Unsolicited Idea Submissions: Terms and Conditions (“Terms”)

YOUR SUBMISSION OF AN IDEA CONSTITUTES YOUR ACCEPTANCE OF THESE TERMS. PLEASE READ THEM CAREFULLY.

1 IMPORTANT DISCLAIMER: RELEASE AND WAIVER

1.1 No obligation for Husqvarna. You acknowledge and agree that no obligation of any kind is assumed by, nor may be implied against Husqvarna in connection with this Submission or any Submission you make in the future except as expressly stated in these Terms or in any other written contract with Husqvarna.

1.2 No confidentiality. For the avoidance of doubt, the only rights you grant to Husqvarna in your Submission are those set out in section 4 below. You acknowledge and agree that no relationship of trust or confidence exists, nor is such relationship created or implied, between Husqvarna and you in connection with your Submission. Unless otherwise explicitly agreed in writing, these Terms shall apply to all of your disclosures to Husqvarna relating to the Submission.

1.3 Similar ideas developed by Husqvarna. Like other companies who design, develop and manufacture their own products and services, Husqvarna employs a substantial number of engineers and researchers who are constantly working to improve our existing products and services and to develop new products and services for our customers. You therefore acknowledge and agree that it is possible that an idea similar to yours has already been or is already being considered by Husqvarna and may already be in development. Husqvarna reserves the right to develop such ideas independently of your Submission (or Husqvarna’s evaluation thereof), or request or receive information about such ideas from third parties.

1.4 Release of claims. In consideration of Husqvarna evaluating your Submission you, on your own behalf and that of your corporate entity, and agents, representatives, successors and assigns thereof do hereby forever release, waive and acquit, Husqvarna, its affiliates, officers, directors, employees, agents, successors and assigns from and against any and all claims, lawsuits, demands, liabilities and obligations arising in connection with, or relating to, your Submission and all of your disclosures relating to the Submission to Husqvarna.

1.5 Dispute resolution. Any and all disputes that may arise in relation to these Terms are required to be resolved in the manner set out in section 9 below.

2 DEFINITIONS

3 SUBMISSION PROCESS AND REQUIREMENTS

3.1 Submission via online form. In order for Husqvarna to consider your Submission, you shall complete the Unsolicited Idea Submission Form on the Unsolicited Idea Submission Website and click the SUBMIT button, which thereby constitutes acceptance of these Terms. Husqvarna’s evaluation of your idea will be limited to information included in that form, patent publication(s) referenced in the form, and attachment(s) (e.g., presentation or other files) submitted via the Form.

3.2 No confidential information. You acknowledge and agree that the idea, as submitted, is explained at a level of detail such that no confidential information is revealed. As set out in section 1 above, Husqvarna will not treat any information received in connection with the Submission as confidential. The Submitter shall only submit their idea using the Unsolicited Idea Submission Form and shall only refer to information or content that is already publicly available, for example on the Submitter’s own website or in patent publications.

4 INTELLECTUAL PROPERTY (IP) RIGHTS AND USE OF SUBMISSIONS

4.1 IP in the Submission. Subject to the licenses described below, to the extent that there are any IP Rights in or relating to the Submission owned by the Submitter, such IP Rights will remain, as between the Submitter and Husqvarna, with the Submitter.

4.2 License to Husqvarna to Evaluate the Submission. By making a Submission, you grant to Husqvarna an irrevocable and perpetual, royalty-free, sub-licensable, worldwide license, in all media (now known or later developed) to use, copy, store (retain a copy), distribute, review, assess, test, and otherwise analyze your Submission and all its content, under any IP Rights covering your Submission or incorporated therein, for the purpose of evaluating the Submission.

4.3 Warranties. By providing your Submission, you warrant and represent that the Submission:

(i) is your own original work created by you or a work that you have obtained lawfully and/or via a valid license;

(ii) does not violate any law, regulation or any right of any third-party, including but not limited to IP Rights, or rights of publicity and/or privacy.

4.4 Responsibility for infringements. If you enter a Submission containing elements that are subject to the rights of another individual or entity, including, without limitation, IP Rights, you will be responsible for any legal action the rights holder might take against you or Husqvarna. Likewise, you agree to indemnify Husqvarna against any claims made by individuals or entities claiming rights in the Submission that may contest Husqvarna’s right to use the Submission in accordance with these Terms.

4.5 No restriction on Husqvarna. Without limiting the disclaimer in section 1, Submitter understands that Husqvarna will not keep Submissions confidential and cannot control the information disclosed to Husqvarna or our representatives via the Unsolicited Idea Submission Website, or what we or our representatives will remember about your Submission. Submitter also understands that we will not restrict work assignments of representatives who have had access to your Submission. By providing a Submission, Submitter agrees that Husqvarna may use any information in our representatives’ unaided memories in the development or deployment of our products or services without liability or compensation to you.

4.6 No compensation for evaluation of Submission. Submitter understands that they will not receive any compensation or credit from Husqvarna for making the Submission to Husqvarna or for Husqvarna’s evaluation of the Submission. This provision does not limit any compensation Submitter may receive from Husqvarna or related third parties as a result of use or marketing or profiting from the Submission beyond the evaluation thereof or as provided in these Terms.

4.7 No obligation to use. Husqvarna is not obliged to use the Submission for any purpose.

4.8 No use of Husqvarna’s IP Rights. Nothing in these Terms shall be interpreted as granting the Submitter permission to use or display any of Husqvarna’s trademarks (including any logo or brand) or rights in any Husqvarna technologies or other IP Rights by Husqvarna. Moreover, nothing shall permit Submitter to imply endorsement by Husqvarna of the Submission or its contents without Husqvarna’s prior written consent.

5 INDEMNIFICATION, RELEASE, AND EXCLUSION OF DAMAGES

5.1 Indemnification. . Submitter releases, indemnifies, and holds harmless Husqvarna, and its respective subsidiaries, and affiliated companies, and all of their respective past and present officers, directors, employees, agents and representatives (hereafter the “Released Parties”) from and against any and all liabilities, fines, costs and expenses (losses) arising out of or resulting from any third party claim, suit, action or proceeding related to or arising out of or resulting from the Submitter’s (a) negligence, gross negligence, or willful misconduct; or (b) breach of any representation, warranty, covenant or obligation under these Terms (each an “Action”). Submitter shall promptly notify Husqvarna in writing after it becomes aware of any Action and cooperate with Husqvarna at the Submitter’s sole cost and expense. Husqvarna shall take control of the defense and investigation of any Action and shall employ counsel of its choosing to handle and defend the Action at the Submitter's sole cost and expense.

5.2 Exclusion of damages. TO THE FULLEST EXTENT PERMITTED BY LAW, SUBMITTER AGREES THAT IN NO EVENT SHALL THE RELEASED PARTIES BE LIABLE FOR ANY DIRECT, CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, PUNITIVE OR ENHANCED DAMAGES WHETHER ARISING OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, PRODUCT LIABILITY OR OTHERWISE (INCLUDING THE ENTRY INTO, PERFORMANCE OR BREACH OF THESE TERMS), REGARDLESS OF WHETHER SUCH LOSS OR DAMAGE WAS FORESEEABLE OR THE PARTY AGAINST WHOM SUCH LIABILITY IS CLAIMED HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE, AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE.

6 DATA PRIVACY AND PUBLICITY

6.1 Processing of personal information. . When you submit an idea, Husqvarna will process personal data about you for purposes of evaluating your Submission. Such personal data will include the details provided in the submission form and any other information as provided on a voluntary basis as collected or obtained from the Submission process. The legal basis of the processing is our legitimate interest in exploring further cooperation on the basis of unsolicited ideas provided to Husqvarna by third parties. More information about how we process personal data, the rights you may have, how we may share your data, and how to contact Husqvarna is set out in our External Privacy Notice, which is available at https://privacyportal.husqvarnagroup.com/int/privacy-notice/.

7 GENERAL CONDITIONS RELATING TO SUBMISSIONS AND THE TERMS

7.1 Eligibility to make Submissions. If you are making a Submission as a representative for an entity, such as the company for which you are working, you warrant to Husqvarna that the entity is duly organized, validly existing and in good standing under the laws of the country in which it is organized or incorporated and that you have legal authority to bind that entity and that you have been permitted by your employer to make the submission on its behalf. Individuals under the age of 18, as well as employees of Husqvarna and its affiliated companies, are not entitled to make Submissions.

7.2 Compliance with law and Husqvarna’s other terms and policies. You shall ensure that your Submission complies with all applicable laws and regulations as well as Husqvarna’s general website terms of use and Husqvarna’s code of conduct.

7.3 Effect of non-compliance. Should Husqvarna suspect that a Submission or Submitter does not comply with sections 7.1 or 7.2, Husqvarna reserves the right to block such Submissions and/or Submitters and to take any other appropriate action as Husqvarna sees fit.

7.4 Precedence of the Terms. If there is any discrepancy or inconsistency between the terms and conditions of these Terms and disclosures or other statements contained in any Submission materials, including but not limited to the Unsolicited Idea Submission Form, Unsolicited Idea Website, advertising (including but not limited to television, print, radio or online ads), and written or oral communications by Husqvarna representatives, these Terms shall prevail.

7.5 Changes to the Terms. The Terms are subject to change at any time, including the rights or obligations of the Submitter and Husqvarna. In order to make effective such change, Husqvarna will post the terms and conditions of the amended Terms on the Unsolicited Idea Website. To the fullest extent permitted by law, any amendment will become effective at the time specified in the posting of the amended Terms or, if no time is specified, the time of posting.

7.6 Enforcement by Husqvarna. Husqvarna’s failure to enforce any term of these Terms shall not constitute a waiver of that provision.

8 OTHER LEGAL TERMS AND CONDITIONS

8.1 Independent Contractors. The relationship between the Submitter and Husqvarna is that of independent contractors. Nothing contained in these Terms shall be construed as creating any agency, partnership [Swedish: enkelt bolag], joint venture or other form of joint enterprise, employment or fiduciary relationship between the Parties, and neither Party shall have authority to contract for or bind the other Party in any manner whatsoever.

8.2 Severability. If any term or provision of these Terms are invalid, illegal or unenforceable, such invalidity, illegality or unenforceability shall not affect any other term or provision of the Terms. Upon a determination that any term or other provision is invalid, illegal or unenforceable, Husqvarna shall modify the Terms so as to effect the original intent of Husqvarna as closely as possible.

9 GOVERNING LAW AND DISPUTES

9.1 Governing law. All issues and questions concerning the construction, validity, interpretation and enforceability of these Terms, or the rights and obligations of the Submitter and Husqvarna in connection with the Submission, shall be interpreted and enforced according to and under the laws of Sweden without regard to any choice of law provisions thereof.

9.2 Dispute resolution. Any dispute arising out of or related in any manner to the Submission or these Terms shall be referred to and finally determined by arbitration in accordance with the Terms of Arbitration Institute of the Stockholm Chamber of Commerce. The place of arbitration shall be in Stockholm, Sweden and the language of the proceeding shall be English unless the Parties agree otherwise.

9.3 Injunctive relief. Notwithstanding the foregoing section 9.2, Husqvarna shall always be entitled to initiate proceedings in any court having jurisdiction for injunctive relief based on claims of unauthorized use of Husqvarna’s trademarks or any other IP Rights of Husqvarna or in any other circumstances where Husqvarna reasonably believes that such equitable relief is needed to protect its interests or otherwise prevent harm or to preserve the status quo.