Nokia Online Services

(Revised; posted and effective as of March 17, 2017)

For the Nokia Online Services ("NOLS") Web Site at the URL/domain name:

By accessing and/or using these Nokia World Wide Web pages ("Site Pages") at the URL/domain name noted above ("Site"), you, as an employee designated by your employer, being a Nokia Authorised User Company, to use this Site, agree to the following Site Terms of Use ("Site Terms of Use"), which are incorporated into your NOLS User Agreement. Your NOLS User Agreement comprises: (i) these Site Terms of Use (including the Privacy Policy and Acceptable Use Policy); (ii) the NOLS terms and conditions ("NOLS Terms and Conditions"), if any, as part of any applicable agreement which you may have with Nokia (the "Main Agreement") or as stand-alone; and (iii) any other policies and service-specific terms or disclaimers posted on this Site. If you do not have a Main Agreement and/or NOLS Terms and Conditions with Nokia, and due to the fact that Nokia will be rendering services to you via this Site, these Site Terms of Use, together with any other policies and service-specific terms or disclaimers posted on this Site, form your NOLS User Agreement. If you do not agree with these Site Terms of Use, please discontinue your use of this Site.

The provisions of these Site Terms of Use govern the rules of conduct and methods of operation between you and Nokia (collectively, the "Parties" and individually a "Party") in relation to the electronic exchange and transmission of information, content and data by means of this Site for purposes of furthering the Parties' business relations and/or electronic transactions by means of this Site for the supply of goods and/or services between the Parties.

1. Acceptance of Terms

Nokia makes available on this Site for your use: information, documents, software, products and materials (collectively, the "Materials") and various services (the "Services"), subject to the terms and conditions set forth in these Site Terms of Use. Your use of this Site will be subject to the most current version of these Site Terms of Use posted on this Site at the time of such use, as well as the "Privacy Policy" and "Acceptable Use Policy" posted on this Site. SEE THE REVISED PRIVACY POLICY & ACCEPTABLE USE POLICY.In addition, when using particular Services or Materials on this Site, you may be subject to other guidelines, rules or service-specific terms or disclaimers posted on this Site applicable to such Services or Materials that may contain terms and conditions in addition to these Site Terms of Use. The current versions of the Privacy Policy, the Acceptable Use Policy and all such guidelines or rules are hereby incorporated by reference into these Site Terms of Use.

2. Applicability and Order of Precedence

These Site Terms of Use are applicable to this Site and only this Site, and not any other of Nokia' or any of its related companies' websites or channels (regardless of the technology used) or any other channels or aspects of Nokia' business operations. When leaving this Site, whether or not to visit another Nokia site and irrespective of whether you have followed a hyperlink from this Site, please read the site terms of use and the privacy policy applicable to such site to ensure you understand and agree with the terms applicable to your visit of that site. These Site Terms of Use are not intended to amend or alter the terms of the Parties' Main Agreement, but rather supplement them by providing rules of conduct to govern use of this Site by the Parties. In case of any conflict between these Site Terms of Use, any other rules, policies or agreements posted on this Site, any applicable non-disclosure agreement between the Parties or their affiliates, and the Main Agreement, the documents shall prevail in the following order: (1) the Main Agreement; (2) the NOLS Terms and Conditions; (3) the non-disclosure agreement; (4) these Site Terms of Use including the Privacy Policy and the Acceptable Use Policy; and (5) other rules, policies, terms or agreements posted on this Site.

3. Modification of Site Content and the Site Terms of Use

Nokia may change, modify or withdraw access to the content of this Site and/or the content of its Materials and/or Services at any time, with or without prior notice, and without creating liability for Nokia. Nokia may change these Site Terms of Use with prior notice, as provided below. You should recheck these Site Terms of Use prior to each visit to or use of this Site to determine if these Site Terms of Use have been modified. Nokia has posted above the effective date of this version of these Site Terms of Use for your reference. If Nokia changes these Site Terms of Use, Nokia will update the date of these Site Terms of Use and notify you of such updates through the NOLS bulletin e-newsletter at the e-mail address provided by you to Nokia. The amended Site Terms of Use shall be effective as of the date specified in Nokia' notice. Your continued use of this Site will constitute your acceptance of any such changes.

4. Secure Site Use by You

This Site and the content herein is permitted for use only by certain persons, entities and firms authorized by Nokia. Nokia has provided you with a user identification, password and other security measures as may be specified by Nokia from time to time. You must keep this information in a secure and confidential manner, and you must not permit its release to third parties or employees not having a need to know the same. Use of this Site by any unauthorized personnel is prohibited. You are solely responsible for the security and protection of the confidentiality of your user identification and password, and any use of this Site made under your authorized user identification and password is your sole responsibility. If your user identification and/or password is compromised, or if you become aware of any unauthorized use of your user identification, password or other security information, or any breach of security of this Site, you must promptly notify Nokia and change your user identification and password if necessary. Nokia reserves the right to terminate or block access to this Site in the event that any user identification or password has been compromised.

By registering yourself or causing yourself to be registered on this Site, you are deemed to have read and hereby agree to the terms and conditions of the NOLS User Agreement and those of the Main Agreement, if any. Nokia may review your compliance with the terms of the NOLS User Agreement and suspend or terminate your use of this Site if Nokia believes or has reason to believe you have not complied with any of those terms, with or without notice to you.

5. User Information

You agree to promptly provide updated information if there is a change in your user rights, by such means as specified by Nokia from time to time, including without limitation submission to your Designated Employee administrator. You understand that you are solely responsible for providing accurate and complete information to Nokia on this Site and that failure to do so may result in suspension or termination of your rights to use this Site, in addition to Nokia' other contractual rights and legal and equitable rights.

6. Reservation of Rights

Nokia reserves the right, in its sole and absolute discretion, to refuse registration for, terminate use of, remove content from, and prevent or restrict access by any person or entity to use of, this Site immediately and without notice if Nokia believes that user conduct has violated or violates the NOLS User Agreement, or any Main Agreement terms and conditions, applicable law or in anyway endangers the reputation or goodwill of Nokia or is harmful to the interests of Nokia and its affiliates.

7. No Liability for Your Dealings with Third-Party Users

Because user authentication on the Internet is often difficult, Nokia cannot and does not confirm that third-party users are who they claim to be. Nokia does not and cannot be involved in your dealings, if any, with other third-party users on this Site, whether with Nokia' customers, consultants, suppliers, contractors or other providers. If you have a dispute with one or more other third-party users of this Site, you release Nokia (and Nokia' affiliates, agents and employees) from any obligation to investigate such dispute and any claims, demands, and damages (actual, direct and consequential) arising out of or in any way connected with such disputes.

8. Restricted Use and Copyright

The Materials, information, photographs, audio and video clips, picture images, graphics, links, site architecture, software, including format, layout and data structures, and other content on this Site are protected by copyright, trademark or other proprietary rights of Nokia or third parties. The Materials, text, audio, images or pictures of Nokia' products, people or places are either property of, or used with permission by, Nokia. The use of this Site's Materials, text, audio, images or pictures by you, or anyone else authorized by you, is strictly prohibited, except in compliance with your NOLS User Agreement. The content of this Site is protected by international and national copyright laws and treaty provisions. Nokia and/or its related companies own copyright in the selection, coordination, arrangement and enhancement of this Site's content, as well as the content original to it. Reproduction, transfer, distribution or storage of part or all of the contents of this Site in any form without the prior written permission of Nokia is prohibited, except in accordance with the following terms:

Nokia grants you a temporary and revocable non-exclusive, non-transferable limited right to view, print or download certain content contained on this Site in connection with the use of the Services by you and the exchange of information relating to business activities and/or purchase and sale transactions between you and Nokia, and not for redistribution or any other purpose, unless otherwise consented to in writing by Nokia. Individual Services or Materials in these Site Pages may be subject to additional terms indicated in those documents and Nokia may by separate mutual agreement provide you access to use such Services or Materials. When using any of the Materials, you agree that the Materials are Nokia -copyrighted or licensed material. Unauthorized use of these Site Pages, Services or Materials displayed on this Site may violate copyright, trademark, privacy, publicity and/or communications laws and regulations. In the event that Nokia permits copying or distribution of Materials, you shall not make any changes in or deletion of author attribution, trademark legend, copyright or other proprietary notice.

9. Trademarks

Nokia product and service names, logos, commercial symbols, trade names and slogans are trademarks of Nokia and/or its related companies and are protected by international and national trademark laws. You are prohibited from using any of the marks appearing on this Site without the express prior written consent of Nokia. Other marks and logos shown on this Site may be marks owned by third parties that are not affiliated with Nokia and/or its related companies, and use of this Site grants you no right whatsoever to such materials. Nothing shown on this Site should be construed as granting, by implication, estoppel or otherwise, any permission, license or right (implied or otherwise) to use any trademark, service mark or trade name displayed on this Site without the prior written permission of Nokia or the third party that may own the trademark, service mark or trade name at issue. Nokia prohibits, without obtaining its prior written consent, the use of any Nokia logo or mark as a hyperlink to this Site or any other Nokia web site.

10. Disclaimers

Portions of the data contained on this Site have been supplied to Nokia by third-party contractors, suppliers and/or providers. While Nokia and its data providers endeavor to periodically update posted information, and correct errors or omissions in the same, and this Site's functions may provide you notice of updated information, not all information may be current or accurate and Nokia and such providers cannot guarantee the veracity, accuracy or reliability of such data. Nokia shall not be liable for any inaccuracies, delays or failures to update information or provide notice when such information has been updated, nor responsible for any loss or damage that is caused by your reliance on any data contained on this Site. Any usage of any data contained on this Site shall be solely at your own risk.

Except as expressly provided otherwise in a written agreement between you and Nokia, all Materials and Services on this Site, this Site and the contents of these Site Pages are provided as a convenience to you on an "as is" and "as available" basis. Nokia does not warrant that your access to these Site Pages will be uninterrupted or error-free. No warranty of any kind, either express or implied, including but not limited to warranties of title or non-infringement, or implied warranties of merchantability or fitness for a particular purpose, is made in relation to the availability, accuracy, reliability or content of these Site Pages. Nokia makes no warranty that (i) the Services and Materials will meet your requirements, (ii) the Services and Materials will be uninterrupted, timely, secure, or error-free, (iii) the results that may be obtained from the use of the Service or Materials will be accurate or reliable, (iv) the quality of any products, services, or information obtained by you from this Site will meet your needs or expectations, or (v) any errors in any software obtained from this Site will be corrected. This Site may include technical or other mistakes, inaccuracies or typographical errors. The information, data, Materials or Services at this Site may be out-of-date, and Nokia makes no commitment to update the same. Any Materials downloaded or otherwise obtained through this Site is at your own discretion and risk and with your agreement that you will be solely responsible for any damage to your computer system or loss of data that results from the download of any such Materials. No advice or information, whether oral or written, obtained by you from Nokia or through or from this Site shall create any warranty not expressly stated in these Site Terms of Use. Neither Nokia , nor any of its providers involved in creating, producing or delivering any of the contents of this Site shall be liable for any direct, indirect, incidental, special, consequential or punitive damages, lost profits, revenues or data or losses for business interruption arising out of the use of or inability to use this Site or of any web site referenced or linked to from this Site, even if Nokia has been advised of the possibility of such damages. Nokia assumes no responsibility, and shall bear no liability for, any damage to or viruses that may infect your computer system or equipment or other property on account of or arising out of your use of or access to this Site. Some jurisdictions do not allow exclusion of certain warranties or limitations of liability, so some of the above limitations or exclusions may not apply to you. The liability of Nokia in such case shall be limited to the greatest extent permitted by law, and any implied warranties that cannot be excluded are limited to ninety (90) days, or the shortest duration permitted by applicable law (if longer than such 90-day period).

11. Security and Confidentiality

This Site's Privacy Policy discloses certain confidentiality obligations applicable to this Site and how Nokia uses "cookies" and pixel tags, and endeavors to secure any on-line data posted on or to this Site and prevent unauthorized access or improper use of your personal information. SEE THE REVISED PRIVACY POLICY.

You agree that any information you provide on this Site is not treated by Nokia as confidential, unless a non-disclosure agreement between the Parties (or one involving their respective affiliates also applies to the Parties) requires such treatment. Nokia may disclose the same to third parties as it deems necessary, subject to the terms of the Parties' Main Agreement and/or non-disclosure agreements. You agree that the information Nokia makes available on this Site for viewing and use by you is confidential proprietary information and not to be disclosed by you to third parties. Accordingly, you must keep confidential all information, data and materials you receive from this Site.

Either you or Nokia may make an emergency cessation of operations under or use of this Site to protect resources from security breaches, illegal access or other damage. Such action shall not constitute termination of the Site Terms of Use, unless otherwise specified in writing by Nokia.

12. Links; No Endorsement

For your convenience, Nokia may include links to other sites on the Internet that are owned or operated by third parties. When linking to a third-party site, you do so at your own risk and should review and determine if you agree to that site's terms and conditions of use and privacy policy before entering or using such site. You agree that Nokia has no control over the content of any such sites and cannot assume any responsibility for material posted on or published by third-party sites. Nokia shall not be liable for inaccurate, incorrect or misleading information retrieved from a third party site. In addition, a link to a non- Nokia site shall not imply that Nokia endorses the site or the products or services referenced in such third party site.

13. Uploading Content, and Managing Content and User Activities

Where Nokia has made available content-sharing Services to your employer as a Nokia Authorised User Company, you are allowed to upload, post or otherwise make available information to other users of this Site who have access to the content-sharing Services ("Nokia Restricted Users"). By submitting content to this Site, you hereby expressly grant to Nokia and the Nokia Restricted Users perpetual, irrevocable, royalty-free and non-exclusive rights to use, reproduce, modify, adapt, publish, translate and distribute such content (in whole or in part) and/or to incorporate it in other works in any form, media or technology now known or hereinafter developed without compensation, restrictions on use, acknowledgement of source, accountability or liability. Such rights are granted to Nokia and Nokia Restricted Users specifically for the purpose of fulfilling Nokia' obligations under the Main Agreement and/or enabling the Nokia Authorised User Company to fulfil its obligations under the Main Agreement ("Purpose"), and shall continue for so long as the Purpose exists. You hereby permit other users of this Site to access, view, print or download content for their use provided such access, viewing, printing or downloading is for the Purpose. Since Nokia does not monitor or control the content uploaded, posted or otherwise made available on this Site, you shall be solely liable for any such content and for any content which is illegal or which infringes the intellectual property of third parties.

Nokia has the right but not the obligation to monitor and review content posted by users on this Site, and is not responsible for the inaccuracy of third party posted content. Nokia may, at any time at its discretion, remove any content posted by users, or advise of material inaccuracies of which it becomes aware. Nokia has the right, but not the obligation, to monitor any activity associated with this Site. Nokia may investigate suspect conduct and take any action that it deems appropriate, such as issuing warnings, suspension or termination of service, denying access and/or removal of Materials or any material posted on the Site.

14. Purchase-Related Services

Where Nokia has made available services on this Site to your employer as a Nokia Authorised User Company to facilitate the product-configuring, ordering and/or downloading of Nokia products ("Purchase-Related Services"), you agree for and on behalf of the Nokia Authorised User Company that, subject to Clause 10 ('Disclaimers') of these Site Terms of Use, these Purchase-Related Services are provided only as a convenience to you and the Nokia Authorised User Company. You are not obliged under these Site Terms of Use to purchase any product(s) shown on this Site. Any such purchase(s) shall be governed exclusively by the provisions of the Main Agreement and/or Web Shop (if applicable).

15. Indemnification

You, acting on your own and/or as an employee of the Nokia Authorised User Company, agree to indemnify, defend and hold harmless Nokia and its affiliates, directors, officers, employees and agents to the fullest extent permitted by law against any and all damages, claims, liabilities, costs and expenses incurred (including reasonable attorneys' fees and costs), as a consequence of your use of this Site, the Materials and Services and any alleged or actual infringement of intellectual property by you.

16. Notice of Infringements

You must give Nokia prompt written notice of any claim being made or action threatened or brought against you that this Site or the Materials or Services infringe the patent, copyright, trademark or similar rights of any third party, and Nokia may, by giving written notice to you, conduct the defense of any claim and have sole control over all negotiations for settlement of such claim. If this Site or any of the Materials is found to infringe patent, intellectual property or other rights of any third party, Nokia may take such action as it deems necessary, including without limitation, to replace the Site or Materials with non-infringing items or modify them in such a way that they no longer infringe. The remedies set out in this paragraph and the Main Agreement are exhaustive and constitute the entire liability of Nokia in respect of any claim based upon an infringement of any patent, intellectual property or other rights.

17. Export Controls

Software, data, documentation, information and other materials that may be available on this Site including underlying technologies may be subject to import and export controls under various laws and regulations, including but not limited to the laws of Userīs Country of residence, the European Union and the United States. Each Party must comply with such applicable laws and regulations and will obtain all governmental authorizations or licenses required prior to the export or import thereof.

18. Force Majeure, Fall-Back Arrangements and Shutdowns

Relative to the operation of this Site and access to it, neither you nor Nokia shall be liable for loss or damage caused by any delay or failure to perform obligations under these Site Terms of Use caused by strikes, lockouts, riots, war, fire, acts of God, accidents, materials shortages, governmental restrictions or denial of import or export licenses, or compliance with any law, regulation or order, or due to any other circumstances or causes that have the effect of frustrating performance of these terms and conditions, or any other cause beyond your or Nokia's reasonable control, as applicable.

Nokia shall not be liable if it is unable to perform any of its obligations as contained in these Site Terms of Use due, directly or indirectly, to loss or corruption of data, failure of any machine, system of authorization, data processing or communication system or transmission link. If Nokia' system enabling access to this Site and exchange of data fails and is not capable of rectification within forty-eight (48) hours resulting in the potential disruption of our normal business relationship, you and Nokia shall revert to the method of data exchange or existing transaction process as set forth in the Main Agreement until such time as accurate online services and transmissions can be resumed. You and Nokia each shall use reasonable efforts to mitigate the effect of any such disruption to and work closely together to facilitate the flow of information during any such period of disruption. In the case of planned shutdowns affecting Site activities for an extended period of time, Nokia shall endeavor to provide you advance notice to permit you to plan your use of the Site accordingly.

19. Termination

If you breach your NOLS User Agreement, Nokia may, in addition to any other remedies available at law or equity, cancel your authorization to use and deny you access to this Site. Upon receipt of notice of termination, you must immediately cease all use of this Site and promptly destroy or return to Nokia, at Nokia' direction, any Materials in your possession downloaded or printed from or relating to this Site that constitute Nokia' confidential or proprietary information.

If you have not accessed this Site for a continuous period of 3 months or more or you have ceased employment with the Nokia Authorised User Company or due to any other reason whatsoever, Nokia may, in its sole discretion and without any prior notice to you, terminate your access to this Site. Such termination shall not affect the validity of the Main Agreement.

Those terms, which by their nature are reasonably intended to survive termination of these Site Terms of Use, shall survive.

20. Notice and Communication

Except as otherwise agreed, all notice and communication with you relative to this Site and its use shall be provided by e-mail to the e-mail address provided by you. Notice shall be deemed to have been provided 24 hours after an e-mail is transmitted by Nokia. If Nokia receives a message that your e-mail is disconnected or is no longer valid, notice shall be deemed to have been provided 24 hours after it is forwarded to another Designated Employee or 72 hours following the mailing of a letter to your work-related address.

21. Headings

The headings contained in these Site Terms of Use are for convenience of reference only and shall not form part of these Site Terms of Use, and shall not be considered in the construction or interpretation of these Site Terms of Use.

22. Invalidity of Provisions and Waiver

If any provision or part of any provision of these Site Terms of Use is invalidated by operation of law or otherwise, the provision or part shall be enforced to the extent permitted by applicable law and otherwise shall be deemed omitted and the remainder of these Site Terms of Use will remain in full force and effect. Nokia' failure to insist on performance of any these Site Terms of Use, or failure to exercise any of Nokia' rights hereunder, shall not constitute a waiver of any of Nokia' rights or remedies under these Site Terms of Use.

23. Governing Law

Unless otherwise specified in the Parties' Main Agreement, if any, these Site Terms of Use shall be governed by and construed in accordance with the laws of Finland, without regard to its conflict of laws principles, as if wholly performed therein. The Parties' hereby agree that the United Nations Convention on Contracts for the International Sale of Goods shall not apply to this Agreement.

24. Arbitration

Unless otherwise specified in the Parties' Main Agreement, any disputes related to or arising out of these Site Terms of Use or their enforcement shall be resolved and settled by arbitration in English in Helsinki, Finland, in accordance with the Arbitration Rules of the Finnish Central Chamber of Commerce pursuant to its regulations then in force. The decision of the arbiters shall be final, binding and executable. The arbitration shall be the exclusive remedy of the Parties to the dispute. The arbitration award shall be executable and final, and binding on the Parties.

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