This website (“Site”) is provided by XPRIZE Foundation, Inc. (“XPRIZE” or “We” or “Us”).
TERMS OF USE
By accessing and using this Site or any other XPRIZE web properties, you (“You”, or “Your”, refers to you, the person accessing this Site and accepting the XPRIZE Terms of Use) agree to be bound by the terms and provisions of this agreement. We will refer to each to each and all our web properties as our “Site”. In addition, when using this Site’s particular services, you shall be subject to any posted guidelines or rules applicable to such services, which may be posted and modified from time to time. All such guidelines or rules are hereby incorporated by reference into the Terms of Use.
ANY USE OF THIS SITE WILL BE AN ACCEPTANCE OF THIS AGREEMENT. IF YOU DO NOT AGREE TO ANY OF THE TERMS ABOVE, PLEASE DO NOT USE THIS SITE.
REFERENCE TO XPRIZE COMPETITION
XPRIZE hosts high-profile competitions to promote radical breakthroughs for the benefit of humanity. We set ambitious goals and to accomplish them we require all participants in our prize, or other competitions to abide by a COMPETITOR AGREEMENT and any other agreements or rules and regulation applicable to that competition, challenge or other prize.
If these Terms of Use conflict with or are inconsistent with any Competitor Agreement, challenge or other prize, the Competitor Agreement will control.
NOTE: ANY PROVISIONS PERTAINING TO OWNERSHIP OF INTELLECTUAL PROPERTY RELATING TO A COMPETITION WILL BE SET FORTH IN THE COMPETITOR AGREEMENT. THESE TERMS OF USE WILL NOT SERVE TO TRANSFER ANY OF YOUR INTELLECTUAL PROPERTY USED IN ANY COMPETITION ENTRY (OR OTHERWISE PROVIDED TO US AS PART OF A TEAM FOR A COMPETITION) TO XPRIZE.
DISCLAIMER
This Site and its components are offered for informational purposes only; this Site shall not be responsible or liable for the accuracy, usefulness or availability of any information transmitted or made available via the Site, and shall not be responsible or liable for any error or omissions in that information. Also, this shall not be responsible for any liability resulting from the use of this Site.
NO WARRANTIES
THE FOLLOWING CLAUSES EXCLUDE OR LIMIT OUR LEGAL LIABILITY FOR THE SITE. YOU SHOULD READ THEM CAREFULLY. THEY ALL APPEAR ONLY AS FAR AS THE LAW PERMITS.
WHILE WE HAVE TAKEN CARE TO TAKE REASONABLE STEPS TO ENSURE THE ACCURACY AND COMPLETENESS OF THE INFORMATION CONTAINED ON THE SITE, INFORMATION IS PROVIDED ON “AS IS” BASIS, “AS AVAILABLE” BASIS AND WE DO NOT GIVE OR MAKE ANY WARRANTY OR REPRESENTATION OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ALL WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT AND QUIET ENJOYMENT. THE USE OF THIS SITE IS AT YOUR SOLE RISK.
WE DO NOT REPRESENT OR WARRANT THAT THE SITE WILL BE AVAILABLE AND MEET YOUR REQUIREMENTS, THAT ACCESS WILL BE UNINTERRUPTED OR THAT THERE WILL BE NO DELAYS, FAILURES, ERRORS OR OMISSIONS OR LOSS OF TRANSMITTED INFORMATION, THAT NO VIRUSES OR OTHER CONTAMINATING OR DESTRUCTIVE PROPERTIES WILL BE TRANSMITTED OR THAT NO DAMAGE WILL OCCUR TO YOUR COMPUTER SYSTEM. YOU HAVE SOLE RESPONSIBILITY FOR ADEQUATE PROTECTION AND BACK UP OF DATA AND /OR EQUIPMENT AND FOR UNDERTAKING REASONABLE AND APPROPRIATE PRECAUTIONS TO SCAN FOR COMPUTER VIRUSES OR OTHER DESTRUCTIVE PROPERTIES.
WE MAKE NO REPRESENTATIONS OR WARRANTIES REGARDING THE ACCURACY, FUNCTIONALITY OR PERFORMANCE OF ANY THIRD PARTY SOFTWARE THAT MAY BE USED IN CONNECTION WITH THIS SITE.
DAMAGE LIMITIATION
YOUR EXCLUSIVE REMEDY FOR ANY BREACH OF THESE TERMS (INCLUDING WITHOUT LIMITATION, THE PRIVACY POLICY) AND FOR ANY AGREGGATE DAMAGES DUE YOU (OR OTHERS RELATED TO YOU OR REPRESENTED BY YOU) BY THE FOUNDATION OR ANY OF THE THIRD PARIES FOR ANY REASON RELATING TO ANY PART OF THE COMPLETE SITE WILL BE A CORRECTION OR REPLACEMENT OF ALL OR PART OF THE OR SERVICE CAUSING YOUR DAMAGE (IF ANY).
NO INCIDENTAL, CONSEQUENTIAL OR OTHER DAMAGES
WE SHALL NOT BE LIABLE TO YOU FOR INCIDENTAL, PUNITIVE, EXEMPLARY, INDIRECT OR CONSEQUENTIAL DAMAGES, LOST PROFITS OR FOR ANY OTHER SIMILAR DAMAGES ARISING UNDER OR RELATING TO ANY ASPECT OF YOUR USE OF THIS SITE OR RELATING TO A BREACH OF THESE TERMS INCLUDING WITHOUT LIMITATION, THE UNDERLYING PRIVACY POLICY OF THIS SITE.
THIRD PARTY SITES AND ENDORSEMENTS
WHERE WE PROVIDE HYPERTEXT LINKS TO OTHER LOCATIONS ON THE INTERNET, WE DO SO FOR INFORMATION PURPOSES ONLY. WE ARE NOT RESPONSIBLE FOR THE CONTENT OF ANY OTHER THIRD PARTY SITES OR OTHER PAGES LINKED FROM OR LINKING TO THIS SITE. WE HAVE NOT VERIFIED THE CONTENT OF ANY SUCH SITES. FOLLOWING LINKS TO ANY OTHER SITES OR PAGES SHALL BE AT YOUR OWN RISK AND WE SHALL NOT BE RESPONSIBLE OR LIABLE FOR ANY DAMAGES OR IN OTHER WAY IN CONNECTION WITH LINKING. WE ARE NOT RESPONSIBLE FOR WEB CASTING OR ANY OTHER FORM OF TRANSMISSION RECEIVED FROM ANY LINKED SITE. LINKS TO DOWNLOADABLE SOFTWARE SITES ARE FOR CONVENIENCE ONLY AND WE ARE NOT RESPONSIBLE OR LIABLE FOR ANY DIFFICULTIES OR CONSEQUENCES ASSOCIATED WITH DOWNLOADING THE SOFTWARE. USE OF ANY DOWNLOADED SOFTWARE IS GOVERNED BY THE TERMS OF THE LICENSE AGREEMENT, IF ANY, WHICH ACCOMPANIES OR IS PROVIDED WITH THE SOFTWARE.
NO ENDORSEMENT OR APPROVAL OF ANY THIRD PARTIES OR THEIR ADVISE, OPINIONS, INFORMATION, PRODUCT OR SERVICES IS EXPRESSED OR IMPLIED BY ANY INFORMATION ON OUR SITE.
YOU CANNOT SET UP A LINK FROM YOUR SITE, BLOG OR OTHER SIMILAR PROCESS TO OUR SITE WITHOUT A PRIOR WRITTEN CONFIRMATION FROM US.
USING XPRIZE’S INTELLECTUAL PROPERTY
Our Property. We’ve worked hard to bring you this Site and all of its associated content. XPRIZE and its licensors will retain ownership of our intellectual property rights, including, without limitation, rights to our Site’s content, trademarks and other logos, text, graphics, icons, images, audio clips, video clips, digital downloads and the “look and feel” of our Site and all services offered by us (“Our Property”). You can only use Our Property in connection with your personal use of our Site.
Use of Our Knowledge. You can view, copy, print, display, transmit and distribute publications, documents and other content found on our Site (such as FAQs, white papers, datasheets, press releases and so on), for your personal, non-commercial use, but not for any other purpose.
PROHIBITED ACTIONS
We want to provide our Site and related services to as many people as possible. To do that, we need to foster an environment where everyone feels they can use our Site and share ideas safely. Your promise to follow our rules helps us get there. Therefore, you agree not to:
- Use our Site or services for any illegal purpose, or any other purpose not permitted in these Terms of Use;
- Use our Site or the things on it for a commercial purpose;
- Modify, adapt or translate any part of our Site without first getting our written permission;
- Reverse-engineer, decompile, create derivative works of, modify, disrupt, otherwise tamper or disassemble the technology we use to provide our Site (and related services) or otherwise attempt to obtain our source code;
- Bypass, modify, defeat, reverse-engineer, disassemble, tamper with or circumvent any of the security features of our Site, including altering any digital rights management functionality of our Site;
- Remove or alter any copyright, trademark or other proprietary notice contained on our Site;
- Interfere with or damage our Site or our servers through the use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial of service attacks, packet or IP spoofing, forged routing or electronic mail address information, or similar methods or technology;
- Impersonate another person or entity, misrepresent your affiliation with a person or entity (including us), or use a false identity;
- Collect, manually or through an automatic process, information about other users or our Site;
- Submit false or misleading information to us or post material that infringes on a third party’s intellectual property;
- Engage in any activity that interferes with any third party’s ability to use or enjoy, or our ability to provide our Site;
- “Deep link” or frame, inline link or mirror any part of our Site without our written permission;
- Engage, directly or indirectly, in transmission of “spam,” chain letters, junk mail or any other type of unsolicited solicitation;
- Assist or encourage any third party in engaging in any activity restricted by these Terms of Use; and/or
- If you breach these restrictions, you may be subject to prosecution and damages and will be prohibited from using our Site.
Your Publicly Available Content
Our Site may offer opportunities for interactive activities, which may enable you and other users to communicate with each other directly, or to post information and other material that will be visible to the entire Internet. If you post, publish or communicate anything through our Site (from raw data to software to photographs to sounds and beyond), this content will be seen by other users, so please choose carefully the information that you post or provide to other users (“Your Content”). Your Content also includes comments, testimonials, feedback, suggestions, ideas, and other submissions about our Site or our services or how to improve them. Do not submit any of Your Content that you consider to be confidential or proprietary or if you do not wish to grant us the rights described below. Even if you submit Your Content, we are not required to post or use it in any way.
That said, Your Content does not include anything you provide to us as part of a team for a competition (e.g., an official entry or registration). Those submissions are governed by the competition’s Competitor Agreement. We do not claim ownership of those submissions, except as we explain in the Competitor Agreement.
What We Do With Your Content
By posting Your Content, you are telling us that it is exclusively and truly yours, you are providing it gratuitously and without restriction, and that you agree to grant us a non-exclusive, transferable, sub-licensable, royalty-free, perpetual, irrevocable, right and license to use, reproduce, publish, translate, sublicense, copy, modify, delete, enhance, distribute and otherwise exploit your Content in any way in connection with our Site (consistent with our Privacy Policy). We can’t provide any duty of confidentiality, attribution or compensation for Your Content, and you agree to defend and hold XPRIZE harmless if you or anyone else claims otherwise, claims they have rights in Your Content or if Your Content otherwise violates the law.
Being “Social” Without Being Anti-Social
We expect basic courtesy from our Site visitors. You may not post or transmit through our Site any unlawful, harmful, threatening, abusive, harassing, defamatory, vulgar, obscene, sexually explicit, profane, hateful, racially, ethnically, or otherwise objectionable material of any kind. While we can’t promise to always monitor our Site, we may review materials posted to it and remove and/or edit any materials, suspend users or terminate accounts or access to our Site whenever we choose.
No Sponsorship of User Posts
We do not control or endorse Your Content or content posted by others and, therefore, we can’t accept any liability with regard to Your Content and any actions resulting from your use of our Site and interaction with other users. You are solely responsible for your interaction with other users of our Site and any material that you post.
Persistence of Content
We might, or we might allow you to, delete Your Content that appears on our Site. However, keep in mind we keep backup copies which may contain Your Content that you delete, and if another user saw one of your posts and copied or shared such content, your deletion of Your Content will not delete copies shared by others.
INTERNATIONAL DATA TRANSFER
This Site is operated in the United States. By using this Site you consent to have your personal information transferred, processed and stored in the United States.
INDEMNIFICATION
YOU AGREE TO INDEMNIFY AND HOLD US AND OUR EMPLOYEES, REPRESENTATIVES, AGENTS, ATTORNEYS, AFFILIATES, DIRECTORS, EMPLOYEES, OFFICERS, MANAGERS AND SHAREHOLDERS (THE “INDEMNIFIED PARTIES”) HARMLESS FROM ANY DAMAGE, LOSS, COST OR EXPENSE (INCLUDING WITHOUT LIMITATION, ATTORNEYS’ FEES AND COSTS) INCURRED IN CONNECTION WITH ANY THIRD-PARTY CLAIM, DEMAND OR ACTION (“CLAIM”) BROUGHT OR ASSERTED AGAINST ANY OF THE INDEMNIFIED PARTIES: ALLEGING FACTS OR CIRCUMSTANCES THAT WOULD CONSTITUTE A BREACH OF ANY PROVISION OF THESE TERMS OF USE BY YOU; ARISING FROM, RELATED TO, OR CONNECTED WITH YOUR COMMENTS, YOUR USE OF OUR SITE, INCLUDING ANY USE BY YOUR EMPLOYEES, OR YOUR VIOLATION OF ANY RIGHTS OF ANOTHER. IF YOU ARE OBLIGATED TO PROVIDE INDEMNIFICATION PURSUANT TO THIS PROVISION, WE MAY, IN OUR SOLE AND ABSOLUTE DISCRETION, CONTROL THE DISPOSITION OF ANY CLAIM AT YOUR SOLE COST AND EXPENSE. WITHOUT LIMITATION OF THE FOREGOING, YOU MAY NOT SETTLE, COMPROMISE OR IN ANY OTHER MANNER DISPOSE OF ANY CLAIM WITHOUT OUR EXPRESS WRITTEN CONSENT.
YOUR REPRESENTATIONS AND WARRANTIES
We are relying on certain promises you make to us. You represent and warrant to us that: (i) you have the full power and authority to enter into and perform your obligations (including granting us rights to Your user generated content) under these Terms of Use; (ii) your agreement to be bound by and comply with these Terms of Use do not constitute a breach of or conflict with any other agreement or arrangement by which you are bound, or any applicable laws, regulations or rules; (iii) these Terms of Use are your legal, valid and binding obligations, enforceable in accordance with their terms and conditions; (iv) you will not infringe the patent, copyright, trademark, trade secret, right of publicity or other intellectual property or proprietary right of XPRIZE or any third party in your use of our Site; and (v) you will comply with all applicable laws, rules and regulations in your use of our Site, including these Terms of Use.
MISCELLANEOUS
Termination; Survival. We may, in our discretion and without any liability, change, modify, suspend, make improvements to or discontinue any aspect of our Site at any time without prior notice. We may deny you access to all or part of our Site at any time for any reason or no reason at all. For purposes of clarity, the survival of the provisions in “Use of our Site” and “Your Representations and Warranties” means that even if your account is terminated, if you breached those provisions while using our Site, we have the right to sue you for damages or injunctive relief.
Governing Law. These Terms of Use and our relationship with you will be governed exclusively by the laws of the State of California, without regard to its conflicts of laws rules. Any litigation arising out of or relating to this Agreement must be filed and pursued exclusively in the State or Federal courts in Los Angeles County, California, and you consent to the jurisdiction of and venue in such courts. If either of us resorts to legal action relating to our relationship, the prevailing party will be entitled to an award of all its costs and reasonable attorneys’ fees.
Notice
We may deliver notice to you by any method that we deem reliable. You may contact us using the form at http://xprize.org/contact with any questions, complaints, or claims.
Entire Agreement
The Terms of Use constitutes the entire agreement between you and us, superseding any prior agreements (including, but not limited to, any prior versions of the Terms of Use), other than a Competitor Agreement (if applicable).
Time for Claims
Our failure to exercise or enforce any right or provision of these Terms of Use does not constitute a waiver of such right or provision. If an arbitrator or a court finds any provision of these Terms of Use to be invalid, the court should endeavor to give effect to our intentions as reflected in the provision, and the other provisions of these Terms of Use will remain in full force and effect. Regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of our Site or these Terms of Use must be filed within one year after such claim or cause of action arose or be forever barred. Headings are for convenience only.
