{"_id":"586d8f521c014819000ea675","category":{"_id":"586d8f511c014819000ea664","version":"586d8f511c014819000ea65d","project":"56d629f02417921500c46716","__v":0,"sync":{"url":"","isSync":false},"reference":false,"createdAt":"2016-03-29T00:52:25.142Z","from_sync":false,"order":7,"slug":"legal","title":"Legal"},"parentDoc":null,"user":"56d62986b30acf150053be43","project":"56d629f02417921500c46716","__v":0,"version":{"_id":"586d8f511c014819000ea65d","project":"56d629f02417921500c46716","__v":2,"createdAt":"2017-01-05T00:12:01.865Z","releaseDate":"2017-01-05T00:12:01.865Z","categories":["586d8f511c014819000ea65e","586d8f511c014819000ea65f","586d8f511c014819000ea660","586d8f511c014819000ea661","586d8f511c014819000ea662","586d8f511c014819000ea663","586d8f511c014819000ea664","587977f57a58130f00303d4e"],"is_deprecated":false,"is_hidden":false,"is_beta":false,"is_stable":true,"codename":"adams","version_clean":"2.0.0","version":"2.0"},"updates":["57d540f565a96a170037d0cd"],"next":{"pages":[],"description":""},"createdAt":"2016-03-29T00:52:38.964Z","link_external":false,"link_url":"","githubsync":"","sync_unique":"","hidden":false,"api":{"results":{"codes":[]},"settings":"","auth":"required","params":[],"url":""},"isReference":false,"order":1,"body":"**DIGITALGLOBE MAPS API \nTERMS OF USE**\n\nVersion WW0062B8-25-17\n\n***PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE USING DIGITALGLOBE MAPS API.*** \n\nThese Terms of Use are entered into by DigitalGlobe, Inc. (“DigitalGlobe”), with its principal place of business is 1300 W. 120th Avenue, Westminster, Colorado 80234 USA, and you (“you”). These Terms of Use contain the terms and conditions relating to your access to and use of DG Maps API.\n\nBy clicking “I agree to the Terms of Use” on our sign-up page or downloading, accessing or using DG Maps API, you are accepting and agreeing to be bound by these Term of Use. If you are entering into these Terms of Use on behalf of a company, other legal entity or government agency, you represent that you have the authority to bind that entity to the terms and conditions of these Terms of Use, and use of the term “you” will include reference to both you and the entity that you represent. \n\n**1.\tPRODUCT DESCRIPTION**\n\n1.1\tPRODUCT TIER. DG Maps API is a collection of services that facilitates the inclusion of Content (as defined in Section 1.2 of these Terms of Use) and maps in webpages and applications made available to end users. During your Subscription Term (as defined in Section 2.1 of these Terms of Use), DigitalGlobe will provide you with a subscription to DG Maps API at the tier, the components of which are described at http://platform.digitalglobe.com/maps-api/#pricing (each, a “Product Tier”), as selected by you when you register to access DG Maps API. DigitalGlobe reserves the right to modify the components of and subscription fee for a Product Tier by posting the change at http://platform.digitalglobe.com/maps-api/#pricing or notifying you by email, and any such changes will be implemented upon the start of your next Renewal Term (as defined in Section 2.1 of these Terms of Use).\n\n1.2\tDIGITALGLOBE PLATFORM. DG Maps API is provided to you via the DigitalGlobe Platform through which you and your authorized employees and/or contractors that you have retained to provide services for your benefit (collectively, “Authorized Users”) may access satellite and aerial imagery (“Licensed Images”) and other content, software, support files and other data owned by DigitalGlobe or its third party suppliers, including, without limitation, Mapbox Streets and Mapbox Terrain (collectively with Licensed Images, the “Content”). \n\n(a)\tAuthorized Access. You and your Authorized Users will access the DigitalGlobe Platform via the Internet by means of a specific account, passwords and API keys, provided by DigitalGlobe. You are solely responsible for the confidentiality, security and use of your passwords, API keys and account. You are responsible for any actions taken using your passwords and API keys, and DigitalGlobe will have the right to rely upon any information received from any person using a password or other security measures assigned to you and will incur no liability for such reliance. \n\n(b)\tRestrictions on Use. You will use commercially reasonable efforts to prevent unauthorized access to and use of the DigitalGlobe Platform and will notify DigitalGlobe promptly of any unauthorized use of which it is aware. Use of the DigitalGlobe Platform is also subject to those restrictions set forth in Section 1.5 of these Terms of Use. \n\n(c)\tDisabling Devices.  You will use commercially reasonable efforts, including using a Virus (as defined below) detection/scanning program, in order to remove any Disabling Devices (as defined below) from your systems that may be transmitted to or otherwise present any harm to DigitalGlobe’s systems. If you determine that a Disabling Device has been transmitted to the DigitalGlobe Platform or other systems or computers of DigitalGlobe, you will notify DigitalGlobe promptly of the transmission and the nature of the Virus or other device. DigitalGlobe may disable your access to the DigitalGlobe Platform and other DigitalGlobe computing systems and/or networks to protect DigitalGlobe’s computing systems and/or networks. DigitalGlobe will notify you if it disables your access as soon as reasonably possible thereafter. As used in these Terms of Use, “Virus” means any computer instructions, devices or techniques that can or were designed to threaten, infect, assault, vandalize, defraud, disrupt, damage, disable, alter, inhibit or maliciously shut down software and/or a processing environment, and “Disabling Device” means any computer software, code or device, including any Virus, intended for or capable of (i) disrupting, disabling, harming or otherwise impeding in any matter the operation of, or providing unauthorized access to, the DigitalGlobe Platform or the Licensed Images, or (ii) damaging or destroying the DigitalGlobe Platform server or the Licensed Images.\n\n1.3\tCONTENT. The Content is included with each subscription to DG Maps API. If the Content includes links to websites and resources provided by third parties, DigitalGlobe has no control over the content of those sites or resources, and DigitalGlobe is not liable for any loss or damage that may arise from your of those sites or resources.\n\n1.4\tLICENSE GRANT.  DG Maps API is licensed and not sold under these Terms of Use. The applicable license type is set forth in the Product Tier you selected. All licenses are subject to those requirements and restrictions set forth in Sections 1.5 and 1.6 of these Terms of Use.\n\n**(a)\tView License**. If a View License is included in the Product Tier selected, subject to the terms and conditions of these Terms of Use, DigitalGlobe grants to you a limited, non-exclusive, non-transferable, fee-paid, license for the Subscription Term (as defined in Section 2.1 of these Terms of Use) to allow you and your Authorized Users to use DG Maps API as follows:\n\n(i)\tto view the Content and overlay the Content with streets, terrain and other data available as a part of DG Maps API and/or overlay the Licensed Images with Your Content (as defined below) for the purpose of developing Map Based Applications (as defined below) that only enables users of your Map Based Application (“End Users”) to view the Content as a part of the application; and\n\n(ii)\tto publish the Map Based Applications on websites or integrate into another application so that End Users may view the Content that are included in the Map Based Applications.\n\nFor the purposes of these Terms of Use, (1) “Your Content” means software, applications, tools, algorithms, models, methods or other data owned by you or for which you have the appropriate use rights; (2) “Map Based Application” means an application developed by you using DG Maps API that complies with the requirements of the applicable license type and these Terms of Use. \n\n**(b)\tDerive License.** If a Derive License is included in the Product Tier selected, in addition to the license rights granted under the View License, subject to the terms and conditions of these Terms of Use, DigitalGlobe grants to you a limited, non-exclusive, non-transferable, fee-paid, license for the Subscription Term to allow you and your Authorized Users to use DG Maps API as follows: \n\n(i)\tto use and overlay data on the Content as permitted in Section 1.4(a)(i) of these Terms of Use to develop Map Based Applications that enable End Users to extract geographic features, human-made features, persons or animals and related data from the Licensed Images via identification, measurement, and/or analysis for End User’s internal use or to contribute to Open Street Maps; and\n\n(ii)\tto publish the Map Based Applications developed under Section 1.4(b)(i) of these Terms of Use so that End Users may also extract features from the Licensed Images that are included in the Map Based Applications as permitted in Section 1.4 (b)(i) above.\n\n**(c)\tDownload/Offline License. **If a Download/Offline License is included in the Product Tier selected, in addition to the license rights granted under the Derive License, subject to the terms and conditions of these Terms of Use, DigitalGlobe grants to you a limited, non-exclusive, non-transferable, fee-paid, license for the Subscription Term allow you and your Authorized Users to use DG Maps API as follows:\n\n(i)\tto use and overlay data on the Licensed Images as permitted in Section 1.4(a)(i) of these Terms of Use to develop Map Based Applications that enable End Users to:\n\n(1)\tprint digital (e.g., pdfs) and paper copies of maps made available through the Map Based Application for personal, non-commercial use; and\n\n(2)\tdownload and cache Licensed Images in jpeg or png format on mobile devices, tablets, computers and similar devices for offline usage; provided that, the Map Based Application must not allow an End User to cache more than 100MB per session and End Users will not have any right to use or redistribute the Content separate and apart from the Map Based Application; and\n\n(ii)\tto publish the Map Based Applications developed under Section 1.4(c)(i) of these Terms of Use so that End Users may also download and cache Licensed Images that are included in the Map Based Applications as permitted in Section 1.4(c)(i) above. \n\n1.5\tLICENSE RESTRICTIONS. Except to the extent expressly permitted in these Terms of Use, you will not, and will not allow any third party to: (a) create derivative works; (b) allow access to or use of the Content through any technology or means other than DG Maps API; (c) perform an action with the intent of introducing to DG Maps API any Virus or Disabling Device; (d) sublicense, transfer, assign, rent, lease, or otherwise convey DG Maps API or any right with respect thereto, to any third party; (e) use DG Maps API to store or transmit infringing, libelous, or otherwise unlawful or tortious material; (f) interfere with the operation of DG Maps API or attempt to access data not belonging to or intended for you; (g) reverse engineer, disassemble or decompile any component of DG Maps API to the extent such restriction is permitted by law; (h) modify DG Maps API in a manner that infringes upon the Intellectual Property Rights (as defined below) of third parties or violates any laws; (i) use DG Maps API for any activities where the use or failure of DDG Maps API could lead to death or injury or property or environmental damage; or (j) use DG Maps API for your own internal business operations. As used in these Terms of Use, “Intellectual Property Rights” means all past, present, and future trade secret rights, patent rights, copyrights, moral rights, contract rights, trademark rights, service marks, and other proprietary rights in any jurisdiction, including those rights in inventions, software, domain names, know-how, technology, methods, processes, information, and technology.\n\n1.6\tREQUIREMENTS FOR MAP BASED APPLICATIONS. All Map Based Applications must comply with those requirements set forth in Exhibit A and the DG Maps API product specification then in effect available at http://mapsapidocs.digitalglobe.com/docs/product-specification  (the “Product Specification”). DigitalGlobe reserves the right to revise the Product Specification upon notice by posting the revised Product Specification on DG Maps API or at https://platform.digitalglobe.com/maps-api/#pricing or notifying you via email.\n\n1.7\tEND USE. You certify that you will use DG Maps API, including the Content, for location based services and/or map making. \n\n1.8\tPRODUCT CHANGES. You understand and agree that DG Maps API is an evolving product. Accordingly, DigitalGlobe reserves the right, in its sole discretion, to add, exclude and discontinue any functionality or Content and to make changes and modifications in specifications, tier components, construction and design at any time. \n\n**2.\tSUBSCRIPTION TERM AND CANCELLATION.**\n\t\n2.1\tSUBSCRIPTION TERM. Your subscription will begin on the day that you sign up for DG Maps API and will continue month-to-month or year-to-year (depending on the Product Tier selected) until you cancel your subscription or DigitalGlobe terminates your subscription (the “Subscription Term”). All Product Tiers except the Platinum Tier will renew on a month-to-month basis; the Platinum Tier will renew on an annual bases. Each month or year, as applicable, that the Subscription Term renews is a “Renewal Term.” \n\n2.2\tCANCELLATION. You may cancel your subscription to DG Maps API at any time, and you will continue to have access to DG Maps API through the end of your monthly billing period. DIGITALGLOBE DOES NOT PROVIDE REFUNDS OR CREDITS FOR ANY PARTIAL-MONTH (OR WITH RESPECT TO THE PLATINUM TIER, PARTIAL-YEAR) PERIODS. To cancel your subscription, you may self-select the cancellation option in your Maps API account dashboard (https://mapsapi.digitalglobe.com/account), or send an email to mapsapi:::at:::digitalglobe.com. You must cancel your subscription before the start of the next Renewal Term in order to avoid billing of the next month’s or year’s subscription fees to your credit card. \n\n2.3\tTERMINATION BY DIGITALGLOBE. DigitalGlobe may terminate your subscription to DG Maps API (or part thereof), without notice, compensation or refund to you, if you breach these Terms of Use. In addition, DigitalGlobe may suspend your access to DG Maps API or terminate your subscription to DG Maps API (or part thereof), without notice, compensation or refund to you, if you fail to pay any portion of the Fees (as defined in Section 3.1 of these Terms of Use) when due. \n\n2.4\tFOLLOWING TERMINATION. Upon termination of your subscription, DigitalGlobe may immediately terminate or disable all access to DG Maps API and you will (a) cease all use of DG Maps API, including all Content; (b) cease distribution of all Map Based Applications; and (c) destroy, erase, delete or otherwise permanently remove all copies of  DG Maps API and certify in writing to the DigitalGlobe that the foregoing has occurred. \n\n2.5\tSURVIVAL.  The duties and obligations of the parties under Section 1.5 and Articles 2, 4, 5, 6, 7, 8 and 9 of these Terms of Use will survive cancellation or termination of these Terms of Use. \n\n**3.\tSUBSCRIPTION FEE AND BILLING**\n\n3.1\tSUBSCRIPTION FEES. You will pay DigitalGlobe the then current monthly or annual subscription fee, as applicable to the Product Tier you select and set forth at https://platform.digitalglobe.com/maps-api/#pricing, (“Fees”) for your access to DG Maps API. You must provide DigitalGlobe with a current, valid credit card to pay the Fees for your use of DG Maps API. All Fees are payable in United States Dollars and are nonrefundable.\n\n3.2\tBILLING. By starting your subscription to DG Maps API and providing your credit card information, you authorize DigitalGlobe to charge to your credit card monthly in payment of the applicable Fee at the then current rate and any other charges that you may incur in connection with your use of DG Maps API. For clarity, if you purchase a subscription to the Platinum Tier, the Subscription Term is one (1) year, but your annual subscription  will be charged in monthly installments. You acknowledge that the amount billed each month may vary from month to month for reasons that may include promotional offers or changes in your subscription, and you authorize DigitalGlobe to charge your credit card for such varying amounts, which may be billed monthly in one or more charges. Your monthly Fee will be billed at the beginning of your Subscription Term and thereafter will automatically be billed each month on the calendar day corresponding to the first day of your Subscription Term. DigitalGlobe reserves the right to change the timing of your billing if your payment has not successfully settled. If your Subscription Term begins on a day not contained in a given month, DigitalGlobe will bill your credit card on another day in the applicable month or such other day as DigitalGlobe determines. If the applicable Fees cannot be charged to your credit card for any reason, DigitalGlobe reserves the right to suspend your access to DG Maps API until all past due amounts have been paid.\n\n3.3\tTAXES. Fees do not include any sales, use, value-added, foreign withholding or other taxes, duties, fees, excises or tariffs imposed on the licensing, sale or use of DG Maps API (collectively, “Taxes”). You are responsible for, and if applicable will reimburse DigitalGlobe within thirty (30) days of request, all Taxes and any related penalties, except for taxes imposed on DigitalGlobe’s net income. If you are required to withhold Taxes from payments, the amount due and payable to DigitalGlobe must still equal the Fees that would otherwise be payable had the Taxes not been withheld, and you must provide DigitalGlobe with a receipt or other acceptable documentation from the applicable taxing authority evidencing the payment of the Taxes.  \n\n**4.\tCOMPLIANCE WITH LICENSE TERMS.** Upon DigitalGlobe’s written request, you will certify your compliance with the license granted under these Terms of Use. If you are unable to provide this certification, you will work in good faith with DigitalGlobe to convey the proper license type and remit the appropriate Fees as remedy for any non-compliance. In addition, DigitalGlobe reserves the right to terminate your subscription to DG Maps API for non-compliance in accordance with Section 2.3 of these Terms of Use.\n\n**5.\tINTELLECTUAL PROPERTY**\n\n5.1\tTITLE AND OWNERSHIP.  \n\n(a)\tDG Maps API. Except for the limited rights granted in Section 1.4 of these Terms of Use, as between the parties: (i) all right, title and interest, including all Intellectual Property Rights, in DG Maps API, including the DigitalGlobe Platform, Licensed Images and other Content, are the exclusive property of DigitalGlobe or its third party Content providers; and (ii) you have no rights, whether by implication or otherwise, in DG Maps API except as expressly granted herein.\n\n(b)\tMap Based Applications. As between the parties, (i) all right, title and interest, including all Intellectual Property Rights, in a Map Based Application (excluding DG Maps API) are your exclusive property; and (ii) DigitalGlobe has no rights, whether by implication or otherwise, in a Map Based Application except as expressly granted herein.\n\n(c)\tFeedback. You may provide suggestions and comments regarding usability, bug reports, test reports or other feedback (collectively, \"Feedback\"), regarding DG Maps API, as requested, and in the format specified, by DigitalGlobe. You agree that: (i) DigitalGlobe may freely use, disclose, reproduce, license, distribute and otherwise commercialize improvements resulting from the Feedback in any DigitalGlobe product, technology or service; and (ii) you obtain no Intellectual Property Rights in any improvements to DG Maps API or other products resulting from the Feedback and hereby expressly waives any such claims.\n \n5.2\tNO TRADEMARK LICENSE. Except as required in Exhibit A to these Terms of Use or the Product Specification, you may not use the trademarks, service marks, trade name, domain name or other source identifiers of DigitalGlobe without the express written consent of DigitalGlobe.\n\n**6.\tINDEMNIFICATION **\n\n6.1\tINDEMNIFICATION BY DIGITALGLOBE.  DigitalGlobe will defend, indemnify and hold you harmless from and against any claim or action by a third party against you, and all losses, damages, costs, penalties, fees and reasonable attorney’s fees (collectively, “Losses”) incurred by you, arising out of a claim that a Licensed Image as provided by DigitalGlobe infringes any United States copyright of any third party.\n\n6.2\tINDEMNIFICATION BY YOU. You will defend, indemnify and hold DigitalGlobe harmless from and against any claim or action by any third party against DigitalGlobe, and Losses incurred by DigitalGlobe, arising out of or relating to (a) a Map Based Application; (b) Your Content; or (c) a breach by you of these Terms of Use.\n\n6.3\tSUBSTITUTES.  If your use of the Content is restricted, encumbered, or enjoined by reason of any infringement, DigitalGlobe will promptly, at its election, and at no additional cost to you: (a) obtain for you the right to continue to use the Content as provided in these Terms of Use; (b) modify the Content so as to render it non-infringing (provided that DigitalGlobe’s modification will not materially affect your use, or the performance, of the Content), or (c) replace the Content with equally suitable, non-infringing alternatives, which will be subject to the provisions of these Terms of Use. To the extent the options provided in subsections (a) through (c) above are not commercially feasible, DigitalGlobe will have the right to immediately terminate your subscription and provide a refund of a prorated portion of the monthly or annual subscription fee paid in advance by you based on the number of days remaining in such period.\n\n6.4\tEXCEPTIONS.  Notwithstanding the foregoing, DigitalGlobe assumes no liability (and will have no indemnification obligation under Section 6.1 of these Terms of Use) arising from or related to any claim by a third party alleging infringement based on (a) the use of the Content in combination with other products, methods, processes not provided by the DigitalGlobe, if such infringement would have been avoided without such combination; (b) modification of the Content made by you unless such infringement would have existed without such modification; (c) the continuation of allegedly infringing activities by you after notification by DigitalGlobe of a court ordered injunction disallowing the continued use of the Content; (d) the use by you of prior versions of any Content after the DigitalGlobe has provided you with an updated version; or (e) third party Content.\n\n6.5\tINDEMNIFICATION PROCEDURES.  In order to obtain the benefit of any indemnification hereunder, the party seeking indemnification (the “Indemnitee”) will provide the other party (the “Indemnitor”) with prompt notice of any written threat, warning, or notice of any third party claim or action subject to indemnification hereunder, and copies of all papers served upon or received by the Indemnitee relating thereto.  The Indemnitor will have the sole right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise unless otherwise mutually agreed to in writing between the parties (provided, however, that the Indemnitor will not have the right to bind the Indemnitee to any agreement without its prior written consent, which consent will not be unreasonably withheld or delayed).  The Indemnitee will provide reasonable assistance to the Indemnitor (at the Indemnitor’s expense) regarding the defense of such claim or action. This Article 6 provides your sole and exclusive remedy in connection with any infringement claims asserted by a third party based on DG Maps API, including the DigitalGlobe Platform, Licensed Images and other Content and any other products and/or services provided by DigitalGlobe.\n\n**7.\tWARRANTY DISCLAIMER**. DG MAPS API IS PROVIDED “AS IS,” WITHOUT ANY WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT OR NON-MISAPPROPRIATION OF INTELLECTUAL PROPERTY RIGHTS OF A THIRD PARTY, CUSTOM, TRADE, QUIET ENJOYMENT, ACCURACY OF INFORMATION, CONTENT OR RESULTS, OR CONDITIONS ARISING UNDER ANY OTHER LEGAL REQUIREMENT. DIGITALGLOBE HEREBY DISCLAIMS ANY REPRESENTATION OR WARRANTY THAT ACCESS TO DG MAPS API AND THE AVAILABILITY OF DG MAPS API AND THE CONTENT WILL BE UNINTERRUPTED OR ERROR FREE.  \n\n**8.\tLIMITATION OF LIABILITY.** IN NO EVENT WILL DIGITALGLOBE OR ITS CONTENT PROVIDERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES OF ANY KIND ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OF USE, INCLUDING LOST PROFITS OR LOSS OF DATA, REGARDLESS OF THE LEGAL THEORY UNDER WHICH SUCH LIABILITY IS ASSERTED.  THE TOTAL LIABILITY OF DIGITALGLOBE AND ITS CONTENT PROVIDERS UNDER THESE TERMS OF USE WILL IN NO CIRCUMSTANCES EXCEED, IN THE AGGREGATE, THE AMOUNT OF FEES ACTUALLY PAID BY YOU UNDER THESE  TERMS OF USE DURING THE TWELVE (12) MONTH PERIOD PRECEDING THE EVENT WHICH GIVES RISE TO THE CLAIM. \n\n**9.\tGENERAL PROVISIONS**\n\n9.1\tENTIRE AGREEMENT. These Terms of Use constitute the entire agreement between you and DigitalGlobe with respect to the transactions contemplated hereby and supersedes all previous and contemporaneous agreements, understandings and arrangements with respect to these transactions, whether oral or written. The titles and headings are for reference purposes only and will not limit the construction of these Terms of Use, which will be considered as a whole.\n\n9.2\tAMENDMENT. DigitalGlobe reserves the right to revise these Terms of Use upon notice by posting the revised [Terms of Use](doc:maps-api-terms-of-use) on DG Maps API, at https://platform.digitalglobe.com/maps-api/#pricing or notifying you via email. \n\n9.3\tWAIVER. The failure or delay by you or DigitalGlobe to require performance of any provision of these Terms of Use does not constitute a waiver. All waivers must be in writing and signed by the party granting the waiver. The waiver by a party of any of its rights or remedies in a particular instance will not be construed as a waiver of the same or a different right or remedy in a subsequent instance. \n\n9.4\tSEVERABILITY. If any provision of these Terms of Use is invalid, illegal or unenforceable, that provision will be deemed to be restated so that it is enforceable to the maximum extent permissible under law and is consistent with the original intent and economic terms of the invalid provision. \n\n9.5\tASSIGNMENT.  You may not transfer or assign any of your rights or delegate any of your obligations under these Terms of Use, in whole or in part and including any transfers by operation of law, without the prior written consent of DigitalGlobe. Any attempted assignment or transfer in violation of this Section will be null and void. These Terms of Use will be binding on and inure to the benefit of the parties and their respective permitted successors and assigns.\n\n9.6\tCOMPLIANCE WITH LAWS. You are responsible for your own compliance with laws, regulations and other legal requirements applicable to the conduct of your business and these Terms of Use, and agree to comply with all these laws, regulations and other legal requirements including, without limitation, the Foreign Corrupt Practices Act of the United States of America and the Convention on Combating Bribery of Foreign Government Officials.\n\n9.7\tINTERNATIONAL TRADE COMPLIANCE. DG Maps API is subject to the customs and export control laws and regulations of the United States and any country in which the products are manufactured, received or used, including, without limitation, the Export Administration Regulations and the International Traffic in Arms Regulations. You will comply with these laws, regulations and rules in the performance of your obligations under these Terms of Use. Further, you will not provide DG Maps API or other DigitalGlobe products to blocked, prohibited or restricted individuals and entities  as required by the U.S. Department of Treasury Office of Foreign Assets Control (“OFAC”), including, without limitation, the Denied Persons List, Unverified List and Entity List. You will not knowingly do business with criminal organizations, terrorist organizations or other people or groups, either directly or indirectly, that are likely to use the DigitalGlobe products for purposes that are illegal or adverse to the interests of the United States Government or DigitalGlobe generally. You will provide DigitalGlobe with the assurances and official documents that DigitalGlobe may request periodically to verify your compliance with these Terms of Use.\n\n9.8\tFORCE MAJEURE. Except for your obligation to make payment under these Terms of Use, neither party will be liable for any failure or delay in fulfilling or performing any term of these Terms of Use when and to the extent the failure or delay is caused by or results from acts beyond that party’s reasonable control, including, without limitation, acts of God, fire, earthquake, storm, flood, power outage, strike, war, act of terrorism, law, export control regulation, instructions of government authorities or judgment of a court (not arising out of breach by the party of these Terms of Use). The party suffering a force majeure event will promptly give notice to the other party, stating the period of time the occurrence is expected to continue.\n\n9.9\tGOVERNING LAW AND DISPUTE RESOLUTION. GOVERNING LAW AND DISPUTE RESOLUTION. All matters arising out of or relating to these Terms of Use will be governed by and construed under the laws and using the method of dispute resolution indicated below, based upon where you are domiciled:\n\n[block:parameters]\n{\n  \"data\": {\n    \"h-0\": \"If you are domiciled in:\",\n    \"h-1\": \"The governing law is:\",\n    \"h-2\": \"Any suit, action or proceeding arising out of or relating to these Terms of Use must be:\",\n    \"0-0\": \"A country in North America, South America or Central America\",\n    \"0-1\": \"New York and controlling United States federal law\",\n    \"0-2\": \"Instituted in the United States District Court for the Southern District of New York or the state courts located in New York, New York\",\n    \"1-0\": \"China, Hong Kong or Taiwan\",\n    \"1-1\": \"Hong Kong law\",\n    \"1-2\": \"Referred to and finally resolved by arbitration administered by the Hong Kong International Arbitration Center (“HKIAC”) under the HKIAC Administered Arbitration Rules in force when the notice of arbitration is submitted. The seat of arbitration will be Hong Kong.\",\n    \"2-0\": \"Japan, Korea or Mongolia\",\n    \"2-1\": \"Hong Kong law\",\n    \"2-2\": \"Referred to and finally resolved by arbitration administered by the London Court of International Arbitration (“LCIA”) under the LCIA Rules in force when the notice of arbitration is submitted. The seat of arbitration will be London.\",\n    \"3-0\": \"Australia, New Caledonia, New Zealand or South Pacific Islands\",\n    \"3-1\": \"Laws of New South Wales, Australia\",\n    \"3-2\": \"Instituted in the state and federal courts located in Sydney, Australia.\",\n    \"4-0\": \"All other countries in the Asia Pacific region\",\n    \"4-1\": \"Singapore law\",\n    \"4-2\": \"Referred to and finally resolved by arbitration administered by the Singapore International Arbitration Centre (“SIAC”) under the Arbitration Rules of the SIAC in force when the notice of arbitration is submitted. The seat of arbitration will be Singapore.\",\n    \"5-0\": \"A country in Europe, Middle East or Africa\",\n    \"5-1\": \"Laws of England and Wales\",\n    \"5-2\": \"Referred to and finally resolved by arbitration administered by the London Court of International Arbitration (“LCIA”) under the LCIA Rules in force when the notice of arbitration is submitted. The seat of arbitration will be London.\"\n  },\n  \"cols\": 3,\n  \"rows\": 6\n}\n[/block]\n Each party irrevocably submits to the exclusive jurisdiction of the applicable court set forth above. However, each party will have the right at any time to seek a temporary or permanent injunction or other equitable remedy or relief in any court having subject matter jurisdiction anywhere in the world. With respect to arbitration, there will be one arbitrator and the proceedings will be conducted in English. The party or parties prevailing in any legal actions, arbitration or other proceeding relating to these Terms of Use, whether in arbitration, at trial or upon appeal, will be entitled to recover reasonable attorneys’ fees and other costs and expenses incurred, in addition to any other relief to which it may be entitled. The parties agree that the United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms of Use.\n\n9.10\t\tNO THIRD-PARTY BENEFICIARIES.  Nothing in these Terms of Use, either express or implied, is intended to or will confer upon any third party any legal or equitable right, benefit or remedy of any nature whatsoever under or by reason of these Terms of Use.\n\n9.11\t\tNOTICES. All notices of cancellation must either be self-selected (as described in section 2.2 above) or be sent to mapsapi@digitalglobe.com. Except for cancellations and as set forth in Sections 1.1, 1.6 and 1.8 of these Terms of Use, all other notices relating to these Terms of Use must be in writing in English and sent to DigitalGlobe at legalservices@digitalglobe.com and you at your email address on record with DigitalGlobe. Notice is treated as given upon receipt, as verified by written or automated receipt or electronic log, as applicable.\n\n9.12\t\tCONTROLLING LANGUAGE. These Terms of Use are drafted in the English language only. English will be the controlling language in all respects, and all versions of these Terms of Use in any other language are for accommodation only and will not be binding on the parties. \n\n\n \n***EXHIBIT A***\n**REQUIREMENTS FOR MAP BASED APPLICATIONS**\n\n*1.  Application Use Case. *Each Map Based Application may be used only in accordance with that application use case set forth in the Product Tier you select.  The available Application Use Cases are as follows:\n\n(a)\tPublic. Map Based Applications can be used for both commercial and non-commercial purposes. However, each Map Based Application, including any of Your Content included in or later added, must be generally accessible to users without charge and must not require a fee-based subscription or other fee-based restricted access. In addition, each Map Based Application must not operate behind a firewall, on an internal network or in a closed community (except during development and testing phases).\n\n(i)\tException for Mobile Applications. The requirement in Section 1(a) above does not apply to Map Based Applications used in a mobile application that is sold for a fee through a publicly accessible online store and is downloadable to a mobile device that can access the online store.\n\n(b)\tCommercial. Map Based Applications can be used for both commercial and non-commercial purposes. Each Map Based Application, including any of Your Content included in or later added, may be offered to users for a fee, including, without limitation, pursuant to a fee-based subscription or other fee based restricted access. However, each Map Based Application must not operate behind a firewall, on an internet network or in a closed community (except during development and testing phases).\n\n(c)\tInternal/Private. Map Based Applications can be used for both commercial and non-commercial purposes. Each Map Based Application, including any of Your Content included in or later added, may be offered to uses for a fee, including, without limitation, pursuant to a fee-based subscription or other fee based restricted access. In addition, each Map Based Application may operate behind a firewall, on an internet network or in a closed community accessible only by you and your approved collaborators. \n\n*2.\tEnd User Terms of Use.* Each Map Based Application must display to End Users a link to the terms of use for the Content, as more fully described in the Product Specification for DG Maps API and explicitly state in your terms of use for the Map Based Application that by using the Map Based Application, End Users are agreeing to be bound by the DigitalGlobe and third party terms of use. Map Based Applications cannot include functionality and or terms of use that are inconsistent with the DigitalGlobe Maps Terms of Use or any terms of use required by third party Content providers.  \n\n*3.\tProprietary Rights Notices. *Content provided through DG Maps API may contain trade names, trademarks, service marks, logos, domain names and other brand features of DigitalGlobe and third party Content providers. This attribution must be displayed as provided through DG Maps API or as described in the Product Specification. You will not delete, alter, cover or distort any copyright, trademark or other proprietary rights notice placed by DigitalGlobe or a third party Content provider on or in DGI Maps API and will ensure that all notices are reproduced in each Map Based Application. Branding requirements are further set forth in the Product Specification. DigitalGlobe has the sole right to determine whether the attribution included in a Map Based Application is in compliance with these requirements.\n\n*4.\tNo Downloading.* Except at permitted under the Download/Offline License, a Map Based Application cannot scrape or download Content in bulk.\n\n*5.\tNo Creation of a Substitute Service.* A Map Based Application cannot be a substitute for, or substantially similar service to, DG Maps API.\n\n*6.\tGeneral Restrictions.* A Map Based Application must not do the following:\n\n(a)\tThe Content must not be accessible through interfaces and channels other than DG Maps API.\n\n(b)\tThe identity of the Map Based Application must not be hidden or masked as it accesses DG Maps API.\n\n(c)\tAny links provided in DG Maps API cannot be modified, replaced, obscured or otherwise hindered to prevent the functionality of the link.\n\n*7.\tTransaction Limits and Usage Policies.* If a Map Based Application generates a high volume of transactions, DigitalGlobe reserves the right to set transaction limits. DigitalGlobe also reserves the right to set other usage policies in the Product Specification time to time.","excerpt":"","slug":"maps-api-terms-of-use","type":"basic","title":"Maps API Terms of Use"}

Maps API Terms of Use


**DIGITALGLOBE MAPS API TERMS OF USE** Version WW0062B8-25-17 ***PLEASE READ THESE TERMS OF USE CAREFULLY BEFORE USING DIGITALGLOBE MAPS API.*** These Terms of Use are entered into by DigitalGlobe, Inc. (“DigitalGlobe”), with its principal place of business is 1300 W. 120th Avenue, Westminster, Colorado 80234 USA, and you (“you”). These Terms of Use contain the terms and conditions relating to your access to and use of DG Maps API. By clicking “I agree to the Terms of Use” on our sign-up page or downloading, accessing or using DG Maps API, you are accepting and agreeing to be bound by these Term of Use. If you are entering into these Terms of Use on behalf of a company, other legal entity or government agency, you represent that you have the authority to bind that entity to the terms and conditions of these Terms of Use, and use of the term “you” will include reference to both you and the entity that you represent. **1. PRODUCT DESCRIPTION** 1.1 PRODUCT TIER. DG Maps API is a collection of services that facilitates the inclusion of Content (as defined in Section 1.2 of these Terms of Use) and maps in webpages and applications made available to end users. During your Subscription Term (as defined in Section 2.1 of these Terms of Use), DigitalGlobe will provide you with a subscription to DG Maps API at the tier, the components of which are described at http://platform.digitalglobe.com/maps-api/#pricing (each, a “Product Tier”), as selected by you when you register to access DG Maps API. DigitalGlobe reserves the right to modify the components of and subscription fee for a Product Tier by posting the change at http://platform.digitalglobe.com/maps-api/#pricing or notifying you by email, and any such changes will be implemented upon the start of your next Renewal Term (as defined in Section 2.1 of these Terms of Use). 1.2 DIGITALGLOBE PLATFORM. DG Maps API is provided to you via the DigitalGlobe Platform through which you and your authorized employees and/or contractors that you have retained to provide services for your benefit (collectively, “Authorized Users”) may access satellite and aerial imagery (“Licensed Images”) and other content, software, support files and other data owned by DigitalGlobe or its third party suppliers, including, without limitation, Mapbox Streets and Mapbox Terrain (collectively with Licensed Images, the “Content”). (a) Authorized Access. You and your Authorized Users will access the DigitalGlobe Platform via the Internet by means of a specific account, passwords and API keys, provided by DigitalGlobe. You are solely responsible for the confidentiality, security and use of your passwords, API keys and account. You are responsible for any actions taken using your passwords and API keys, and DigitalGlobe will have the right to rely upon any information received from any person using a password or other security measures assigned to you and will incur no liability for such reliance. (b) Restrictions on Use. You will use commercially reasonable efforts to prevent unauthorized access to and use of the DigitalGlobe Platform and will notify DigitalGlobe promptly of any unauthorized use of which it is aware. Use of the DigitalGlobe Platform is also subject to those restrictions set forth in Section 1.5 of these Terms of Use. (c) Disabling Devices. You will use commercially reasonable efforts, including using a Virus (as defined below) detection/scanning program, in order to remove any Disabling Devices (as defined below) from your systems that may be transmitted to or otherwise present any harm to DigitalGlobe’s systems. If you determine that a Disabling Device has been transmitted to the DigitalGlobe Platform or other systems or computers of DigitalGlobe, you will notify DigitalGlobe promptly of the transmission and the nature of the Virus or other device. DigitalGlobe may disable your access to the DigitalGlobe Platform and other DigitalGlobe computing systems and/or networks to protect DigitalGlobe’s computing systems and/or networks. DigitalGlobe will notify you if it disables your access as soon as reasonably possible thereafter. As used in these Terms of Use, “Virus” means any computer instructions, devices or techniques that can or were designed to threaten, infect, assault, vandalize, defraud, disrupt, damage, disable, alter, inhibit or maliciously shut down software and/or a processing environment, and “Disabling Device” means any computer software, code or device, including any Virus, intended for or capable of (i) disrupting, disabling, harming or otherwise impeding in any matter the operation of, or providing unauthorized access to, the DigitalGlobe Platform or the Licensed Images, or (ii) damaging or destroying the DigitalGlobe Platform server or the Licensed Images. 1.3 CONTENT. The Content is included with each subscription to DG Maps API. If the Content includes links to websites and resources provided by third parties, DigitalGlobe has no control over the content of those sites or resources, and DigitalGlobe is not liable for any loss or damage that may arise from your of those sites or resources. 1.4 LICENSE GRANT. DG Maps API is licensed and not sold under these Terms of Use. The applicable license type is set forth in the Product Tier you selected. All licenses are subject to those requirements and restrictions set forth in Sections 1.5 and 1.6 of these Terms of Use. **(a) View License**. If a View License is included in the Product Tier selected, subject to the terms and conditions of these Terms of Use, DigitalGlobe grants to you a limited, non-exclusive, non-transferable, fee-paid, license for the Subscription Term (as defined in Section 2.1 of these Terms of Use) to allow you and your Authorized Users to use DG Maps API as follows: (i) to view the Content and overlay the Content with streets, terrain and other data available as a part of DG Maps API and/or overlay the Licensed Images with Your Content (as defined below) for the purpose of developing Map Based Applications (as defined below) that only enables users of your Map Based Application (“End Users”) to view the Content as a part of the application; and (ii) to publish the Map Based Applications on websites or integrate into another application so that End Users may view the Content that are included in the Map Based Applications. For the purposes of these Terms of Use, (1) “Your Content” means software, applications, tools, algorithms, models, methods or other data owned by you or for which you have the appropriate use rights; (2) “Map Based Application” means an application developed by you using DG Maps API that complies with the requirements of the applicable license type and these Terms of Use. **(b) Derive License.** If a Derive License is included in the Product Tier selected, in addition to the license rights granted under the View License, subject to the terms and conditions of these Terms of Use, DigitalGlobe grants to you a limited, non-exclusive, non-transferable, fee-paid, license for the Subscription Term to allow you and your Authorized Users to use DG Maps API as follows: (i) to use and overlay data on the Content as permitted in Section 1.4(a)(i) of these Terms of Use to develop Map Based Applications that enable End Users to extract geographic features, human-made features, persons or animals and related data from the Licensed Images via identification, measurement, and/or analysis for End User’s internal use or to contribute to Open Street Maps; and (ii) to publish the Map Based Applications developed under Section 1.4(b)(i) of these Terms of Use so that End Users may also extract features from the Licensed Images that are included in the Map Based Applications as permitted in Section 1.4 (b)(i) above. **(c) Download/Offline License. **If a Download/Offline License is included in the Product Tier selected, in addition to the license rights granted under the Derive License, subject to the terms and conditions of these Terms of Use, DigitalGlobe grants to you a limited, non-exclusive, non-transferable, fee-paid, license for the Subscription Term allow you and your Authorized Users to use DG Maps API as follows: (i) to use and overlay data on the Licensed Images as permitted in Section 1.4(a)(i) of these Terms of Use to develop Map Based Applications that enable End Users to: (1) print digital (e.g., pdfs) and paper copies of maps made available through the Map Based Application for personal, non-commercial use; and (2) download and cache Licensed Images in jpeg or png format on mobile devices, tablets, computers and similar devices for offline usage; provided that, the Map Based Application must not allow an End User to cache more than 100MB per session and End Users will not have any right to use or redistribute the Content separate and apart from the Map Based Application; and (ii) to publish the Map Based Applications developed under Section 1.4(c)(i) of these Terms of Use so that End Users may also download and cache Licensed Images that are included in the Map Based Applications as permitted in Section 1.4(c)(i) above. 1.5 LICENSE RESTRICTIONS. Except to the extent expressly permitted in these Terms of Use, you will not, and will not allow any third party to: (a) create derivative works; (b) allow access to or use of the Content through any technology or means other than DG Maps API; (c) perform an action with the intent of introducing to DG Maps API any Virus or Disabling Device; (d) sublicense, transfer, assign, rent, lease, or otherwise convey DG Maps API or any right with respect thereto, to any third party; (e) use DG Maps API to store or transmit infringing, libelous, or otherwise unlawful or tortious material; (f) interfere with the operation of DG Maps API or attempt to access data not belonging to or intended for you; (g) reverse engineer, disassemble or decompile any component of DG Maps API to the extent such restriction is permitted by law; (h) modify DG Maps API in a manner that infringes upon the Intellectual Property Rights (as defined below) of third parties or violates any laws; (i) use DG Maps API for any activities where the use or failure of DDG Maps API could lead to death or injury or property or environmental damage; or (j) use DG Maps API for your own internal business operations. As used in these Terms of Use, “Intellectual Property Rights” means all past, present, and future trade secret rights, patent rights, copyrights, moral rights, contract rights, trademark rights, service marks, and other proprietary rights in any jurisdiction, including those rights in inventions, software, domain names, know-how, technology, methods, processes, information, and technology. 1.6 REQUIREMENTS FOR MAP BASED APPLICATIONS. All Map Based Applications must comply with those requirements set forth in Exhibit A and the DG Maps API product specification then in effect available at http://mapsapidocs.digitalglobe.com/docs/product-specification (the “Product Specification”). DigitalGlobe reserves the right to revise the Product Specification upon notice by posting the revised Product Specification on DG Maps API or at https://platform.digitalglobe.com/maps-api/#pricing or notifying you via email. 1.7 END USE. You certify that you will use DG Maps API, including the Content, for location based services and/or map making. 1.8 PRODUCT CHANGES. You understand and agree that DG Maps API is an evolving product. Accordingly, DigitalGlobe reserves the right, in its sole discretion, to add, exclude and discontinue any functionality or Content and to make changes and modifications in specifications, tier components, construction and design at any time. **2. SUBSCRIPTION TERM AND CANCELLATION.** 2.1 SUBSCRIPTION TERM. Your subscription will begin on the day that you sign up for DG Maps API and will continue month-to-month or year-to-year (depending on the Product Tier selected) until you cancel your subscription or DigitalGlobe terminates your subscription (the “Subscription Term”). All Product Tiers except the Platinum Tier will renew on a month-to-month basis; the Platinum Tier will renew on an annual bases. Each month or year, as applicable, that the Subscription Term renews is a “Renewal Term.” 2.2 CANCELLATION. You may cancel your subscription to DG Maps API at any time, and you will continue to have access to DG Maps API through the end of your monthly billing period. DIGITALGLOBE DOES NOT PROVIDE REFUNDS OR CREDITS FOR ANY PARTIAL-MONTH (OR WITH RESPECT TO THE PLATINUM TIER, PARTIAL-YEAR) PERIODS. To cancel your subscription, you may self-select the cancellation option in your Maps API account dashboard (https://mapsapi.digitalglobe.com/account), or send an email to mapsapi@digitalglobe.com. You must cancel your subscription before the start of the next Renewal Term in order to avoid billing of the next month’s or year’s subscription fees to your credit card. 2.3 TERMINATION BY DIGITALGLOBE. DigitalGlobe may terminate your subscription to DG Maps API (or part thereof), without notice, compensation or refund to you, if you breach these Terms of Use. In addition, DigitalGlobe may suspend your access to DG Maps API or terminate your subscription to DG Maps API (or part thereof), without notice, compensation or refund to you, if you fail to pay any portion of the Fees (as defined in Section 3.1 of these Terms of Use) when due. 2.4 FOLLOWING TERMINATION. Upon termination of your subscription, DigitalGlobe may immediately terminate or disable all access to DG Maps API and you will (a) cease all use of DG Maps API, including all Content; (b) cease distribution of all Map Based Applications; and (c) destroy, erase, delete or otherwise permanently remove all copies of DG Maps API and certify in writing to the DigitalGlobe that the foregoing has occurred. 2.5 SURVIVAL. The duties and obligations of the parties under Section 1.5 and Articles 2, 4, 5, 6, 7, 8 and 9 of these Terms of Use will survive cancellation or termination of these Terms of Use. **3. SUBSCRIPTION FEE AND BILLING** 3.1 SUBSCRIPTION FEES. You will pay DigitalGlobe the then current monthly or annual subscription fee, as applicable to the Product Tier you select and set forth at https://platform.digitalglobe.com/maps-api/#pricing, (“Fees”) for your access to DG Maps API. You must provide DigitalGlobe with a current, valid credit card to pay the Fees for your use of DG Maps API. All Fees are payable in United States Dollars and are nonrefundable. 3.2 BILLING. By starting your subscription to DG Maps API and providing your credit card information, you authorize DigitalGlobe to charge to your credit card monthly in payment of the applicable Fee at the then current rate and any other charges that you may incur in connection with your use of DG Maps API. For clarity, if you purchase a subscription to the Platinum Tier, the Subscription Term is one (1) year, but your annual subscription will be charged in monthly installments. You acknowledge that the amount billed each month may vary from month to month for reasons that may include promotional offers or changes in your subscription, and you authorize DigitalGlobe to charge your credit card for such varying amounts, which may be billed monthly in one or more charges. Your monthly Fee will be billed at the beginning of your Subscription Term and thereafter will automatically be billed each month on the calendar day corresponding to the first day of your Subscription Term. DigitalGlobe reserves the right to change the timing of your billing if your payment has not successfully settled. If your Subscription Term begins on a day not contained in a given month, DigitalGlobe will bill your credit card on another day in the applicable month or such other day as DigitalGlobe determines. If the applicable Fees cannot be charged to your credit card for any reason, DigitalGlobe reserves the right to suspend your access to DG Maps API until all past due amounts have been paid. 3.3 TAXES. Fees do not include any sales, use, value-added, foreign withholding or other taxes, duties, fees, excises or tariffs imposed on the licensing, sale or use of DG Maps API (collectively, “Taxes”). You are responsible for, and if applicable will reimburse DigitalGlobe within thirty (30) days of request, all Taxes and any related penalties, except for taxes imposed on DigitalGlobe’s net income. If you are required to withhold Taxes from payments, the amount due and payable to DigitalGlobe must still equal the Fees that would otherwise be payable had the Taxes not been withheld, and you must provide DigitalGlobe with a receipt or other acceptable documentation from the applicable taxing authority evidencing the payment of the Taxes. **4. COMPLIANCE WITH LICENSE TERMS.** Upon DigitalGlobe’s written request, you will certify your compliance with the license granted under these Terms of Use. If you are unable to provide this certification, you will work in good faith with DigitalGlobe to convey the proper license type and remit the appropriate Fees as remedy for any non-compliance. In addition, DigitalGlobe reserves the right to terminate your subscription to DG Maps API for non-compliance in accordance with Section 2.3 of these Terms of Use. **5. INTELLECTUAL PROPERTY** 5.1 TITLE AND OWNERSHIP. (a) DG Maps API. Except for the limited rights granted in Section 1.4 of these Terms of Use, as between the parties: (i) all right, title and interest, including all Intellectual Property Rights, in DG Maps API, including the DigitalGlobe Platform, Licensed Images and other Content, are the exclusive property of DigitalGlobe or its third party Content providers; and (ii) you have no rights, whether by implication or otherwise, in DG Maps API except as expressly granted herein. (b) Map Based Applications. As between the parties, (i) all right, title and interest, including all Intellectual Property Rights, in a Map Based Application (excluding DG Maps API) are your exclusive property; and (ii) DigitalGlobe has no rights, whether by implication or otherwise, in a Map Based Application except as expressly granted herein. (c) Feedback. You may provide suggestions and comments regarding usability, bug reports, test reports or other feedback (collectively, "Feedback"), regarding DG Maps API, as requested, and in the format specified, by DigitalGlobe. You agree that: (i) DigitalGlobe may freely use, disclose, reproduce, license, distribute and otherwise commercialize improvements resulting from the Feedback in any DigitalGlobe product, technology or service; and (ii) you obtain no Intellectual Property Rights in any improvements to DG Maps API or other products resulting from the Feedback and hereby expressly waives any such claims. 5.2 NO TRADEMARK LICENSE. Except as required in Exhibit A to these Terms of Use or the Product Specification, you may not use the trademarks, service marks, trade name, domain name or other source identifiers of DigitalGlobe without the express written consent of DigitalGlobe. **6. INDEMNIFICATION ** 6.1 INDEMNIFICATION BY DIGITALGLOBE. DigitalGlobe will defend, indemnify and hold you harmless from and against any claim or action by a third party against you, and all losses, damages, costs, penalties, fees and reasonable attorney’s fees (collectively, “Losses”) incurred by you, arising out of a claim that a Licensed Image as provided by DigitalGlobe infringes any United States copyright of any third party. 6.2 INDEMNIFICATION BY YOU. You will defend, indemnify and hold DigitalGlobe harmless from and against any claim or action by any third party against DigitalGlobe, and Losses incurred by DigitalGlobe, arising out of or relating to (a) a Map Based Application; (b) Your Content; or (c) a breach by you of these Terms of Use. 6.3 SUBSTITUTES. If your use of the Content is restricted, encumbered, or enjoined by reason of any infringement, DigitalGlobe will promptly, at its election, and at no additional cost to you: (a) obtain for you the right to continue to use the Content as provided in these Terms of Use; (b) modify the Content so as to render it non-infringing (provided that DigitalGlobe’s modification will not materially affect your use, or the performance, of the Content), or (c) replace the Content with equally suitable, non-infringing alternatives, which will be subject to the provisions of these Terms of Use. To the extent the options provided in subsections (a) through (c) above are not commercially feasible, DigitalGlobe will have the right to immediately terminate your subscription and provide a refund of a prorated portion of the monthly or annual subscription fee paid in advance by you based on the number of days remaining in such period. 6.4 EXCEPTIONS. Notwithstanding the foregoing, DigitalGlobe assumes no liability (and will have no indemnification obligation under Section 6.1 of these Terms of Use) arising from or related to any claim by a third party alleging infringement based on (a) the use of the Content in combination with other products, methods, processes not provided by the DigitalGlobe, if such infringement would have been avoided without such combination; (b) modification of the Content made by you unless such infringement would have existed without such modification; (c) the continuation of allegedly infringing activities by you after notification by DigitalGlobe of a court ordered injunction disallowing the continued use of the Content; (d) the use by you of prior versions of any Content after the DigitalGlobe has provided you with an updated version; or (e) third party Content. 6.5 INDEMNIFICATION PROCEDURES. In order to obtain the benefit of any indemnification hereunder, the party seeking indemnification (the “Indemnitee”) will provide the other party (the “Indemnitor”) with prompt notice of any written threat, warning, or notice of any third party claim or action subject to indemnification hereunder, and copies of all papers served upon or received by the Indemnitee relating thereto. The Indemnitor will have the sole right to conduct the defense of any such claim or action and all negotiations for its settlement or compromise unless otherwise mutually agreed to in writing between the parties (provided, however, that the Indemnitor will not have the right to bind the Indemnitee to any agreement without its prior written consent, which consent will not be unreasonably withheld or delayed). The Indemnitee will provide reasonable assistance to the Indemnitor (at the Indemnitor’s expense) regarding the defense of such claim or action. This Article 6 provides your sole and exclusive remedy in connection with any infringement claims asserted by a third party based on DG Maps API, including the DigitalGlobe Platform, Licensed Images and other Content and any other products and/or services provided by DigitalGlobe. **7. WARRANTY DISCLAIMER**. DG MAPS API IS PROVIDED “AS IS,” WITHOUT ANY WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT OR NON-MISAPPROPRIATION OF INTELLECTUAL PROPERTY RIGHTS OF A THIRD PARTY, CUSTOM, TRADE, QUIET ENJOYMENT, ACCURACY OF INFORMATION, CONTENT OR RESULTS, OR CONDITIONS ARISING UNDER ANY OTHER LEGAL REQUIREMENT. DIGITALGLOBE HEREBY DISCLAIMS ANY REPRESENTATION OR WARRANTY THAT ACCESS TO DG MAPS API AND THE AVAILABILITY OF DG MAPS API AND THE CONTENT WILL BE UNINTERRUPTED OR ERROR FREE. **8. LIMITATION OF LIABILITY.** IN NO EVENT WILL DIGITALGLOBE OR ITS CONTENT PROVIDERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES OF ANY KIND ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OF USE, INCLUDING LOST PROFITS OR LOSS OF DATA, REGARDLESS OF THE LEGAL THEORY UNDER WHICH SUCH LIABILITY IS ASSERTED. THE TOTAL LIABILITY OF DIGITALGLOBE AND ITS CONTENT PROVIDERS UNDER THESE TERMS OF USE WILL IN NO CIRCUMSTANCES EXCEED, IN THE AGGREGATE, THE AMOUNT OF FEES ACTUALLY PAID BY YOU UNDER THESE TERMS OF USE DURING THE TWELVE (12) MONTH PERIOD PRECEDING THE EVENT WHICH GIVES RISE TO THE CLAIM. **9. GENERAL PROVISIONS** 9.1 ENTIRE AGREEMENT. These Terms of Use constitute the entire agreement between you and DigitalGlobe with respect to the transactions contemplated hereby and supersedes all previous and contemporaneous agreements, understandings and arrangements with respect to these transactions, whether oral or written. The titles and headings are for reference purposes only and will not limit the construction of these Terms of Use, which will be considered as a whole. 9.2 AMENDMENT. DigitalGlobe reserves the right to revise these Terms of Use upon notice by posting the revised [Terms of Use](doc:maps-api-terms-of-use) on DG Maps API, at https://platform.digitalglobe.com/maps-api/#pricing or notifying you via email. 9.3 WAIVER. The failure or delay by you or DigitalGlobe to require performance of any provision of these Terms of Use does not constitute a waiver. All waivers must be in writing and signed by the party granting the waiver. The waiver by a party of any of its rights or remedies in a particular instance will not be construed as a waiver of the same or a different right or remedy in a subsequent instance. 9.4 SEVERABILITY. If any provision of these Terms of Use is invalid, illegal or unenforceable, that provision will be deemed to be restated so that it is enforceable to the maximum extent permissible under law and is consistent with the original intent and economic terms of the invalid provision. 9.5 ASSIGNMENT. You may not transfer or assign any of your rights or delegate any of your obligations under these Terms of Use, in whole or in part and including any transfers by operation of law, without the prior written consent of DigitalGlobe. Any attempted assignment or transfer in violation of this Section will be null and void. These Terms of Use will be binding on and inure to the benefit of the parties and their respective permitted successors and assigns. 9.6 COMPLIANCE WITH LAWS. You are responsible for your own compliance with laws, regulations and other legal requirements applicable to the conduct of your business and these Terms of Use, and agree to comply with all these laws, regulations and other legal requirements including, without limitation, the Foreign Corrupt Practices Act of the United States of America and the Convention on Combating Bribery of Foreign Government Officials. 9.7 INTERNATIONAL TRADE COMPLIANCE. DG Maps API is subject to the customs and export control laws and regulations of the United States and any country in which the products are manufactured, received or used, including, without limitation, the Export Administration Regulations and the International Traffic in Arms Regulations. You will comply with these laws, regulations and rules in the performance of your obligations under these Terms of Use. Further, you will not provide DG Maps API or other DigitalGlobe products to blocked, prohibited or restricted individuals and entities as required by the U.S. Department of Treasury Office of Foreign Assets Control (“OFAC”), including, without limitation, the Denied Persons List, Unverified List and Entity List. You will not knowingly do business with criminal organizations, terrorist organizations or other people or groups, either directly or indirectly, that are likely to use the DigitalGlobe products for purposes that are illegal or adverse to the interests of the United States Government or DigitalGlobe generally. You will provide DigitalGlobe with the assurances and official documents that DigitalGlobe may request periodically to verify your compliance with these Terms of Use. 9.8 FORCE MAJEURE. Except for your obligation to make payment under these Terms of Use, neither party will be liable for any failure or delay in fulfilling or performing any term of these Terms of Use when and to the extent the failure or delay is caused by or results from acts beyond that party’s reasonable control, including, without limitation, acts of God, fire, earthquake, storm, flood, power outage, strike, war, act of terrorism, law, export control regulation, instructions of government authorities or judgment of a court (not arising out of breach by the party of these Terms of Use). The party suffering a force majeure event will promptly give notice to the other party, stating the period of time the occurrence is expected to continue. 9.9 GOVERNING LAW AND DISPUTE RESOLUTION. GOVERNING LAW AND DISPUTE RESOLUTION. All matters arising out of or relating to these Terms of Use will be governed by and construed under the laws and using the method of dispute resolution indicated below, based upon where you are domiciled: [block:parameters] { "data": { "h-0": "If you are domiciled in:", "h-1": "The governing law is:", "h-2": "Any suit, action or proceeding arising out of or relating to these Terms of Use must be:", "0-0": "A country in North America, South America or Central America", "0-1": "New York and controlling United States federal law", "0-2": "Instituted in the United States District Court for the Southern District of New York or the state courts located in New York, New York", "1-0": "China, Hong Kong or Taiwan", "1-1": "Hong Kong law", "1-2": "Referred to and finally resolved by arbitration administered by the Hong Kong International Arbitration Center (“HKIAC”) under the HKIAC Administered Arbitration Rules in force when the notice of arbitration is submitted. The seat of arbitration will be Hong Kong.", "2-0": "Japan, Korea or Mongolia", "2-1": "Hong Kong law", "2-2": "Referred to and finally resolved by arbitration administered by the London Court of International Arbitration (“LCIA”) under the LCIA Rules in force when the notice of arbitration is submitted. The seat of arbitration will be London.", "3-0": "Australia, New Caledonia, New Zealand or South Pacific Islands", "3-1": "Laws of New South Wales, Australia", "3-2": "Instituted in the state and federal courts located in Sydney, Australia.", "4-0": "All other countries in the Asia Pacific region", "4-1": "Singapore law", "4-2": "Referred to and finally resolved by arbitration administered by the Singapore International Arbitration Centre (“SIAC”) under the Arbitration Rules of the SIAC in force when the notice of arbitration is submitted. The seat of arbitration will be Singapore.", "5-0": "A country in Europe, Middle East or Africa", "5-1": "Laws of England and Wales", "5-2": "Referred to and finally resolved by arbitration administered by the London Court of International Arbitration (“LCIA”) under the LCIA Rules in force when the notice of arbitration is submitted. The seat of arbitration will be London." }, "cols": 3, "rows": 6 } [/block] Each party irrevocably submits to the exclusive jurisdiction of the applicable court set forth above. However, each party will have the right at any time to seek a temporary or permanent injunction or other equitable remedy or relief in any court having subject matter jurisdiction anywhere in the world. With respect to arbitration, there will be one arbitrator and the proceedings will be conducted in English. The party or parties prevailing in any legal actions, arbitration or other proceeding relating to these Terms of Use, whether in arbitration, at trial or upon appeal, will be entitled to recover reasonable attorneys’ fees and other costs and expenses incurred, in addition to any other relief to which it may be entitled. The parties agree that the United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms of Use. 9.10 NO THIRD-PARTY BENEFICIARIES. Nothing in these Terms of Use, either express or implied, is intended to or will confer upon any third party any legal or equitable right, benefit or remedy of any nature whatsoever under or by reason of these Terms of Use. 9.11 NOTICES. All notices of cancellation must either be self-selected (as described in section 2.2 above) or be sent to mapsapi@digitalglobe.com. Except for cancellations and as set forth in Sections 1.1, 1.6 and 1.8 of these Terms of Use, all other notices relating to these Terms of Use must be in writing in English and sent to DigitalGlobe at legalservices@digitalglobe.com and you at your email address on record with DigitalGlobe. Notice is treated as given upon receipt, as verified by written or automated receipt or electronic log, as applicable. 9.12 CONTROLLING LANGUAGE. These Terms of Use are drafted in the English language only. English will be the controlling language in all respects, and all versions of these Terms of Use in any other language are for accommodation only and will not be binding on the parties.   ***EXHIBIT A*** **REQUIREMENTS FOR MAP BASED APPLICATIONS** *1. Application Use Case. *Each Map Based Application may be used only in accordance with that application use case set forth in the Product Tier you select. The available Application Use Cases are as follows: (a) Public. Map Based Applications can be used for both commercial and non-commercial purposes. However, each Map Based Application, including any of Your Content included in or later added, must be generally accessible to users without charge and must not require a fee-based subscription or other fee-based restricted access. In addition, each Map Based Application must not operate behind a firewall, on an internal network or in a closed community (except during development and testing phases). (i) Exception for Mobile Applications. The requirement in Section 1(a) above does not apply to Map Based Applications used in a mobile application that is sold for a fee through a publicly accessible online store and is downloadable to a mobile device that can access the online store. (b) Commercial. Map Based Applications can be used for both commercial and non-commercial purposes. Each Map Based Application, including any of Your Content included in or later added, may be offered to users for a fee, including, without limitation, pursuant to a fee-based subscription or other fee based restricted access. However, each Map Based Application must not operate behind a firewall, on an internet network or in a closed community (except during development and testing phases). (c) Internal/Private. Map Based Applications can be used for both commercial and non-commercial purposes. Each Map Based Application, including any of Your Content included in or later added, may be offered to uses for a fee, including, without limitation, pursuant to a fee-based subscription or other fee based restricted access. In addition, each Map Based Application may operate behind a firewall, on an internet network or in a closed community accessible only by you and your approved collaborators. *2. End User Terms of Use.* Each Map Based Application must display to End Users a link to the terms of use for the Content, as more fully described in the Product Specification for DG Maps API and explicitly state in your terms of use for the Map Based Application that by using the Map Based Application, End Users are agreeing to be bound by the DigitalGlobe and third party terms of use. Map Based Applications cannot include functionality and or terms of use that are inconsistent with the DigitalGlobe Maps Terms of Use or any terms of use required by third party Content providers. *3. Proprietary Rights Notices. *Content provided through DG Maps API may contain trade names, trademarks, service marks, logos, domain names and other brand features of DigitalGlobe and third party Content providers. This attribution must be displayed as provided through DG Maps API or as described in the Product Specification. You will not delete, alter, cover or distort any copyright, trademark or other proprietary rights notice placed by DigitalGlobe or a third party Content provider on or in DGI Maps API and will ensure that all notices are reproduced in each Map Based Application. Branding requirements are further set forth in the Product Specification. DigitalGlobe has the sole right to determine whether the attribution included in a Map Based Application is in compliance with these requirements. *4. No Downloading.* Except at permitted under the Download/Offline License, a Map Based Application cannot scrape or download Content in bulk. *5. No Creation of a Substitute Service.* A Map Based Application cannot be a substitute for, or substantially similar service to, DG Maps API. *6. General Restrictions.* A Map Based Application must not do the following: (a) The Content must not be accessible through interfaces and channels other than DG Maps API. (b) The identity of the Map Based Application must not be hidden or masked as it accesses DG Maps API. (c) Any links provided in DG Maps API cannot be modified, replaced, obscured or otherwise hindered to prevent the functionality of the link. *7. Transaction Limits and Usage Policies.* If a Map Based Application generates a high volume of transactions, DigitalGlobe reserves the right to set transaction limits. DigitalGlobe also reserves the right to set other usage policies in the Product Specification time to time.