SpatialStream® Terms of Use

Thank you for using the Digital Map Products' SpatialStream® platform (SpatialStream® Application Programming Interfaces, Web Services, and finished products). By accepting this Terms of Use agreement and using the SpatialStream® platform, you are agreeing to comply with and be bound by the following Terms of Use. If you do not agree with any of the terms below and do not accept this Terms of Use agreement, Digital Map Products does not grant you a license to use the SpatialStream® Platform or SpatialStream®. You represent that you have the authority to bind the organization, if applicable, identified in your application for the SpatialStream® API.

Digital Map Products reserves the right to modify these Terms of Use from time to time, without notice, by posting the new version online. The most current version of the Terms of Use may always be found online at http://www.spatialstream.com/terms.html. Your continued use of the SpatialStream® platform components, or the continued use of the SpatialStream® platform components on any website, API or application developed by you, after such change constitutes your acceptance of such changes.

The SpatialStream® platform consists of JavaScript and web services that allow you to integrate spatial data and spatial functionality into your interactive mapping application, subject to the limitations and conditions described below. Specifically, it allows you to spatially enable your online mapping application by gaining access to spatial data sets, loading and synchronizing your own data sets, create and edit spatial data, incorporate spatial editing functionality into your application, integrate advanced spatial analysis tools into your application, form relationships and perform lookups among spatial data sets, thematically display spatial data, and perform basic and advanced spatial queries in your application.

In order to obtain access to the SpatialStream® platform, you must register with Digital Map Products. After supplying Digital Map Products with your registration information and agreeing to this Terms of Use agreement, you will be issued login credentials assigned to you by Digital Map Products that is uniquely associated with your account.

Once your registration has been received and accepted by Digital Map Products, subject to this Terms of Use agreement, you will be given access to sample code for the SpatialStream® platform free of charge for an unlimited time to determine its suitability for use with your application.

Definition

“Platform“: means the collection of SpatialStream® technology: finished products, data, web services, APIs, documentation, and other technical solutions which deliver spatial data and technology to online spatial applications.

“API”: means Application Programming Interface that enables developers to integrate spatial data and spatial technology into their applications.

“Web Service”: means the programmable web service that enables developers to integrate spatial data and spatial technology into their applications.

“Application”: means those applications developed by outside organizations, such as web sites, intranet sites, mobile device applications, or personal computer applications that use the Service.

“Content”: means the content included as part of the SpatialStream® platform, such as standard spatial boundaries, parcel boundaries, hazard data, and other location content derived from use of the platform.

“Service”: means the method of accessing the SpatialStream® platform and associated data and functionality.

“You” and “Your”: means both you and such person or entity on whose behalf you act, if any.

“Digital Map Products”, “DMP”, “We” or “Us”: means Digital Map Products, Inc and its corporate affiliates.

Grant of License

SpatialStream® and the SpatialStream® platform and associated APIs, web services, and other technologies are owned by Digital Map Products. If you are approved by Digital Map Products for trial use of the SpatialStream® platform, subject to these Terms of Use, Digital Map Products grants you a non-exclusive, non-sublicenseable, nontransferable, revocable license to use the SpatialStream® platform for Term defined below. You may access the SpatialStream® platform and implement portions of the SpatialStream® platform on your web site during the Term. The SpatialStream® platform is limited to interactive client-facing mapping applications only and is not to be used to perform any server to server, or batch processing. The SpatialStream® platform does not give you any right, or your end users any right, to the underlying data hosted by Digital Map Products. Data must not be extracted or copied from SpatialStream® for use outside of SpatialStream®. This license is subject to the following additional restrictions:

• All calls to the SpatialStream® APIs and web services must reference the Registration Key issued to you pursuant to this Terms of Use agreement.
• You agree to keep the SpatialStream® Registration Key confidential and not to share it with any third party. This license is personal to you, and any affiliates must seek and obtain their own license and Registration Key.
• Your license during the Term of this trial period is intended for limited developmental purposes only in order for you to evaluate whether or not the SpatialStream® API is suitable for use with your application and shall not be used to provide access and/or distribute any data on a commercial basis and excludes any rights to distribute SpatialStream® data to a third party, except for as may be required for this limited developmental and evaluation purpose.
• You agree that you will provide the information and functionality provided by SpatialStream® to users on “as is” terms, with disclaimers substantially equivalent to those set forth below.
• You may use the SpatialStream® data only on a transactional basis. You and/or your end users are not permitted to download the SpatialStream® data.
• You may not retain any copies of the SpatialStream® data or tiles. Your license to SpatialStream® is limited to making direct server calls to SpatialStream.com.
• You agree not to otherwise reproduce, modify, distribute, decompile, disassemble, or reverse engineer any portion of the SpatialStream® platform or any data or tiles provided by Digital Map Products.
• You will not, and will not authorize any third party to, use any automated means including, without limitation, agents, robots, scripts or spiders, to access the SpatialStream® platform. Geocodes or reverse geocodes from the SpatialStream® platform may only be used in conjunction with displaying SpatialStream® tiles and data and employing SpatialStream® functionality. You will not take any action that imposes an unreasonably or disproportionately large burden on Digital Map Products' infrastructure, including the SpatialStream® platform, as determined by Digital Map Products in its sole discretion.
• You may not use or authorize use of the SpatialStream® platform to do performance or stress testing on the SpatialStream® platform without prior written approval from Digital Map Products. Further, you may not publish or publicly disclose the results of any benchmarking or other testing performed on or with respect to SpatialStream® (whether or not authorized) without prior written approval from Digital Map Products.
• If you become aware that any user of your implementation is in material breach of these Terms of Use, then you agree to notify Digital Map Products promptly of such breach by email to SpatialStream@digmap.com, and to take prompt corrective actions at your expense to remedy such breach. In addition, upon request of Digital Map Products, you will either (a) use your best efforts to obtain such equitable relief to prevent harm to Digital Map products or its licensors, or (b) assign any of your applicable rights to permit Digital Map Products or the applicable licensor to seek such equitable relief. Your obligations to report and enforce the applicable terms will survive termination of these Terms of Use or your use of the SpatialStream® platform.
• You shall not use the SpatialStream® platform in connection with or to promote any products, services, or materials that constitute, promote or are used primarily for the purpose including, but not limited to, dealing in spyware, adware or other malicious programs or codes, or any manner or for any purpose that violates any law or regulation, any right of any person or entity, including but not limited to intellectual property rights, rights of privacy, or in any manner inconsistent with this Terms of Use agreement.
• Digital Map Products may change, limit, suspend, discontinue, or otherwise modify all or any aspect of the SpatialStream® platform, including its availability, at any time, without notice to you. Digital Map Products reserves the right to release subsequent versions of the SpatialStream® platform and to require you to use the most recent version.
• All rights not expressly granted to you under this Terms of Use agreement are reserved by Digital Map Products.

Intellectual Property

The SpatialStream® platform may be protected by copyrights, trademarks, service marks, international treaties, and/or other proprietary rights and laws of the US and other countries. Digital Map Products' rights apply to the SpatialStream® platform and all output and executables of the SpatialStream® platform, excluding any software components developed by you which do not themselves incorporate the SpatialStream® platform components. This Terms of Use agreement grants you no right, title, or interest in any intellectual property owned or licensed by Digital Map Products, including the SpatialStream® platform and Digital Map Products' trademarks. You shall retain sole title and ownership to all data that you provide under this Agreement. In using the trial platform, you grant Digital Map Products a non-exclusive royalty free right to use such data in connection with the provision and improvement of the platform.

Limited Relationship

You and Digital Map Products are independent contractors, and nothing in these Terms of Use shall be construed as creating an employer-employee relationship, a partnership, or a joint venture. While you may publicly refer to the fact that you have implemented the SpatialStream® platform, you agree not to make any other public statements that assert or imply any other relationship with Digital Map Products, unless you have Digital Map Products' prior written approval.

Indemnity

You agree to hold harmless and indemnify Digital Map Products, and its subsidiaries, affiliates, officers, agents, employees, and suppliers, from and against any third party claim arising from or in any way related to you or your users' use of the SpatialStream® API, violation of these Terms of Use, or other actions connected with the use of Digital Map Products services, including any liability or expense arising from all claims, losses, damages (actual and consequential), suits, judgments, litigation costs and attorney's fees, of every kind and nature. In such a case, Digital Map Products will provide you with written notice of such claim, suit or action.

Disclaimer of Warranties

You expressly agree that your use of the SpatialStream® platform, web services, and APIs, and any associated results, materials, and services is at your own risk. The SpatialStream® platform and any results, materials, or other services provided by or on behalf of Digital Map Products pursuant to this agreement are provided “as is” without warranty, express or implied, of any kind and with all defects. Digital Map Products and its suppliers expressly disclaim any and all warranties or conditions, express, statutory and implied, including without limitation any warranty merchantability, fitness for a particular purpose, availability, title, non-infringement, or that the SpatialStream® platform will operate properly as integrated with or used by your application, and all representations as to the quality of the SpatialStream® platform or any associated results, materials or other services.

Liability Limitation

In no event will Digital Map Products or any supplier have any liability in connection with this agreement for any indirect, incidental, consequential, special, or exemplary damages (including without limitation, damages for lost profits, business interruption, loss of or unauthorized access to information), even if Digital Map Products has been advised of the possibility of such damages.

Term and Termination

Your free trial period (“Term”) of the SpatialStream® platform pursuant to this Terms of Use agreement shall commence on the date upon which you agree to this Terms of Use agreement and shall continue until terminated by either you or Digital Map Products as outlined below.

You may terminate your legal agreement with Digital Map Products by discontinuing your use of the Service at any time, and removing all SpatialStream® code from your Application.

Digital Map Products may, at any time, suspend your use of the SpatialStream® platform or terminate your access to the SpatialStream® platform pursuant to this Terms of Use agreement at any time, without cause and without notice to you.

General

Choice of Law; Jurisdiction. The Terms of Use and the relationship between you and Digital Map Products shall be governed by the laws of the State of California without regard to its conflict of laws provision. You and Digital Map Products agree to submit to the personal and exclusive jurisdiction of the courts located within the county of Orange, California.

No Third Party Beneficiary. The provisions of this Agreement are for the benefit of the Parties and not for any other person or entity.

Waiver & Severability. The failure of either party at any time to enforce any right or remedy available to it under this Terms of Use agreement will not be construed to be a waiver of such right or remedy. If any provision of this Terms of Use agreement is held to be unenforceable in any respect, such unenforceability will not affect any other provision of this agreement.

Survivability. The following sections: Indemnity, Disclaimer of Warranties, Liability Limitation, and General will survive the termination or expiration of this Agreement for any reason.

Miscellaneous. The section headings and subheadings contained in this Terms of Use agreement are included for convenience purposes only, and shall not limit or otherwise affect the terms of this Terms of Use agreement. Any construction or interpretation to be made of the Terms of Use shall not be construed against the drafter. Nothing in this Terms of Use agreement shall be construed to confer any rights to third party beneficiaries.

Complete Agreement. This Terms of Use agreement constitutes the entire agreement between you and Digital Map Products with respect the subject matter hereof. If you are a customer of Digital Map Products and have separately entered into a SpatialStream® License Agreement with Digital Map Products, the SpatialStream® License Agreement shall supersede any rights provided to you in this agreement and the terms of that SpatialStream® Agreement shall prevail.

Last Revised December 16, 2009