Mercedes-Benz Financial Services USA LLC (“Mercedes-Benz Financial Services”, “MBFS”, “we”, “our”, “us”) provides the firstclassdemandnotes.com Internet site domain name and all materials located at and under that domain name (collectively, this “Site”) and any of our services available on that Site (the “Services”, which collectively with this Site are referred to as the “Site”) to you as the user of the Site, subject to each and every of the following terms and conditions (collectively, this “Agreement”). BY ACCESSING, VIEWING, USING OR IN ANY WAY MANIPULATING THE INFORMATION OR SERVICES PROVIDED AT OR UNDER THIS SITE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO ABIDE BY THIS AGREEMENT, DO NOT USE THE SITE AND DO NOT TAKE ADVANTAGE OF ANY OF THE SERVICES.
- Limited Use
Subject to the terms and conditions set forth in this Agreement, MBFS grants you a non-exclusive, revocable, non- transferable, limited right to access, use, and display this Site and the Services. You are authorized to view and utilize the Site and the Services only for your personal, non-commercial use. You must retain, on all copies or displays of the Site and the Services, all copyright and other proprietary notices contained in the Site or Services. You may not use any trademark or other copyrighted material without MBFS’ express written permission. You may not frame or utilize framing techniques to enclose any trademarks or other copyrighted material without MBFS’ express written consent. You may not use any meta tags or any other hidden text utilizing the trademarks and other copyrighted material without MBFS’ express written permission. You agree to abide by any other term or condition contained on or added to the Site or Services, as may be supplemented from time to time.
MBFS has established this Site and the Services to provide information to users regarding First Class Demand Notes (“Demand Notes”) offered by MBFS. As a term and condition of use of this Site and the Services, you agree that you will not use this Site or the Services to: (i) misappropriate the intellectual property rights of MBFS or its affiliates; (ii) attempt to deface, modify or manipulate this Site or employ any tactic to defeat or evade any security feature employed on the Site; (iii) misappropriate the identity of, or obtain any personal information about any other user of the Site or Services, or any customer, vendor, dealer, or employee of MBFS; and (iv) modify, erase or damage any information contained on the Site or any computer hardware or information storage device owned or used by MBFS. As an additional term and condition of use of the Site and Services, you agree to not use any process, research method or tactic to recreate or replicate the features, functions, or design of the Site or Services through reverse engineering.
The information contained on this Site is provided solely for general informational purposes and is not intended to be a solicitation or an offer to sell in connection with any security, product or service. The offering of the Demand Notes is made solely pursuant to the private placement memorandum.
Your right to access, use, and display this Site and the Services shall automatically terminate if you violate any of the restrictions set forth in this Agreement and may be terminated by MBFS at any time. Upon terminating your viewing of these materials or upon the termination of your right to access, use, and/or display this Site and the Services, you must destroy any downloaded materials in your possession whether in electronic or printed format.
- Copyrights and Trademarks
Copyright 2013 Mercedes-Benz Financial Services USA LLC. All Rights Reserved. The text, images, graphics, sound files, animation files, video files, button icons, digital downloads, data compilations, and their arrangement on MBFS Internet sites are all subject to United States and international copyright laws and other intellectual property protection, and are the property of MBFS or its affiliates. These objects may not be copied for commercial use or distribution, nor may these objects be modified or reposted to other sites. Some MBFS Internet sites also contain images that are subject to the copyright rights of their affiliates and providers.
Unless otherwise indicated, all marks displayed on Mercedes-Benz Financial Services USA LLC Internet sites (collectively, the “Marks”) are subject to the trademark and service mark rights of Mercedes-Benz Financial Services USA LLC, Daimler, and their affiliates, including each of Daimler’s primary brands (Mercedes-Benz, Maybach, smart, Sterling, Freightliner), its model nameplates, and its corporate logos and emblems. The use or misuse of any Marks or any other materials contained on the Site, without the prior written permission of their owner, is expressly prohibited.
- Linking to Other Sites
- Links from firstclassdemandnotes.com
This Site may provide links to access other Internet sites; these sites, except for eaccountservices.com/mbfs, are not maintained or controlled by MBFS. Additionally, this Site may provide access to Internet sites of other entities affiliated with MBFS. MBFS is not responsible for the content of those sites. In addition to the terms and conditions of this Agreement, your use of any Internet site not under the domain name firstclassdemandnotes.com will be subject to the terms and conditions posted on that Internet site. If you decide to visit any linked site, you do so at your own risk and it is your responsibility to take all protective measures to guard against viruses or other destructive devices, programs, etc. Except for eaccountservices.com/mbfs, MBFS makes no warranty or representation regarding, nor endorses, any linked Internet sites or the information appearing thereon or any of the products or services described thereon.
- Links to firstclassdemandnotes.com
All links to this Site must be pre-approved in writing by MBFS.
- Links from firstclassdemandnotes.com
THE FOLLOWING ARBITRATION PROVISIONS SIGNIFICANTLY AFFECT YOUR RIGHTS IN ANY DISPUTE WITH US. PLEASE READ THE FOLLOWING DISCLOSURES AND THE ARBITRATION PROVISION THAT FOLLOWS CAREFULLY BEFORE YOU ACCESS ANY OTHER PART OF THIS SITE OR UTILIZE ANY OF THE SERVICES.
- If either you or we choose, any dispute between you and us will be decided by arbitration and not in court.
- If such dispute is arbitrated, you and we will give up the right to a trial by a court or a jury trial.
- You agree to give up any right you may have to bring a class-action lawsuit or class arbitration, or to participate in either as a claimant, and you agree to give up any right you may have to consolidate your arbitration with the arbitration of others.
- The information that can be obtained in discovery from each other or from third persons in arbitration is generally more limited than in a lawsuit.
- Other rights that you and/or we would have in court may not be available in arbitration.
- Any claim or dispute, whether in contract, tort or otherwise (including any dispute over the interpretation, scope, or validity of this Agreement, arbitration section or the arbitrability of any issue), between you and us or any of our employees, agents, successors or assigns, which arises out of or relates to this Agreement or any resulting transaction or relationship arising out of this Agreement shall, at the election of either you or us, or our successor or assigns, be resolved by a neutral, binding arbitration and not by a court action. Any claim or dispute is to be arbitrated on an individual basis and not as a class action. Whoever first demands arbitration may choose to proceed under the applicable rules of the National Center for Dispute Settlement, 43230 Garfield Road, Suite 130, Clinton Township, MI 48038 or the Internet at http://www.ncdsusa.org, or any other organization that you may choose subject to our approval.
- Whichever rules are chosen, the arbitrator shall be an attorney or retired judge and shall be selected in accordance with the applicable rules. The arbitrator shall apply the law in deciding the dispute. Unless the rules require otherwise, the arbitration award shall be issued without a written opinion. The arbitration hearing shall be conducted in the federal district in which you reside. If you demand arbitration first, you will pay the claimant’s initial arbitration filing fees or case management fees required by the applicable rules up to $125, and we will pay any additional initial filing fee or case management fee. We will pay the whole filing fee or case management fee if we demand arbitration first. We will pay the arbitration costs and fees for the first day of arbitration, up to a maximum of eight hours. The arbitrator shall decide who shall pay any additional costs and fees. Nothing in this paragraph shall prevent you from requesting that the applicable arbitration entity reduce or waive your fees, or that we voluntarily pay an additional share of said fees, based upon your financial circumstances or the nature of your claim.
- This Agreement evidences a transaction involving interstate commerce. Any arbitration under this Agreement shall be governed by the Federal Arbitration Act (9 USC 1, et seq.). Judgment upon the award rendered may be entered in any court having jurisdiction.
- If any clause within this Arbitration section, other than clause C or any similar provision dealing with class action, class arbitration or consolidation, is found to be illegal or unenforceable, that clause will be severed from this Arbitration section, and the remainder of this Arbitration section will be given full force and effect. If any part of clause C or any similar provision dealing with class action, class arbitration or consolidation is found to be illegal or unenforceable, then this entire Arbitration section will be severed and the remaining provisions of this Agreement shall be given full force and effect as if the Arbitration section of this contract had not been included in this Agreement.
- No Warranties
All information contained in this Site and the Services is intended for the United States market only. MBFS reserves the right to make changes at any time, without notice or obligation, in the information contained on this Site and the Services. MBFS MAKES NO WARRANTY OR REPRESENTATION THAT: (i) THE SITE OR ANY SERVICE WILL BE AVAILABLE OR OPERATE IN AN UNINTERRUPTED OR ERROR-FREE MANNER; (ii) ERRORS OR DEFECTS WILL BE CORRECTED; OR (iii) INFORMATION AVAILABLE ON OR THROUGH THE SITE IS APPROPRIATE, ACCURATE OR AVAILABLE FOR USE IN ANY PARTICULAR JURISDICTION. THE SITE AND THE SERVICES, AND THE MATERIALS AND INFORMATION PROVIDED ON THIS SITE OR THROUGH THE SERVICES ARE PROVIDED “AS IS,” “AS AVAILABLE,” AND WITHOUT WARRANTY OF ANY KIND, EXPRESSED OR IMPLIED, INCLUDING (BUT NOT LIMITED TO) ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR ANY PARTICULAR PURPOSE, OR NONINFRINGEMENT. WHILE THE INFORMATION PROVIDED IS BELIEVED TO BE ACCURATE, IT MAY INCLUDE ERRORS OR INACCURACIES. IN ADDITION, NO WARRANTIES SHALL ARISE FROM ANY COURSE OF PERFORMANCE, COURSE OF DEALING OR USAGE OF TRADE. BY USING THIS SITE, YOU ASSUME ALL OF THE RISKS ASSOCIATED WITH SUCH USE, AND YOU EXPRESSLY RELEASE MBFS, ITS AFFILIATES, ITS DIRECTORS, OFFICERS, MEMBERS, EMPLOYEES, AGENTS, AND REPRESENTATIVES, AND ITS THIRD PARTY INFORMATION AND SERVICE PROVIDERS, FROM ANY AND ALL LIABILITY, CLAIMS AND/OR LOSSES ARISING FROM OR CONNECTED WITH SUCH RISKS OR YOUR USE OF THE SITE.
YOU ACKNOWLEDGE THAT: THE SITE COULD INCLUDE TECHNICAL OR OTHER MISTAKES, INACCURACIES OR TYPOGRAPHICAL ERRORS; THE SITE MAY BECOME INOPERABLE OR OTHERWISE UNAVAILABLE FOR PERIODS OF TIME; MATERIALS AND/OR SERVICES AT THE SITE MAY BE OR BECOME OUT OF DATE AND MBFS MAKES NO COMMITMENT TO UPDATE SUCH SERVICES. MBFS ASSUMES NO RESPONSIBILITY FOR ERRORS OR OMISSIONS IN THE INFORMATION, DOCUMENTS, MATERIALS AND/OR SERVICES WHICH ARE REFERENCED BY OR LINKED TO THIS SITE. ALL REFERENCES TO THIRD PARTIES, THEIR SERVICES AND PRODUCTS, ARE PROVIDED “AS IS” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED.
Your access and use of this Site and any of the Services is at your sole risk.
- Limitation of Liability; Limitation of Damages
TO THE FULLEST EXTENT PERMITTED BY LAW, MERCEDES-BENZ FINANCIAL SERVICES USA LLC OR ANY OF ITS AFFILIATES (INCLUDING SUBSIDIARIES, AGENTS, OFFICERS, DIRECTORS, EMPLOYEES AND INSURERS) SHALL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO, DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR OTHER DAMAGES (INCLUDING, WITHOUT LIMITATION, ANY LOST PROFITS, BUSINESS INTERRUPTION, LOSS OF INFORMATION OR PROGRAMS OR OTHER DATA ON YOUR INFORMATION HANDLING SYSTEM) THAT ARISE OUT OF OR ARE RELATED TO THE USE OF THIS SITE OR THE ACCESS OF INFORMATION PROVIDED HEREIN OR THOUGH THE SERVICES, OR THE USE OR ACCESS OF, OR THE INABILITY TO USE OR ACCESS, THE CONTENT, MATERIALS, AND FUNCTIONS OF THIS SITE, THE SERVICES, OR ANY LINKED INTERNET SITE, EVEN IF MBFS IS EXPRESSLY ADVISED OF, OR REASONABLY COULD HAVE FORESEEN, THE POSSIBILITY OF SUCH DAMAGES, HOWEVER THEY ARISE, WHETHER IN BREACH OF CONTRACT OR IN TORT (INCLUDING NEGLIGENCE). TO THE EXTENT SOME JURISDICTIONS DO NOT ALLOW EXCLUSION OR LIMITATION OF LIABILITY FOR DIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES, THE ABOVE LIMITATION, OR PORTIONS OF IT, MAY NOT APPLY TO YOU.
BY YOUR USAGE OF THIS WEB SITE, YOU AGREE TO RELEASE MERCEDES-BENZ FINANCIAL SERVICES USA LLC AND ITS AFFILIATES (INCLUDING SUBSIDIARIES, AGENTS, OFFICERS, DIRECTORS, EMPLOYEES, AND INSURERS) FROM ANY CLAIMS, DEMANDS, AND DAMAGES OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED TO THEUSE OR ATTEMPTED USE OF THIS WEB SITE. USER HEREBY WAIVES CALIFORNIA CIVIL CODE SECTION 1542, WHICH STATES THAT: “A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor.” USER ALSO WAIVES ANY PROVISION OF THE STATUTORY OR NONSTATUTORY LAW OF ANY JURISDICTION THAT IS SIMILAR IN WORDING OR EFFECT TO CALIFORNIA CIVIL CODE SECTION 1542.
- International Users and Choice of Law
This Site is controlled, operated, and administered by MBFS from its offices within the United States. MBFS makes no representation that materials at this Site are appropriate or available for use at other locations outside of the United States. Access to this Site and Services from jurisdictions where it is illegal to do so is prohibited. You may not use the Site or Services in violation of United States export laws and regulations. If you access this Site from a location outside of the United States, you are responsible for compliance with all local laws. This Agreement shall be governed by the laws of the State of Michigan, without giving effect to its conflict of laws provisions.
You agree to indemnify and hold MBFS and its affiliates harmless, and, at MBFS’ request, to defend MBFS and its affiliates from and against any claim, demand, cause of action, debt, loss or liability, including reasonable attorneys’ fees, to the extent that such action is based upon, arises out of, or relates to: (i) your use of (or inability to use) the Site or Services; (ii) your violation of the terms and conditions of this Agreement; (iii) the infringement by you, or any other person using your password and account, of any right of any person or entity; or (iv) any other activities of yours accomplished using the Site or Services. This indemnity shall be in addition to and not limited by any other indemnity.
MBFS may terminate your access to this Site at any time and for any reason without prior notification. Additionally, MBFS may modify this Site at any time, and continuing to use the Site constitutes your agreement to such modifications. We may also, in our sole discretion and at any time, with or without notice, discontinue this Site or any portion of it, restrict the time the Site is available, or restrict the amount of use permitted. You agree that we may terminate or restrict your access to this Site under this Agreement or under any other applicable policy without prior notice. You agree that we will not be liable to you or any third party for any termination of your access to this Site. Provisions that survive termination of these Terms are those relating to intellectual property ownership, limitations of liability, indemnification and others which by their nature are intended to survive.
- General Terms
Severability. If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, the parties agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and that the other provisions of this Agreement remain in full force and effect. The section headings used in this Agreement are for convenience only and have no legal or contractual effect.
Access and Interference. You agree that you will not use any robot, spider, other automatic device, or manual process to monitor or copy the web pages or other content on the Site, or use the content for any other unauthorized purpose without our prior expressed written permission. You agree that you will not use any device, software or routine to interfere or attempt to interfere with the proper working of the Site. You agree that you will not take any action that imposes an unreasonable or disproportionately large load on the software and hardware infrastructure relating to the Site.
Amendments. MBFS reserves the right to change these terms and and/or any of its other terms, conditions, and rules relating to the Site, at any time in its sole discretion. We will notify you of such changes by posting the changes on the Site. You are responsible for regularly reviewing the Site and this Agreement regarding such changes. Continued use of the Site after any such changes have been posted shall constitute your agreement to them.
Waiver. Our failure to enforce any right or provision in this Agreement shall not constitute a waiver of such right or provision unless acknowledged and agreed to by us in writing. No waiver shall be implied from a failure of either party to exercise a right or remedy. In addition, no waiver of a party’s right or remedy will affect the other provisions of this Agreement.
Assignment. You may not assign your rights and obligations under this Agreement without our prior written consent.
Complaints and Violations. If you have any complaints or wish to report any violation of this Agreement, please contact us at (248) 991-1750.
Effective Date: August 27, 2015