All Submissions made on public forums, or through private group discussions, chats, or emails with other Space Hub community members will be deemed to have been submitted on a non-confidential basis, notwithstanding any markings or representations to the contrary, and neither Viasat UK nor other third parties shall have any obligation to treat any such material as confidential.
Viasat UK shall determine in its sole discretion if a proposal submitted by you is reasonably possible and advantageous to growth of the European space industry under the circumstances, regardless of whether the transaction or arrangement is in Viasat UK’s best interest, for its own benefit, and whether it is fair and reasonable, which findings shall govern its decision whether to recommend/forward the proposal to ESA or National Delegations.
Viasat UK is under no obligation to use, recommend to, and/or forward to ESA or a National Delegation any of your Submissions, including but limited to your submitted proposal, and no funding or compensation is guaranteed. If your proposal is finally approved for funding from ESA, any funding arrangement will be set forth in a separate definitive agreement.
(a) “Viasat UK”, “we”, “our” and “us” means Viasat UK Limited, a company registered in England & Wales with company registration number 03007498, and its parent, subsidiaries, and affiliates. Our registered office is at Royal Pavilion, Tower 2, 4th Floor, Wellesley Road, Aldershot, Hampshire, United Kingdom GU11 1PZ.
(b) “you” and “your” means a user of the Portal.
The High Capacity Satellites (“HCS”) Applications Factory Programme is a collaboration between Viasat UK and the European Space Agency (“ESA”) to stimulate and accelerate the growth of the European space industry and develop products and services exploiting HCS capabilities. Viasat UK has created a portal which will enable industry to access information and apply to be considered for funding and support for HCS projects through a streamlined application process; the Portal facilitates the identification of design, development, and demonstration activities in the space segment, ground segment, and Satcom applications areas that may be eligible for sharing of funding by ESA on the basis of proposals submitted by registered members (the “Purpose”). Through the Portal, you may have access to HCS specifications and information, links to potential project partners, and access to support and resources.
5. Confidential Information
5.1. Except as provided herein, we shall not disclose any documentation obtained from you which is marked “Proprietary Information”. We shall only circulate such documentation to our employees, ESA or the National Delegations that require that documentation for the Purpose, and Viasat UK shall not circulate such documentation to those not employed by Viasat UK, ESA, or the National Delegations without prior written consent from you in which case we may require you and the recipient to sign a non-disclosure agreement.
5.2. The obligations in 5.1 shall not apply to documentation:
(a) which at the time of circulation has already entered the public domain or which after circulation enters the public domain other than through fraud or misappropriation;
(b) which at the time of circulation is already known by the receiving party and is not hindered by any obligation not to circulate;
(c) which is later acquired by the receiving party from another source and is not hindered by any obligation not to circulate;
(d) which is required to be circulated by law or order of a court of competent jurisdiction.
5.3. All Submissions made on public forums, or through private group discussions, chats, or emails with other Space Hub community members will be deemed to have been submitted on a non-confidential basis, notwithstanding any markings or representations to the contrary, and neither Viasat UK nor other third parties shall have any obligation to treat any such material as confidential.
5.4. You shall not disclose through the Portal any information that is protected from disclosure by government classification systems such as the system set forth in the United Kingdom’s Government Security Classifications Policy.
6. Your obligations
6.1. Whenever you provide us information regarding your account, you agree to: (a) provide true, accurate, current and complete information and (b) maintain and promptly update such information to keep it true, accurate, current and complete. If you provide any information that is, or we have reasonable grounds to suspect that the information is, untrue, inaccurate, not current or incomplete, Viasat UK may without notice suspend or terminate your access to the Portal and refuse any and all current or future use of the Portal (or any portion thereof).
6.2. You agree not to:
(a) use or access the Portal for any fraudulent or unlawful purpose;
(b) use or access the Portal to impersonate any person or entity;
(c) interfere with or disrupt the operation of the Portal or access to it, including interfering with, gain unauthorized access to (including circumventing the user authentication or security of) our or any other person’s server, host, account, network, network access, computer or computer system or control device, software, or data without his/her consent or attempt to do any of the foregoing;
(d) use or distribute tools designed or used for compromising security, including transmitting or otherwise making available in connection with the Portal or access to it any virus, worm, Trojan horse, time bomb, spyware, or other harmful computer code, file, or program;
(e) restrict or inhibit the ability of any other person to access or use the Portal;
(f) modify, adapt or translate any portion of the Portal;
(g) remove, obscure or modify any copyright, trade mark, or other proprietary rights notice from the Portal;
(h) use any name or mark of ours, our affiliates, or our subsidiaries, or ESA in any manner not expressly authorized in writing by us or ESA;
(i) upload, post, publish, transmit, reproduce, create derivative works of, distribute, or engage in any activity that infringes upon, or assists others in infringing upon, the intellectual property rights (including rights granted by UK or EU copyright law) of any person or entity, including us;
(j) post, store, send, transmit, or disseminate any information or material which a reasonable person could deem to be offensive, indecent, pornographic, harassing, threatening, invasive of privacy, vulgar, hateful, defamatory, racially or ethnically offensive, or otherwise inappropriate, regardless of whether such information or material or its dissemination is illegal.
6.3. Enforcement and Notice
(a) We reserve the right, in our sole discretion, to edit, refuse to post, or remove any information or materials, in whole or in part, or to terminate your access to the Portal and the related services or any portion thereof at any time, without notice.
(c) When feasible, we may provide you with a notice of a violation via e-mail or otherwise allowing you to promptly correct such violation. We reserve the right, however, to act immediately and without notice to suspend or terminate affected accounts when we reasonably determine, that the conduct may: (i) expose us to sanctions, prosecution, civil action or any other liability, (ii) cause harm to or interfere with the integrity or normal operations of the Portal or the network through which it is interconnected, (iii) interfere with another Portal user’s use of the Portal or a public or private network (iv) violate any applicable law, rule or regulation, or (v) otherwise present an imminent risk of harm to us or users of the Portal.
7.1. From time to time, the Portal may include links to third party websites. These links are provided for your convenience only and do not signify that we endorse such third party websites. We do not review such third party websites and you acknowledge and agree that:
(a) we are not responsible for such websites, including the terms on which such websites are made available and the privacy policies of such websites, and do not control their content or availability;
(d) we make no representation, warranty or condition, either express or implied, in relation to any goods or services or information received from such websites; and
(e) if you access any such websites, you do so entirely at your own risk.
7.2. You may not frame, link or deep-link the Portal to any other website without our prior written consent. Should you wish to frame or set up a link or deep link to our Portal please use the “Contact Us” form found on the Portal.
8. Legal disclaimer
(a) that access to the Portal will be uninterrupted or error-free;
(b) that the Portal and/or the computer server from which the Portal are made available, are free of viruses or other harmful components; or
(c) as to the accuracy, content, timeliness, completeness, reliability, quality or suitability of any content contained in or delivered via the Portal or otherwise made available in connection with the Portal.
8.3. You also acknowledge and agree that the operation of the Portal is dependent upon the proper and effective functioning of the internet and other third party equipment and services, and that we do not guarantee and will not be liable for these in any way.
9. Limitation of Liability
9.1. THE INFORMATION AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE PORTAL MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY ADDED TO THE INFORMATION HEREIN. WE AND/OR OUR THIRD PARTY CONTENT PROVIDERS MAY MAKE IMPROVEMENTS AND/OR CHANGES TO THE PORTAL AT ANY TIME. ADVICE RECEIVED VIA THE PORTAL SHOULD NOT BE RELIED UPON FOR PERSONAL, LEGAL OR FINANCIAL DECISIONS AND YOU SHOULD CONSULT AN APPROPRIATE PROFESSIONAL FOR SPECIFIC ADVICE TAILORED TO YOUR SITUATION.
9.2. WE AND/OR OUR THIRD PARTY CONTENT PROVIDERS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS AND ACCURACY OF THE INFORMATION OR SERVICES AND RELATED GRAPHICS CONTAINED ON THE PORTAL FOR ANY PURPOSE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, ALL SUCH INFORMATION, SERVICES AND RELATED GRAPHICS ARE PROVIDED “AS IS” WITHOUT WARRANTY OR CONDITION OF ANY KIND. WE AND/OR OUR THIRD PARTY CONTENT PROVIDERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, SERVICES AND RELATED GRAPHICS, INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.
Except as prohibited by law, you will hold us and our officers, directors, employees and agents harmless for any indirect, punitive, special, incidental or consequential damage, however it arises (including attorneys’ fees and all related costs and expenses of litigation and arbitration, or at trial or on appeal, if any, whether or not litigation or arbitration is instituted), whether in an action of contract, negligence or other tortious action, or arising out of or in connection with these Terms, including without limitation any claim for personal injury or property damage, arising from (i) your use of and access to the Portal; (ii) your violation of any of these Terms; (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right; or (iv) any claim that your content caused damage to a third party. This defense and indemnification obligation will survive these Terms and your use of the Portal and related services.
11. Intellectual Property Rights
11.1. The intellectual property rights in the Portal and copyright in all material stored, displayed and accessible on the Portal is either owned by us or duly licensed by third parties. All such rights are reserved.
11.2. We do not claim ownership of the Submissions you provide to us or post, upload, input or submit to the Portal. However, by posting, uploading, inputting, providing or submitting your Submission, you are granting Viasat UK and necessary sub-licensees permission, subject to the Confidentiality terms herein, to use your Submission in connection with the Purpose including, without limitation, the rights to: copy, distribute, transmit, display, perform, reproduce, edit, translate and reformat your Submission; including revelation of your name in connection with your Submission unless you, the individual user, object to the use of your name in a separate agreement with us.
11.3. Copyright Notice and Use of the Portal. The contents of the Portal are protected by the copyright and other laws of Belgium, the United Kingdom and the European Union, its treaty countries and other jurisdictions. Except as may otherwise be provided in a written agreement you have with us, you may not modify, copy, reproduce, republish, upload, post, transmit, transfer, or distribute in any way any of the contents of this Portal. You may download content from this Portal solely for your personal, non-commercial use (except as may otherwise be provided in a written agreement you have with us), provided you keep intact all copyright and other proprietary notices.
11.4. Trademarks. Trademarks, including, but not limited to us, that are used or displayed on the Portal are owned by us or by third parties other than us that offer and provide content on or through the Portal. The trademarks of Viasat UK or other third parties may not be copied or used, in whole, partial or modified form, without the prior written permission of us or other third parties or, if applicable, its licensor. In addition, our or other third parties’ custom graphics, logos, button icons, scripts, and page headers are covered by trademark, trade dress, copyright or other proprietary right law, and may not be copied, imitated, or used, in whole, partial or modified form, without the prior written permission of us or other third parties. Other trademarks, service marks, registered trademarks, product and service names, and company names or logos that appear on the Portal are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by us. You may not use any meta tags or any other “hidden text” utilizing a Viasat UK name, trademark, or product name without our express written consent.
11.5. Use of ESA logo. The ESA logo is owned by ESA and protected by trademarks and under Article 6ter of the Paris Convention for the Protection of Industrial Property. You may not modify or create derivatives of the ESA logo. Any use, reproduction, publication, display, transmission, making available to the public or exploitation of the ESA logo requires prior written authorisation. For authorisation, please contact: firstname.lastname@example.org.
12. Documents Retention and Destruction Policy
12.1. The Viasat UK document retention and destruction policy addresses the retention and destruction of records pertaining to correspondence and records relating to member Submissions. Member-submitted documents will be stored in electronic or digital form and will be maintained on servers or devices under our control or under the control of third party service providers.
12.2. Documents under our control in whatever form shall be retained at least three years unless you request the return or destruction of your Submissions sooner. Destruction shall mean any of deletion, recycling, or discard. Secure destruction shall mean any of incineration, shredding, or secure erasure as appropriate to the storage media type. We may or may not destroy or securely destroy non-definitive or duplicate copies at any time. Upon request, Viasat UK will use reasonable endeavours to irretrievably delete any of your Submissions stored on any magnetic or optical disk or memory and all matter derived from such sources which is in Viasat UK’s possession or under its control outside the premises of Viasat UK. Confidential information contained in system-backup media, such as for example email backup tapes, need not be returned or destroyed so long as the backup media are maintained in confidence and are not readily accessible to users.
12.3. Our management will, under guidance of legal counsel, circulate staff communications directing the suspension of any destruction of paper or electronic documents when appropriate, relevant to any ongoing or anticipated government investigations, proceedings, or litigation or when we have received a mandatory order to produce information. Thereafter, routine document destruction can only resume with approval of legal counsel.
You acknowledge that you may compete with other users of the Portal in various lines of business and that it is therefore imperative that you and your representatives act in a manner that does not violate any applicable antitrust or competition laws and regulations. Each Portal member user may design, develop, manufacture, acquire or market competitive specifications, products and services, and conduct its business in whatever way it chooses. You may not have any discussion with other Portal members relating to product pricing, methods or channels of product distribution, any division of markets, or allocation of customers or any other topic that should not be discussed among competitors. It is your responsibility to obtain appropriate legal counsel regarding your conduct in compliance with applicable antitrust or competition laws and regulations.
14. Governing Law
Updated January 10, 2018 (updated data storage locations, Viasat branding change and registered address for Viasat UK).