all of the provisions under the general heading “General Provisions,” will survive any termination or expiration of the Agreement.
Except as otherwise set forth herein, all notices under the Agreement will be by email, although we may instead choose to provide notice to the Developer through the Developer Portal.
Legal notices, such as notices of termination, must be sent to developer@volvo.com. Notices will be deemed to have been duly given (1) the day after it is sent, in the case of notices through email; and (2) the same day, in the case of notices through the Developer Portal.
Nothing in this Agreement gives you a right to use any of our trademarks, trade names, service marks, logos, domain names or other distinctive brand features, if you are not first granted advance written permission. Notwithstanding the foregoing, Partners may use our trademarks in connection with promotion of an approved Partner Application.
Neither us nor the Developer will be liable by reason of any failure or delay in the performance of its obligations on account of events beyond the reasonable control of a party, which may include, but are not limited to, denial-of-service attacks, a failure by a third-party hosting provider or utility provider, strikes, shortages, riots, fires, war, pandemics, terrorism, and governmental action.
The parties are independent contractors. The Agreement does not create a franchise, joint venture, agency, fiduciary or employment relationship between the parties. There are no third-party beneficiaries to the Agreement.
As our business evolves, we may change the Agreement. If we make a material change to the Agreement, we will provide the Developer with reasonable notice prior to the change taking effect. The Developer can review the most current version of the Agreement at any time by visiting this page and by visiting the most current versions of the other pages that are referenced in the Agreement. The materially revised Agreement will become effective on the date set forth in our notice, and all other changes will become effective upon posting of the change. If the Developer (or any Authorized User) accesses or uses the Developer Portal after the effective date, that use will constitute the Developer’s acceptance of any revised terms and conditions.
Also, our Developer Portal is still evolving, and so we need the flexibility to occasionally make changes to our Developer Portal, including backwards incompatible changes. We will try to give notice of these changes.
No failure or delay by either party in exercising any right under the Agreement will constitute a waiver of that right. No waiver under the Agreement will be effective unless made in writing and signed by an authorized representative of the party being deemed to have granted the waiver.
The Agreement will be enforced to the fullest extent permitted under applicable law. If any provision of the Agreement is held by a court of competent jurisdiction to be contrary to law, the provision will be modified by the court and interpreted so as best to accomplish the objectives of the original provision to the fullest extent permitted by law, and the remaining provisions of the Agreement will remain in effect.
You may not assign nor delegate any of your rights or obligations hereunder, whether by operation of law or otherwise, without our prior written consent (not to be unreasonably withheld). Any purported assignment in violation of this section is void.
If the Developer is a company, any dispute, controversy or claim arising out of, or in connection with, the Agreement, or the breach, termination or invalidity thereof, or any non-contractual obligations arising out of or in connection with this Agreement, shall be finally settled by arbitration in accordance with the Arbitration Rules for Expedited Arbitrations of the Arbitration Institute of the Stockholm Chamber of Commerce. The seat of arbitration shall be Stockholm, Sweden. The language of the arbitration shall be English.
All arbitral proceedings conducted pursuant to this Section, all information disclosed and all documents submitted or issued by or on behalf of any of the disputing parties or the arbitrators in any such proceedings as well as all decisions and awards made or declared in the course of any such proceedings shall be kept strictly confidential and may not be used for any other purpose than these proceedings or the enforcement of any such decision or award nor be disclosed to any third party without the prior written consent of the party to which the information relates or, as regards to a decision or award, the prior written consent of all the other disputing parties.
If the Developer is a private individual, any dispute, controversy or claim arising out of, or in connection with, this Agreement, or the breach, termination or invalidity thereof, or any non-contractual obligations arising out of or in connection with this Agreement, shall be exclusively settled by the courts of Sweden. The District Court of Gothenburg (Sw. Göteborgs tingsrätt) shall be the court of the first instance.
Last updated 2023/01/02