DAIMLER TRUCK NORTH AMERICA LLC
TERMS AND CONDITIONS
Last Updated: September 18, 2023
Please review these Terms and Conditions (“Terms and Conditions”) carefully, as they set forth the legally binding terms governing your access to and use of Daimler’s Excelerator Program (defined below) owned or controlled by Daimler Truck North America and its affiliates (collectively “DTNA,” “we,” “us,” “our”). Additional rules, guidelines, policies, terms, and conditions (“Additional Terms”) may apply to certain services offered via DTNA or an Authorized Dealer (defined herein) and will be disclosed to you in connection with such services. The Additional Terms will be controlling with respect to the applicable services in the event of an inconsistency with these Terms and Conditions.
These Terms and Conditions apply to all persons, including Sponsored Accounts (defined below) and Consumer Accounts (defined below) (collectively, “you,” “your,” “Program User”) and dealers with an agreement with DTNA to sell or service DTNA products (“you,” “your,” “Authorized Dealer”). When you accept or agree to these Terms and Conditions, you represent that (a) you have the right, authority and capacity to enter into these Terms and Conditions and to abide by all terms and conditions of these Terms and Conditions; (b) you have read and understand all of the provisions, terms and conditions set forth in these Terms and Conditions; and (c) you are at least 18 years old.
BY CHECKING A BOX AGREEING TO THESE TERMS, CLICKING ON “I AGREE,” OR SUBMITTING ANY INFORMATION VIA THE EXCELERATOR PROGRAM, YOU ACCEPT THESE TERMS AND CONDITIONS AND AGREE TO BE BOUND BY THE TERMS HEREIN. THIS AGREEMENT WILL BE EFFECTIVE ON THE DATE YOU PERFORM THE ACTION TO ACCEPT AS DESCRIBED IN THE IMMEDIATELY PRECEDING SENTENCE. IF YOU ARE ENTERING INTO THESE TERMS ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND YOUR COMPANY OR OTHER LEGAL ENTITY TO THESE TERMS.
- Purpose. DTNA’s Excelerator Program may be utilized by Program Users to view and initiate a purchase of aftermarket parts (the “Parts”) from an Authorized Dealer, participate in our rewards programs, provide feedback, provide Resources (as defined below), and to facilitate Authorized Dealer communications with Program Users (collectively, the Excelerator Program). Parts may include both DTNA sourced parts and non-DTNA sourced parts.
- User Accounts.
- As part of your pre-existing customer relationship with an Authorized Dealer, your associated Authorized Dealer may register you for a DTNA Connect ID account to use in association with the Excelerator Program (“Sponsored Account”). If you are browsing the Excelerator websites without a Sponsored Account, you may purchase select Parts and participate in select pieces of the Excelerator Program as a guest (“Guest Account”).
- To access and use the Excelerator Program, you, or as applicable to Sponsored Accounts, your Authorized Dealer on your behalf, will create an account (“Account”) and associated credentials for accessing your Account (“Account Credentials”). When providing information to register for an Account or submitting information via the Excelerator Program, you agree to provide true, accurate, current, complete, and up-to-date information. If you provide any information that is untrue, inaccurate, non-current or incomplete, or we have reasonable grounds to suspect that such information is untrue, inaccurate, non-current or incomplete, then we have the right to terminate or refuse any and all current or future access or use of the Excelerator Program (or any portion thereof). We reserve the right to take any action that we deem necessary to ensure the security of the Excelerator Program and your Account, including without limitation changing your password, terminating your Account, or requesting additional information to authorize transactions on your Account. You are solely responsible for keeping your Account Credentials confidential. You are solely liable for any claims, damages, losses, costs or other liabilities resulting from or caused by any failure to keep your Account Credentials confidential, whether such failure occurs with or without your knowledge or consent. You agree to immediately notify us of any suspected or actual unauthorized access to or use of your Account Credentials or any other breach of your Account security.
- Modifications. We reserve the right to modify the Excelerator Program and the rules and regulations governing its use at any time, including, without limitation, these Terms and Conditions. You understand and agree that if you use the Excelerator Program after the date on which the Terms and Conditions have changed, we will treat your use as acceptance of the updated Terms and Conditions and you will be bound by any such changed, modified, supplemented or updated Terms and Conditions if you continue to use the Excelerator Program; provided, however, we may provide notice by means of conspicuous alert or notification displayed on the Excelerator Program in the case of material revisions. You are encouraged to review the Excelerator Program and these Terms and Conditions periodically for updates and changes.
- Resources. The Excelerator Program offers resources, including training videos and quick references (“Resources”). Resources are not a substitute for professional advice. Although the Resources may provide information concerning product usage and specifications, it is not a substitute for advice from a qualified professional, and you should not act or refrain from acting on the basis of any content included in the Resources without seeking advice from a qualified professional. Resources including videos, documents, elearning, resources and other information provided by DTNA are furnished by DTNA as a guide to general practices. Please note that the scope of the Resources is not exhaustive of all general practices. There may exist certain general practices that do not appear in Resources. Moreover, various Resources assume that its user will have a baseline level of competence in the area. DTNA’s Vehicle Repair Guides/Manuals and DTNA’s Installation Guides/Manuals may not be reproduced or transmitted in any form or by any means, electronic or mechanical, including photocopying, recording, storage in an information retrieval system, or otherwise, without the written permission of the publisher.
- Ownership and Use of the Excelerator Program.
- DTNA or its affiliates own all right, title, and interest, and/or have a valid right to use and sublicense the Excelerator Program and all Content (as defined below) on the Excelerator Program, including, without limitation, all trademarks, service marks, logos and trade names used on the Excelerator Program (collectively, "Trademarks"). Trademarks include, without limitation, Freightliner, Freightliner Custom Chassis, Western Star, Thomas Built, Detroit Diesel, Detroit, Cascadia, Daimler, DTNA Parts, Alliance Parts, Excelerator, logos, and service names, and other logs and service names, referenced herein.
- DTNA grants you a limited, non-exclusive, non-transferable, revocable right and license to access and use the Excelerator Program (including the Content (as defined below)) for your own personal non-commercial use, subject to your compliance with these Terms and Conditions, including, without limitation, the restrictions on use of the Excelerator Program. DTNA may, in its sole discretion, suspend, discontinue or terminate this license to you at any time for any reason.
- DTNA reserves the right at any time and from time to time to modify, suspend, discontinue or permanently cancel any or all of the Excelerator Program’s operation, or portions thereof, any eCommerce program or any eCommerce customer, Authorized Dealer account at any time, with or without notice to you. You acknowledge and agree that DTNA will not be liable to you or any third party for any such modification, suspension, discontinuation or cancellation of any or all of the Excelerator Program’s operation.
- Product Specific Terms.
- To submit your purchase of Parts via the Excelerator Program, Sponsored Accounts shall provide to DTNA a Purchase Order number. Guest Accounts shall provide to DTNA payment information, which will be processed by our secured third-party payment processor.
- If you purchase Parts via the Excelerator Program, your order will be fulfilled by your chosen Authorized Dealer. You are purchasing directly from the Authorized Dealer, not DTNA. Purchases under Guest Accounts will require pre-authorization of the provided credit card for the estimated order amount due and ultimately processed for payment via the Authorized Dealer’s payment processor. All warranty, invoicing, shipping, cancellation, and returns will be handled in accordance with the applicable policies provided by the Authorized Dealer who fulfills the order. DTNA shall not be responsible for examining or evaluating, and we do not warrant the offerings of any Authorized Dealer on the Excelerator Program. You should carefully review your Authorized Dealer’s policies.
- DTNA MAKES NO WARRANTY, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY WARRANTY OF MERCHANTIBILITY OR FITNESS FOR ANY PARTICULAR PURPOSE WITH RESPECT TO THE MARKETING AND SALE OF INFORMATION, INCLUDING VEHICLE AND INSTALLATION AND REPAIR GUIDES/MANUALS, RESOURCES, OR PARTS OR PRODUCTS MADE AVAILABLE TO YOU THROUGH THE EXCELERATOR PROGRAM.
- Secure Shopping. DTNA uses Secure Socket Layers (SSL) technology to hide your personal information from other users on the Internet. Please see the Daimler Truck North America LLC Privacy Statement for more information.
- Pricing and Invoices.
- Product Pricing. Information about Parts on the Excelerator Program attempts to be as accurate as possible. However, DTNA does not warrant that product descriptions or other content of the Excelerator Program is accurate, complete, reliable, current, or error-free. Despite DTNA’s efforts, it is possible due to computer or other error or cause that a product offered on any of the Excelerator Program may be mispriced or contain an inaccuracy in its description. In the event DTNA determines that a Part is mispriced or contains an inaccurate description, DTNA reserves the right to take any action it deems reasonable and necessary, in its sole discretion, to rectify the error. You agree to notify DTNA immediately if you become aware of any pricing or descriptive errors or inconsistencies with any Parts. When you place an order through any of the Excelerator Program, you agree to comply with any corrective action taken by DTNA.
- Restrictions on Use. You will not use the Excelerator Program for any use other than the business purpose for which it was intended. You will not take any of the following actions with respect to the Excelerator Program or the server hosting the Excelerator Program nor will you use our Excelerator Program to upload, post, email, distribute, transmit, link, solicit or otherwise make available any content or use the Excelerator Program in any manner that: (i) uploads or transmits any unsolicited advertising, promotional materials, “junk mail”, “spam”, “chain letters”, “pyramid schemes”, or any other form of solicitation, commercial or otherwise; (ii) decompiles, uses reverse engineering, disassembles, derives the source code of or decrypts the Excelerator Program or server hosting the Excelerator Program; (iii) manipulates or otherwise displays the Excelerator Program by using framing, mirroring or similar navigational technology or directly links to any portion of the Excelerator Program; (iv) uses any robot, spider, scraper or other automatic or manual means to access the Excelerator Program or copies any content or information on the Excelerator Program; (v) removes, obscures, or alters any proprietary notices (including any notice of copyright or trademark) of us or our affiliates, partners, suppliers or our licensors; (vi) modifies, adapts, improves, enhances or makes any derivative work from the Excelerator Program; (vii) disables, overburdens, impairs or otherwise interferes with or interrupts the Excelerator Program or any hardware, software, system or network connected with the Excelerator Program; (viii) probes, scans, or tests the vulnerability of or breaches the authentication measures of the Excelerator Program or any related networks or systems; (ix) interferes with any other party’s use and enjoyment of the Excelerator Program; (x) infringes the copyright, trademark or any proprietary rights or discloses a trade secret or confidential information in violation of a confidentiality or non-disclosure agreement; (xi) compiles, uses, downloads or otherwise copies the Excelerator Program or any user information or any portion thereof, or transmits, provides or otherwise distributes (whether or not for a fee) the Excelerator Program or such information to any third party; (xii) is fraudulent, malicious or unlawful, unauthorized or contains defamatory or illegal information, images, materials or descriptions; (xiii) promotes or provides instructions for illegal activities; (xiv) encourages any conduct that would constitute a criminal offense or that gives rise to civil liability; (xv) disseminates viruses or other computer code, files or programs that interrupt, destroy or limit the functionality of any computer software or hardware; (xvi) attempts to gain unauthorized access to any other accounts, computer systems or networks connected to any server or systems through hacking, password mining or any other means; or (xvii) accesses systems, data or information that we do not intend to be made accessible to you. Use of the Excelerator Program, even when acting on behalf of a business entity, is limited to persons eighteen (18) years of age or older.
- Intellectual Property.
- The Excelerator Program contains information regarding non-DTNA products, DTNA and its Parts, products, services and promotional programs, including advertising, DTNA Trademarks, pictures, information, digital images, featured articles, surveys, applications, contests and sweepstakes, and other content (collectively, "Content"). Content may be in the form of text, data, music, sound, graphics, images, pictures, photographs, videos, software or other forms now known or later invented. All Content included on the Excelerator Program is the owned or licensed property of DTNA or its suppliers. All such Content, separately and as a compilation, is protected by United States and international copyright laws and federal and state trade dress laws. All software used on the Excelerator Program is the property of DTNA or its software suppliers and protected by United States and international copyright laws. The Content and software on the Excelerator Program may be used as a shopping and automotive information resource. Any other use is strictly prohibited
- No license to or right in any such copyrighted materials, patents, trademarks, trade secrets, technologies, products, processes and other proprietary rights of DTNA or any other third party is granted to or conferred upon you.
- Notices and Procedure for Making Claims of Copyright Infringement. Pursuant to Title 17, United States Code, Section 512(c)(2), notifications of claimed copyright infringement should be sent to DTNA's General Counsel at
Daimler Truck North America LLC
Attn: Legal Department
- N. Channel Ave
Portland, OR 97217
- Trademarks may not be used in connection with any product or service that is not DTNA's, in any manner that is likely to cause confusion among customers, or in any manner that disparages or discredits DTNA. All other trademarks not owned by DTNA or its subsidiaries or affiliates and which appear on the Excelerator Program are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by DTNA.
- No Warranties. THE EXCELERATOR PROGRAM AND ALL MATERIALS EXCHANGED IN CONNECTION WITH YOUR USE OF THE EXCELERATOR PROGRAM ARE PROVIDED TO YOU ON AN “AS-IS,” “AS-AVAILABLE” BASIS AND WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. WE MAKE NO WARRANTY AS TO THE ACCURACY, COMPLETENESS, CURRENCY OR RELIABILITY OF ANY SERVICES, PARTS, PRODUCTS, INFORMATION, OPINIONS, REPORTS AND MATERIALS AVAILABLE THROUGH THE EXCELERATOR PROGRAM OR ANY INFORMATION EXCHANGED VIA THE EXCELERATOR PROGRAM. YOU ARE RESPONSIBLE FOR VERIFYING ANY INFORMATION YOU OBTAIN BEFORE RELYING ON IT. USE OF THE EXCELERATOR PROGRAM IS AT YOUR SOLE RISK. WE MAKE NO REPRESENTATIONS OR WARRANTIES THAT USE OF THE EXCELERATOR PROGRAM OR THE MATERIALS PROVIDED WILL BE UNINTERRUPTED, COMPLETELY SECURE, VIRUS-FREE, OR ERROR-FREE. EXCEPT AS EXPRESSLY SET FORTH IN SECTION 11 BELOW, YOUR SOLE AND EXCLUSIVE REMEDY RELATING TO YOUR EXCELERATOR PROGRAM SHALL BE TO DISCONTINUE USE OF THE EXCELERATOR PROGRAM.
THE DOCUMENTS, INFORMATION AND RELATED GRAPHICS PUBLISHED ON THE EXCELERATOR PROGRAM OR THE SERVERS WHICH HOST THE EXCELERATOR PROGRAM COULD INCLUDE TECHNICAL INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY MADE TO THE INFORMATION HEREIN. DTNA AND ITS SUPPLIERS MAY MAKE IMPROVEMENTS OR CHANGES IN THE PARTS, PRODUCT(S) AND/OR SERVICE(S) DESCRIBED ON THE EXCELERATOR PROGRAM AT ANY TIME. FURTHER, DTNA ASSUMES NO RESPONSIBILITY AND SHALL NOT BE LIABLE FOR ANY DAMAGES TO, OR RESULTING FROM ANY VIRUSES THAT MAY INFECT, YOUR COMPUTER EQUIPMENT OR OTHER PROPERTY ON ACCOUNT OF YOUR ACCESS TO, USE OF, OR BROWSING IN THE EXCELERATOR PROGRAM, OR YOUR DOWNLOADING OF ANY MATERIALS, DATA, TEXT, IMAGES, VIDEO, OR AUDIO FROM THE EXCELERATOR PROGRAM.
YOU ACKNOWLEDGE BY ACCESSING ANY OF THE EXCELERATOR PROGRAM THAT THE PRICING MAY NOT BE ACCURATE AND THAT YOU NEED TO CONTACT YOUR DTNA REPRESENTATIVE FOR CORRECT PRICING. YOU FURTHER ACKNOWLEDGE BY ACCESSING ANY OF THE EXCELERATOR PROGRAM THAT YOUR ACCOUNT INVOICES MAY NOT BE ACCURATE AND THAT YOU NEED TO CONTACT YOUR DTNA REPRESENTATIVE FOR CORRECT ACCOUNT INFORMATION.
- Limitation of Liability. IN NO EVENT SHALL DTNA OR ITS SUPPLIERS BE LIABLE FOR ANY FOR LOST PROFITS OR ANY DIRECT, INDIRECT, SPECIAL, PUNITIVE, TREBLE, ENHANCED, INCIDENTAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF, OR IN CONNECTION WITH YOUR USE OF THE EXCELERATOR PROGRAM, LINKS TO OR FROM THE EXCELERATOR PROGRAM, INFORMATION POSTED ON THE EXCELERATOR PROGRAM, OUR SERVICES, ANY PARTS, PRODUCTS, OR SERVICES YOU PURCHASE, OR THESE TERMS AND CONDITIONS, REGARDLESS OF THE FORM OF ACTION AND EVEN IF DTNA HAS BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL DTNA's AGGREGATE LIABILITY TO YOU OR ANY THIRD PARTIES IN ANY CIRCUMSTANCES FOR ANY AND ALL LOSSES, WHETHER IN CONTRACT, TORT, OR OTHERWISE, EXCEED FIFTY DOLLARS OF THE CURRENCY OF THE UNITED STATES OF AMERICA (US$50.00).
- Indemnification. You agree to indemnify, defend (with counsel subject to DTNA's approval), and hold us and our subsidiaries, affiliates, officers, agents, employees, contractors, partners and licensors harmless from and against any and all suits, actions, losses, claims, proceedings, demands, expenses, damages, settlements, judgments, injuries, liabilities, obligations, risks, and costs, including, without limitation, reasonable attorneys’ fees, due to, relating to, or arising out of: (i) your use of the Excelerator Program; (ii) your violation of these Terms and Conditions; (iii) any DTNA Connect Account; (iv) your negligence, fraud, or willful misconduct; (v) your violation of any law or regulation or any rights of another. We reserve the right, at your expense, to assume the exclusive defense and control of any matter which you are required to indemnify against, and you agree to cooperate in our defense of such matter. This indemnification will survive any termination of these Terms and Conditions.
- Reviews, Feedback and Comments. DTNA may allow visitors to its Excelerator Program to post reviews, comments, and other content to the Excelerator Program. If you post reviews, comments, or other content on any of the Excelerator Program or send feedback, questions or comments to DTNA, you grant DTNA a non-exclusive, royalty-free, perpetual, irrevocable, and fully sub-licensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display such reviews, comments, or other content throughout the world in any media. You also grant DTNA and its sub-licensees the right to use the name that you submit with any review, comment, or other content, if any, in connection with such review, comment, or other content. You represent and warrant that you own or otherwise control all of the rights to the reviews, comments and other content that you post on this site and that use of your reviews, comments, or other content by DTNA will not infringe upon or violate the rights of any third party.
- Links to Third Party Sites. The Excelerator Program contain links to third party sites. These linked sites are not under DTNA’s control and DTNA is not responsible for the contents of, changes to or updates to any linked site or any link contained in a linked site. DTNA is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by DTNA of the site.
- Unsolicited Idea Submission Policy. DTNA does not accept or consider unsolicited ideas, including ideas for new advertising campaigns, new promotions, new products or technologies, processes, materials, marketing plans or new product names. Please do not send your unsolicited ideas to DTNA or anyone at DTNA. If, despite this request, you still send any of your ideas or concepts, DTNA makes no assurances that your ideas and materials will be treated as confidential or proprietary.
- Community Terms and Conditions.
- DTNA may choose to offer an online community or messaging platform, including message boards, blogs, photo galleries and member profiles to which you may post or upload user-generated content (“User Content”), to provide opportunities for members to share advice, experiences, ideas and questions with one another. The postings and comments expressed on any area of the community are just opinions based on users’ personal experience. You are responsible for your decisions and actions. If you do not believe the opinions or advice given on the community, do not follow it.
- By submitting User Content, you hereby grant us a non-exclusive, transferable, worldwide, fully paid up, fully sub-licensable license to use, copy, modify, create derivative works based upon, distribute, publicly display, and publicly perform any User Content you make available through the Excelerator Program. You are solely responsible for all your User Content. You represent, warrant, and covenant, as applicable, that you have, or have obtained, all rights, licenses, consents, permissions, power, and authority to grant us the license set out above. You further represent, warrant, and covenant, as applicable, that your User Content, your use and provision of your User Content through the Excelerator Program, or any use of your User Content by us, on or through the Excelerator Program, will not infringe, misappropriate, or violate a third party's intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable law or regulation.
- Notwithstanding the foregoing, you acknowledge that we may exercise full editorial control over any User Content posted, submitted, or otherwise shared through the Excelerator Program. We may remove any User Content, in our sole discretion, that (a) violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (b) is defamatory, obscene, pornographic, vulgar, or otherwise offensive; (c) promotes discrimination, bigotry, racism, hatred, harassment, or harm against any individual or group; (d) is violent or threatening or promotes violence or actions that are threatening to any individual or group; (e) promotes illegal or harmful activities or substances; or (e) violates or, in our sole discretion, is reasonably likely to violate the representation given by you in this Section or may otherwise violate the intellectual property or proprietary rights of any third parties.
- Additional Authorized Dealer Terms.
- Authorized Dealer acknowledges that all orders received by DTNA on behalf of a Program User will be the financial responsibility of the Authorized Dealer.
- Authorized Dealer represents and warrants that it has obtained all necessary consents to register Program Users for a DTNA Connect Account.
- Electronic Communications and Notice. When you visit the Excelerator Program, fill out the dealer contact forms, or send e-mails to us, you are communicating with us electronically and you consent to receive communications from us electronically. We will communicate with you by e-mail at the address we have on file for you (if any), sending you messages through the mobile application we provide, or by posting notices on the Excelerator Program. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. You further agree that any notices provided by us electronically are deemed to be given and received on the date we transmit any such electronic communication as described in these Terms and Conditions. All notices required or permitted under these Terms and Conditions to us will be in writing and sent by certified mail, return receipt requested, or by reputable oversight courier, or by hand delivery, provided that we may provide written notice to you through electronic communications as described in the paragraph immediately above. The notice address for DTNA is 4555 N. Channel Ave. Portland, OR 97217; Attn: ExceleratorParts. Any notice sent in the manner set forth above shall be deemed sufficiently given for all purposes hereunder (i) in the case of certified mail, on the second business day after deposited in the U.S. mail, and (ii) in the case of overnight courier or hand delivery, upon delivery. We may change our notice address by giving written notice to you by the means specified in this Section.
- Your Responsibility and Risk. It is solely your responsibility to evaluate the accuracy, completeness, and usefulness of all opinions, advice, services, merchandise, and other information provided on or through the Excelerator Program or on the Internet generally.
- Miscellaneous. These Terms and Conditions shall be governed by and construed in accordance with the laws of State of Oregon. Any dispute arising from these Terms and Conditions shall be resolved exclusively in the state and federal courts of the State of Oregon, without regard to any conflict of law provisions. You hereby agree that any and all legal claims concerning your use of the Excelerator Program must be commenced within one (1) year after the date of the event that gave rise to the claim or cause of action or they will be time-barred. If for any reason a court of competent jurisdiction finds any provision of these Terms and Conditions, or portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to affect the intent of these Terms and Conditions, and the remainder of these Terms and Conditions shall continue in full force and effect.
- Contact Us. If you have any questions, complaints or claims about any of the Excelerator Program, please email us at ADXSupport@Daimlertruck.com.