BY COMPLETING ONLINE FORM AND SIGNING UP TO BECOME AIRFUEL ALLIANCE ADVOCATE (“AIRFUEL ADVOCATE”), YOU ARE AGREEING TO BE BOUND BY THE TERMS AND CONDITIONS OF THIS AIRFUEL ALLIANCE ADVOCATE AGREEMENT (THE “AGREEMENT”).
In consideration of the agreements and the mutual covenants contained in this Agreement and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:
- AirFuel Advocate Benefits. By signing up as AirFuel Advocate, you will receive the following benefits from AirFuel Alliance:
- AirFuel will provide you with access to certain AirFuel specifications or other documents or materials subject to your agreement to the terms and conditions of a separate license agreement.
- At your discretion, you are eligible to join AirFuel Advocates’ Slack channel.
- No Membership Rights. As AirFuel Advocate, you are not a member or participant in AirFuel Alliance (“AirFuel”) and you shall not receive any benefits, privileges or voting rights applicable to the AirFuel members or other participants.
- Disclaimers and Limitations of Liability. IN NO EVENT WILL AIRFUEL AND/OR THE MEMBERS OF AIRFUEL BE LIABLE TO YOU (AN INDIVIDUAL OR ENTITY) OR ANY OTHER INDIVIDUAL OR ENTITY FOR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL OR CONSEQUENTIAL DAMAGES RELATED TO ANY USE OF AIRFUEL WEB SITE, ITS CONTENT, AIRFUEL DOCUMENTS, MATERIALS OR OTHER INFORMATION (COLLECTIVELY, THE “CONTENT”), INCLUDING, WITHOUT LIMITATION, ANY LOST PROFITS, LOST SALES, LOST REVENUE, LOSS OF GOODWILL, BUSINESS INTERRUPTION, LOSS OF PROGRAMS OR OTHER DATA ON YOUR INFORMATION HANDLING SYSTEM OR OTHERWISE, EVEN IF AIRFUEL OR THE MEMBERS OF AIRFUEL ARE EXPRESSLY ADVISED OR AWARE OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES. ALL CONTENT IS PROVIDED BY AIRFUEL AND/OR THE MEMBERS OF AIRFUEL ON AN “AS IS” BASIS ONLY. AIRFUEL AND THE MEMBERS OF AIRFUEL PROVIDE NO REPRESENTATIONS, CONDITIONS AND/OR WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY AND NONINFRINGEMENT.
- Support for Ecosystem. You acquire no right, title, or interest in or to the Content or any other AirFuel intellectual property. In using the Content, you shall take no action or engage in any business practice that AirFuel determines in good faith may be harmful to its members or damaging to the ecosystem for AirFuel-compliant products and services and it is a material breach of this Agreement for you to do so. In the event of such conduct or practices, this Agreement shall immediately terminate without any notice from AirFuel and AirFuel shall be entitled to any and all remedies available to it at law or in equity for your breach of this Agreement.
- Term and Termination. This Agreement will terminate on the earlier of: (i) the date on which you become a member of AirFuel; or (ii) written notice of termination from either party to the other party for any reason or without reason which may be provided via email communication at any time. In addition, this Agreement will terminate immediately without notice from AirFuel if you fail to comply with any provision of this Agreement.
- Trademarks. No right, title, or interest in or to any trademarks, service marks, or trade names of AirFuel or AirFuel’s licensors is granted hereunder. AirFuel, AirFuel Alliance, the AirFuel logo, are trademarks or registered trademarks of AirFuel in the U.S. and other countries.
- Report. You may wish to report any ambiguities, inconsistencies, or inaccuracies you may find in connection with your review and evaluation of the Content (“Feedback“). To the extent that you provide AirFuel with any Feedback, you hereby: (i) agree that such Feedback is provided on a non-proprietary and non-confidential basis, and (ii) grant AirFuel a perpetual, non-exclusive, worldwide, fully paid-up, irrevocable license, with the right to sublicense through multiple levels of sublicensees, to incorporate, disclose, and use without limitation the Feedback for any purpose related to the Content and future versions, implementations, and test suites thereof.
- Miscellaneous. In the event of a breach by you of any provision of this Agreement, AirFuel shall be entitled to exercise any and all rights granted by law or in equity, including recovery of monetary damages, injunction and specific performance. The parties’ obligations under this Agreement which by their nature would continue beyond termination, cancellation, or expiration of this Agreement, including without limitation Sections 3, 4, 6, 7 and 8, shall survive termination, cancellation, or expiration of this Agreement. This Agreement contains the entire agreement of the parties hereto with respect to its subject matter and supersedes any prior written or oral agreements between them concerning the subject matter contained herein. No amendment to or modification of this Agreement will be binding unless in writing and signed by an authorized representative of AirFuel. Any provision in this Agreement may be waived, but only in writing signed by AirFuel. The failure of AirFuel to enforce or delay in enforcing rights hereunder will not be deemed a continuing waiver or modification of this Agreement. Should any part or parts of this Agreement be deemed void or invalid by a court of competent jurisdiction, such judgment shall not affect the validity of the balance of the terms of this Agreement which shall remain in full force and effect. All matters concerning the validity, interpretation and performance of this Agreement shall be governed by the laws of the State of California, without regard to any principles of conflict of laws that would require the application of the laws of a different state. The parties submit to jurisdiction in California and further agree that any cause of action arising under this Agreement shall be brought in a state or federal court of the County and City of San Diego, California, USA. If any action is commenced to enforce and interpret any provision of this Agreement, the prevailing party shall be entitled to recover from the other party actual attorneys’ fees and costs incurred in connection with such action, in addition to all other proper relief. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their legal representatives, successors and assigns to the extent permitted by this Agreement. This Agreement shall be interpreted according to its plain meaning and shall not be strictly construed against the drafting party.