BALLARD CUSTOMER SUPPORT PORTAL

TERMS AND CONDITIONS OF USE

LEGAL TERMS—PLEASE READ CAREFULLY


Terms and Conditions of Use of the Materials Contained within Ballard Customer Support Portal http://www.ballard.com/members (the “Customer Support Portal”)

These terms and conditions of use set forth the terms and conditions under which Ballard Power Systems Inc. (including its subsidiaries and affiliated entities, "Ballard") will provide access and use of any and all materials, including product documentation and videos, contained within the Customer Support Portal (the “Materials”) to registered users of the Customer Support Portal

You must accept these terms and conditions of use as a condition of accessing or otherwise using the Customer Support Portal and the Materials.  By accessing or using the Customer Support Portal and the Materials, you accept these terms and conditions of use and agree to be bound by them.  Please read these terms and conditions of use carefully.  Ballard reserves the right to add, delete or otherwise modify portions of these terms and conditions of use at any time, so please check them regularly. If you do not agree to these terms and conditions of use, then you may not access or use the Customer Support Portal and the Materials.

Last updated 4/23/2014.

You must be a Qualified Professional

You acknowledge and agree that improper installation of a fuel cell product or unsafe installation and maintenance practices can result in severe personal injury, death, product damage and/or property damage. Only qualified professionals may perform the installation, commissioning, and maintenance of a Ballard fuel cell product (the “Product”). You represent and warrant to Ballard that you are a qualified technician.

Liability & Disclaimer

The Materials have been prepared solely for the purpose of providing information about the Products. No guarantee or warranty of any kind, express or implied, is given by Ballard in connection with any information contained in the Materials. Ballard assumes no liability regarding the improper installation, misapplication or misuse of any Products.

To the extent permitted by law, Ballard hereby expressly excludes all conditions, representations, warranties and other terms which might otherwise be implied by statute, common law or the law of equity.

USE OF THE MATERIALS IS AT YOUR OWN RISK. YOU UNDERSTAND AND AGREE THAT, TO THE FULLEST EXTENT PERMISSIBLE BY LAW AND EXCEPT AS EXPRESSLY AGREED IN WRITING BY BALLARD, BALLARD SHALL NOT BE LIABLE FOR ANY LOSS OR DAMAGE OF ANY KIND, DIRECT OR INDIRECT, WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT OR OTHERWISE, IN CONNECTION WITH OR ARISING FROM THE MATERIALS, THE USE OR MISUSE OF THE MATERIALS, THE INABILITY TO USE THE MATERIALS, THE RESULTS OF USE OF THE MATERIALS, IMPROPER USE OR INSTALLATION OF ANY PRODUCT OR OTHERWISE IN RESPECT OF THE MATERIALS OR ANY PRODUCT, INCLUDING, WITHOUT LIMITATION, COMPENSATORY, CONSEQUENTIAL, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES.

The Manual

Any Product installation video contained within the Customer Support Portal (the “Video”) is not a substitute for the Product manual (the “Manual”) or for formal training offered by Ballard. The Manual and related safety documents contain important information regarding the safe installation, commissioning, maintenance and operation of the Product. You agree that you will carefully read the Manual, including all instructions, cautionary markings, and all safety information for the Product and associated equipment before attempting to install, commission, operate, fill with fuel, perform maintenance on, or service the Product. You agree that you will adhere to all warning and safety instructions set out in the Manual and other safety materials relating to the Product.

The Product must be installed in accordance with the specifications of the Manual. You acknowledge and agree that any deviation from the instructions in the Manual will result in cancellation of the Product warranty.

You acknowledge and agree that is your responsibility to ensure that ALL local and national codes and standards are adhered to during installation and that additional items or procedures may be required by local code and may supersede the Manual.

You acknowledge and agree that, upon installation of a Product, you will instruct the end-user in the operation of the Product. You also agree that you will provide a copy of the Manual to the end-user.

Intellectual Property

Unless otherwise noted, the Materials as well as the content and layout of the Materials are the exclusive property of Ballard or are used with permission and may not be reproduced or distributed, in whole or in part, without the prior written consent of Ballard.

Confidentiality

The Materials contain sensitive, confidential and proprietary information of Ballard. You agree that you will not, without the prior written consent of Ballard, disclose, use, reproduce, deal with, share, download, or otherwise distribute or exploit the Materials to any person, except to the extent necessary for the installation, use or maintenance of the Products.

Access

Access to the Customer Support Portal is permitted on a temporary basis, and we reserve the right to withdraw or amend the Materials contained within the Customer Support Portal without notice. Ballard will not be liable if for any reason the Customer Support Portal is unavailable at any time or for any period.

Indemnity

You agree to indemnify, defend and hold Ballard, and their respective officers, directors, owners, agents, information providers and licensors (collectively, the "Indemnified Parties") harmless from and against any and all claims, liability, losses, costs and expenses (including attorneys' fees and the fees of other professionals) incurred by any Indemnified Party in connection with any culpable breach by you of these terms and conditions of use. Ballard reserves the right, at your own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, and in such case, you agree to cooperate with Ballard's defense of such claim.

Jurisdiction and Applicable Law

The courts of British Columbia situated in the City of Vancouver will have exclusive jurisdiction over any claim arising from, or related to, the Materials and/or these terms and conditions of use. These terms and conditions of use and any dispute or claim arising out of or in connection with them or the Materials (including non-contractual disputes or claims) shall be governed by, interpreted and enforced in accordance with the laws of the Province of British Columbia and the federal laws of Canada applicable therein.

Field Service Support/Further Information

To request field service support, or with any questions, please contact Ballard or refer to the applicable service agreement.

Service Support Inquiries: bps.service@ballard.com

+1.604.444.2470+1.604.444.2470