HANDMARK “EXPRESS” TERMS OF SERVICE,
LICENSE AGREEMENT AND CANCELLATION POLICY
Consumer advice: This version of Pocket Express includes access to information services that are currently offered at no charge, other than your standard data access plan from your network provider. Other, optional services and products are also available from the Pocket Express product and any costs for those services will be presented prior to purchase and will not be charged without your agreement. All services and products, both no charge and paid, are governed by the following terms, which, by agreement, you explicitly acknowledge as having read and understood.
SUMMARY:
- This is an agreement between you and Handmark, Inc. the creator and publisher of the Pocket Express (Handmark Express and Express) wireless service product.
- The entire contents of Pocket Express are copyrighted, patented, or otherwise protected intellectual property owned by Handmark and other content creators who have licensed their content for inclusion in the product.
- You will only use this product and all contents of Pocket Express for your private, personal use and will not redistribute in any form other than as expressly allowed by the product.
- You agree that the services provided have value and that you will pay for all content that has a price as either a one time or subscription license as determined solely by Handmark.
- By using this product you agree that the publisher (Handmark and any affiliate or service provider) may maintain information about your use of the product for the purpose of providing you the product's services and improving the services.
- By using this product you agree and acknowledge that you will receive advertisements as a part of the content distributed within the product.
- You acknowledge that you are solely responsible for any acts or decisions you may make as a consequence of exposure to any of the content in the product.
SUBSCRIPTION ACCOUNTS, PAYMENT, AND CANCELLATION By establishing an account or using any software provided, developed, licensed or owned by Handmark you agree to be bound by this Agreement and to use the Services in compliance with this Agreement, the Terms Of Service and the End User License Agreement, and other Handmark policies posted on our Web site.
SUBSCRIPTION REQUIREMENTS Customers must be at least 18 years old. Handmark reserves the right to change prices and institute new fees at any time.
OTHER FEES You acknowledge and agree that any fees or charges, including, but not limited to, the costs for sending or receiving text messages, downloads, updates, emails, or any other data transmission or use costs, incurred while using this software or service, from any mobile operator, carrier, or other service provider are your sole responsibility.
PAYMENT OBLIGATIONS OF A CUSTOMER All Handmark Express subscriptions, both monthly and annual subscriptions, renew for like terms and are billed to your credit card, or other form of payment you select, on the monthly or annual anniversary date unless canceled in writing prior to the end of the then current subscription period, either the current month or annual term of the subscription.
When asked, customers must (1) provide Handmark with accurate and complete billing information including legal name, address, phone number, and credit card/billing information, and (2) report to Handmark all changes to this information within 30 days of the change. Customers are responsible for any charges to their account.
Customers having questions regarding charges to an account should contact Handmark by email at support@handmark.com. All charges are considered valid unless disputed in writing within 60 days of the billing date. Adjustments will not be made for charges that are more than 60 days old.
Charges are billed to Customers' credit cards each month for the applicable service plan and any additional usage or services. Handmark is not responsible for any charges or expenses (e.g., for overdrawn accounts, exceeding credit card limits, etc.) resulting from charges billed by Handmark.
Delinquent accounts may be suspended or canceled at the sole discretion of Handmark; however, charges will continue to accrue until the account is canceled and collection fees, late charges or other similar fees may be added. Handmark may bill an additional charge to reinstate a suspended account.
CANCELLATION OF HANDMARK EXPRESS SUBSCRIPTION You understand and acknowledge that any service, including services provided at no charge by Handmark, may be modified, suspended, or cancelled at any time by Handmark, and that services that may have been provided at no charge may become available only as part of a paid subscription. You further understand and acknowledge that any such change may occur without any notice to you, the user of the service.
Your Service Commitment begins on the day of activation of your subscription to Handmark Express. All Handmark Express subscriptions, monthly, annual, or subscriptions for any other time period, are prepaid and may not be canceled during the prepaid period of service. For services beyond the prepaid subscription, the renewal period, you may cancel your Handmark Express subscription at any time for any reason. In all cases, if you cancel service you will remain responsible for service fees and charges incurred through the effective date of cancellation.
You have received certain benefits from us in exchange for any Service Commitment. If we terminate your service for nonpayment or any default of your end user license before the end of the Service Commitment, or if you terminate your service for any reason pursuant to a change of terms, conditions, or rates as set forth below, you agree to pay us, in addition to all other amounts owed, an Early Termination Fee of $35 (U.S.)
CUSTOMER'S ACCOUNT, PASSWORD AND SECURITY Upon registration, you may receive a username and password. You are the only authorized Customer of your Handmark account, except if expressly specified otherwise in your service plan, and you must comply with this Agreement. You should keep your password confidential so that no one else may access the Services through your account. Please notify Handmark immediately upon discovering any unauthorized use of your account. Usernames and passwords are the property of Handmark and Handmark may alter or replace them at any time.
RESTRICTIONS Unless you have a separate agreement with Handmark authorizing you to do so, you will: (i) not copy or distribute the software or source code behind the Express Service to any third party; (ii) not reverse engineer, disassemble or decompile any portion of the Service or otherwise attempt to discover or re-create the source code to the Service; (iii) comply with all applicable laws, including U.S. export control laws, applicable to the Service; (iv) not make any modification, adaptation, improvement, enhancement, translation, or derivative work of or to any portion of the Service; (v) not remove, alter, or obscure any proprietary notices (including copyright notices) of Handmark or its suppliers in any portion of the EXPRESS WIRELESS Service or on the Express Web site(s); (vi) not interfere with or disrupt the use and enjoyment of the Services by other users; and (vii) not use any type of automated means to (a) utilize the Service or (b) download or retrieve Express content or other information.
LINKS The Service may provide, or third parties may provide, links to other World Wide Web sites or resources. Because Handmark has no control over such sites and resources, you acknowledge and agree that Handmark is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any Content, advertising, products, or other materials on or available from such sites or resources. You further acknowledge and agree that Handmark shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such Content, goods or services available on or through any such site or resource.
HANDMARK PROPRIETARY RIGHTS You acknowledge and agree that the Express Service and any necessary software used in connection with the Service ("Software") contain proprietary and confidential information that is protected by applicable intellectual property and other laws. You further acknowledge and agree that Content contained in the Service or information presented to you through the Service is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws. Except as expressly authorized by Handmark or Handmark Express content suppliers, you agree not to modify, rent, lease, loan, sell, distribute or create derivative works based on the Service or the Software, in whole or in part.
Handmark grants you a personal, non-transferable and non-exclusive right and license to use the object code of its Software on a single device; provided that you do not (and do not allow any third party to) copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, grant a security interest in or otherwise transfer any right in the Software. You agree not to modify the Software in any manner or form, or to use modified versions of the Software, including (without limitation) for the purpose of obtaining unauthorized access to the Service. You agree not to access the Service by any means other than through the interface that is provided by Handmark for use in accessing the Service.
TERMINATION Your rights under this Agreement terminate automatically if you fail to comply with any of the terms and conditions of this Agreement. No notice is required from Handmark to effectuate such termination. Additionally, Handmark may terminate this Agreement at any time and for any reason and may effect notice of such termination through any means, including but not limited to email, alert messages posted to the Express service, or posting such notice on Handmark Web sites or otherwise publicly proclaiming such termination. Upon termination, you must stop using the Service.
MODIFICATIONS TO SERVICE Handmark Express reserves the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Express Service (or any part thereof) with or without notice. You agree that Handmark shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service.
AS-IS You understand and agree that the service is provide "As is" and that Handmark assumes no responsibility for the timeliness, deletion, mis-delivery, or failure of any to retain any content or your content or communication or personal settings.
ADVERTISING You acknowledge that advertisements in various forms may, from time to time, appear within, adjacent to, or as content included within the service. While Handmark, as a policy, does not solicit advertising related to any adult or other content that Handmark may deem inappropriate you agree that advertising content is a part of the service both in free and paid services and will hold harmless Handmark from any and all consequences of any advertisement that may appear within the service. Your participation or response to any advertising in Express is solely between you and the advertiser. You agree that Handmark is not responsible for any loss or damage as a result of your dealings with or as a result of the presence of any advertising in Express.
PRIVACY You understand and agree that by using the service certain information must be retained by Handmark and you consent to the use of this information to provide and improve the services offered, including the transfer of this information to computer servers that may be maintained in the United States or other countries for storage and processing by Handmark. You may also review the Handmark privacy policy on the Internet at http://www.handmark.com/company/privacy.php and you acknowledge that the terms of this privacy policy may be revised from time to time.
USE OF SERVICE You agree that you must evaluate, and bear all risks associated with, the use of any Content, including any reliance on the accuracy, completeness, or usefulness of such Content. In this regard, you acknowledge that you may not rely on any Content created by Handmark or submitted to Handmark, including without limitation information in Express Alerts, and in all other parts of the Express Service.
You acknowledge, consent and agree that Handmark may access, preserve, and disclose your account information and Content if required to do so by law or in a good faith belief that such access preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce the Terms Of Service and/or End User License Agreement; (c) respond to claims that any Content violates the rights of third-parties; (d) respond to your requests for customer service; or (e) protect the rights, property, or personal safety of Handmark, Express or its users and the public.
You understand that the technical processing and transmission of the Service, may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.
You understand that the Service and software embodied within the Service may include security components that permit digital materials to be protected, and use of these materials is subject to usage rules set by Handmark and/or content providers who provide content to the Express Service. You may not attempt to override or circumvent any of the usage rules embedded into the Service. Any unauthorized reproduction, publication, further distribution or public exhibition of the materials provided on the Express Service, in whole or in part, is strictly prohibited.
HANDMARK SOFTWARE LICENSE AGREEMENT
PLEASE READ THIS LICENSE CAREFULLY BEFORE USING HANDMARK SOFTWARE. BY USING THE HANDMARK SOFTWARE, YOU AGREE TO BECOME BOUND BY THE TERMS OF THIS LICENSE IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENSE, DO NOT USE THE HANDMARK SOFTWARE.
The Handmark software ("Software") provided along with this License, is licensed, not sold, to you by Handmark Software Incorporated ("Handmark") for use only under the terms of this License, and Handmark reserves any rights not expressly granted to you. You own the media on which the Software is recorded, but Handmark and its licensors retain ownership of the Software itself.
1. License. This License allows you to: (a) Use one copy of the Software on a single computer at a time To "use" the Software means that the Software is either loaded in the temporary memory of a computer or installed on the permanent memory of a computer. You may install the Software on a common storage device which is accessible by multiple computers, provided that if more computers have access to the common storage device than the number of licensed copies of the Software, you must have some software mechanism which locks-out any concurrent users in excess of the number of licensed copies of the Software and additional license is not needed for the one copy of Software installed on the common storage device accessed by multiple computers) (b) Make one copy of the Software in machine readable form solely for backup purposes. Additionally, only so long as the Software is installed only on the permanent memory of a single desktop computer which is not accessible by multiple computers and that single desktop computer is used by one user for at least 80% of the time the computer is in use, that same user may also make a copy of the Software to use on a portable or home computer which is primarily used by such user As an express condition of this License, you must reproduce on each copy any copyright notice or other proprietary notice that is on the original copy supplied by Handmark (c) Permanently transfer all your rights under this License to another party by providing to such party all copies of the Software licensed under this License together with a copy of this License and the accompanying written materials, provided that the other party reads and agrees to accept the terms and conditions of this License.
2. Restrictions. The Software contains trade secrets in its human perceivable form and, to protect them, you may not REVERSE ENGINEER, DECOMPILE, DISASSEMBLE OR OTHERWISE REDUCE THE SOFTWARE TO ANY HUMAN PERCEIVABLE FORM YOU MAY NOT MODIFY, ADAPT, TRANSLATE, RENT, LEASE, LOAN OR CREATE DERIVATIVE WORKS BASED UPON THE SOFTWARE OR ANY PART THEREOF
3. Termination. This License is effective until terminated This License will terminate immediately without notice from Handmark or judicial resolution if you fail to comply with any provision of this License Upon such termination you must destroy the Software, all accompanying written materials and all copies thereof, and Sections 5, 6 and 7 will survive any termination
4. Limited Warranty. Handmark warrants for a period of ninety (90) days from your date of purchase that the Software as provided by Handmark will substantially conform to Handmark's published specifications for the Software Handmark's entire liability and your sole and exclusive remedy for any breach of the foregoing limited warranty will be, at Handmark's option, replacement of the media (if any), refund of the purchase price (based on fair market value of the Software) or repair or replacement of the Software. THIS LIMITED WARRANTY IS THE ONLY WARRANTY PROVIDED BY HANDMARK AND HANDMARK AND ITS LICENSORS EXPRESSLY DISCLAIM ALL OTHER WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANT ABILITY AND FITNESS FOR A PARTICULAR PURPOSE WITH REGARD TO THE SOFTWARE AND ACCOMPANYING WRITTEN MATERIALS. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF IMPLIED WARRANTIES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
5. Limitation of Remedies and Damages. IN NO EVENT WILL HANDMARK OR ANY OF THE LICENSORS, DIRECTORS, OFFICERS, EMPLOYEES OR AFFILIATES OF ANY OF THE FOREGOING BE LIABLE TO YOU FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT OR SPECIAL DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION AND THE LIKE), WHETHER FORESEEABLE OR UNFORESEEABLE, ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE OR ACCOMPANYING WRITTEN MATERIALS, REGARDLESS OF THE BASIS OF THE CLAIM AND EVEN IF HANDMARK OR A HANDMARK REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. Handmark's liability to you for direct damages for any cause whatsoever, and regardless of the form of the action, will be limited to the greater of $500 or the money paid for the Software (based on fair market value of the Software) that caused the damages. THIS LIMITATION WILL NOT APPLY IN CASE OF PERSONAL INJURY ONLY WHERE AND TO THE EXTENT THAT APPLICABLE LAW REQUIRES SUCH LIABILITY BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CON-SEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
6. General. This License will be construed under the laws of the State of Missouri, except for that body of law dealing with conflicts of law If any provision of this License shall be held by a court of competent jurisdiction to be contrary to law, that provision will be enforced to the maximum extent permissible, and the remaining provisions of this License will remain n full force and effect If you are a U S Government user then the Software is provided with "RESTRICTED RIGHTS" as set forth in subparagraphs (c) (l) and( 2) of the Commercial Computer Software Restricted Rights clause at FAR52227-19 o sub paragraph (c) (1) (ii) of the Rights in Technical Data and Computer Software clause at DFARS 52 277-7013, as applicable Manufacturer Handmark, Incorporated 909 Walnut Street, Fourth Floor, Kansas City, MO 64106.
Software License Agreement - News Channel
Associated Press text, photo, graphic, audio and/or video material shall not be published, broadcast, rewritten for broadcast or publication or redistributed directly or indirectly in any medium. Neither these AP materials nor any portion thereof may be stored in a computer except for personal and non-commercial use. AP will not be held liable in any way to the User or to any third party or to any other person who may receive information in the Service or to any other person whatsoever, for any delays, inaccuracies, errors or omissions therefrom or in the transmission or delivery of all or any part thereof or for any damages arising from any of the foregoing or occasioned thereby.
Software License Agreement - Uclick Data
The following is licensed from (c) Uclick, LLC. All Rights Reserved: Dear Abby (c) Jeanne Phillips; NASCAR Insider (c) Cox News Service; Scott Burns (c) Scott Burns; The Last Word in Astrology (c) Eugenia Last; News of the Weird (c) Chuck Shephard.
Software License Agreement - Express Weather Channel
The Weather Data, from CustomWeather Inc. is licensed for Customer's use (i) only for the specific Customer product specified in the Order; (ii) only for the use of Customer's users and subscribers; and (iii) subject to any other restrictions set forth in this Agreement or the Order. Licensed Usage - License to Customer for the following product: - Express Weather Channel - Handmark Express Bundle
Certain data accessible on our services is the intellectual property of the relevant news and information services provider or third parties that provide such data to the relevant service provider, or us. The data is protected by copyright and other intellectual laws and all ownership rights remain with the information service provider or the third party or us, as the case may be.
You may only use the data retrieved from our services for your own personal and non-commercial purposes while accessing our services. Such use will be in accordance with these Terms and Conditions of Access and the requirements set out elsewhere on our services. You may not copy, distribute or redistribute the data, including by caching, framing or similar means or sell, resell, re-transmit or otherwise make the data retrieved from our services available in any manner to any third party.
The data is provided "as is." We or any third party shall not be liable to you or any third party for any loss or damage, direct, indirect or consequential, arising from (i) any inaccuracy or incompleteness in, or delays, interruptions, errors or omissions in the delivery of the data or any other information supplied to you through our services or (ii) any decision made or action taken by you or any third party in reliance upon the data. Third party nor we shall be liable for loss of business revenues, lost profits or any punitive, indirect, consequential, special or similar damages whatsoever, whether in contract, tort or otherwise, even if advised of the possibility of such damages incurred by you or any third party.
Where the information consists of pricing or performance data, the data contained therein has been obtained from sources believed reliable. Data computations are not guaranteed by any information service provider, third party or us or any affiliates and may not be complete. Neither any information service provider, third party or us give any warranties, as to the accuracy, adequacy, quality or fitness, timeless, non-infringement, title, of any information for a particular purpose or use and all such warranties are expressly excluded to the fullest extent that such warranties may be excluded by law. You bear all risk from any use or results of using any information. You are responsible for validating the integrity of any information received over the Internet.
Transmission may be subject to arbitrary delays beyond our control, which may delay the provision of our services and the execution of your orders. You acknowledge that neither any information service provider, third party nor we will be liable to you or any third party for any losses arising from such delay.
In no event will any information provider, third party or we, be liable for any consequential loss including but not limited to special, incidental, direct or indirect damages resulting from delay or loss of use of our services. We are not responsible for any damage to your computer, software, modem, telephone or other property resulting from your use of our services.
Software License Agreement - Express Maps Channel IMPORTANT - READ CAREFULLY Permission to use all documents and related graphics and any other material from this service is subject to the following Terms of Service
BY USING THIS SERVICE (THE "SERVICE"), YOU ARE AGREEING TO BE BOUND BY THE TERMS OF THIS TERMS OF SERVICE AGREEMENT (THE "AGREEMENT"). THIS IS A LEGAL AGREEMENT BETWEEN YOU ("YOU") AND HANDMARK, INC. IF YOU DO NOT AGREE WITH THE TERMS OF THE AGREEMENT, DO NOT USE THIS SERVICE.
Provider: Tele-Atlas North America (TANA)
1. GRANT OF LICENSE. Provider grants you a non-transferable, non-exclusive license to use the spatial map data provided in this Service, documentation, and other materials supplied by Tele Atlas North America, Inc. ("Tele Atlas," "TANA") to Handmark and in turn provided to you in this Service (the "Tele Atlas Products"), solely for internal use by your business or for your own personal use, on only one central processing unit or personal electronic device at any one time, and not in any networked environment, Internet, or Intranet environment.
The Products contain confidential and proprietary information and materials and may include trade secrets. Accordingly, you agree to hold the Products in confidence and in trust and not to duplicate, reproduce, imitate or disclose the Products in any form. You may not rent, disclose, publish, sell, assign, lease, sublicense, market, or transfer the Products to any third party. You shall not derive or attempt to derive the structure of the Products. You shall not use the Products to create any commercial products or services, including a service bureau or any other use involving the processing of data of other persons or entities, or to generate revenue. You shall not alter, remove, obliterate, or obscure any copyright notice or proprietary legend contained in or on the Products. You are prohibited from using the Premium POIs (i) to create mailing lists or (ii) for other such similar uses.
2. OWNERSHIP. Handmark is an authorized sublicensor of the Tele Atlas Products, which are created, owned and copyrighted by Tele Atlas. Tele Atlas reserves all rights in the Tele Atlas Products and this Agreement does not transfer to you any title or interest in the Tele Atlas Products. If the Products or any portion are modified, merged, incorporated or combined into any software, hardware, or other data, or are converted or translated into another data format, they shall continue to be subject to the provisions of this Agreement, Tele Atlas, retains ownership of all such Tele Atlas Products, and all such portions. You shall not use the Products to provide competitive information about Tele Atlas or Handmark to third parties. You shall not use the products to create a derivative product that competes with the Products.
3. WARRANTY DISCLAIMER. THE PRODUCTS ARE PROVIDED ON AN "AS IS" AND "WITH ALL FAULTS" BASIS. HANDMARK AND TELE ATLAS EXPRESSLY DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY, MERCHANTABLE QUALITY, EFFECTIVENESS, COMPLETENESS, ACCURACY, AND FITNESS FOR A PARTICULAR PURPOSE. NO ORAL OR WRITTEN ADVICE OR INFORMATION PROVIDED BY HANDMARK OR TELE ATLAS OR ANY OF THEIR AGENTS OR EMPLOYEES SHALL CREATE A WARRANTY, AND YOU ARE NOT ENTITLED TO RELY ON ANY SUCH ADVICE OR INFORMATION.
4. LIMITATION OF LIABILITY. IN NO EVENT SHALL HANDMARK OR TELE ATLAS BE LIABLE TO YOU FOR MATTERS ARISING OUT OF THE SUBJECT MATTER OF THIS AGREEMENT, WHETHER IN CONTRACT, TORT OR OTHERWISE. HANDMARK AND TELE ATLAS SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, SPECIAL, INDIRECT, CONSEQUENTIAL, OR INCIDENTAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, AND THE LIKE) ARISING OUT OF THIS AGREEMENT OR THE USE OF OR INABILITY TO USE THE PRODUCTS, EVEN IF HANDMARK OR TELE ATLAS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IF THIS LIMITATION OF LIABILITY PROVISION SHALL FOR ANY REASON WHATSOEVER BE HELD UNENFORCEABLE OR INAPPLICABLE, YOU AGREE THAT HANDMARK AND TELE ATLAS' LIABILITY SHALL NOT EXCEED ONE DOLLAR ($1.00).
5. THIRD PARTY BENEFICIARY. Tele Atlas is hereby expressly made third party beneficiary of each of Handmark's rights under this Agreement. Notwithstanding the above, however, Tele Atlas is not party to this Agreement and has no obligations under this Agreement.
6. U.S. GOVERNMENT RIGHTS. If End User is an agency, department, or other entity of the United States Government, or funded in whole or in part by the United States Government, then use, duplication, reproduction, release, modification, disclosure or transfer of this commercial product and accompanying documentation, is restricted in accordance with the LIMITED or RESTRICTED rights as described in DFARS 252.227-7014(a)(1) (JUN 1995) (DOD commercial computer software definition), DFARS 227.7202-1 (DOD policy on commercial computer software), FAR 52.227-19 (JUN 1987) (commercial computer software clause for civilian agencies), DFARS 252.227-7015 (NOV 1995) (DOD technical data - commercial items clause); FAR 52.227-14 Alternates I, II, and III (JUN 1987) (civilian agency technical data and noncommercial computer software clause); and/or FAR 12.211 and FAR 12.212 (commercial item acquisitions), as applicable. In case of conflict between any of the FAR and DFARS provisions listed herein and this License, the construction that provides greater limitations on the Government's rights shall control. Contractor/manufacturer is Tele Atlas North America, Inc., 11 Lafayette Street, Lebanon, NH 03766-1445. Phone: 603.643. 0330. The Licensed Products are ©1984-2005 by Tele Atlas North America, Inc. ALL RIGHTS RESERVED. For purpose of any public disclosure provision under any federal, state or local law, it is agreed that the Licensed Products are a trade secret and a proprietary commercial product and not subject to disclosure.
If End User is an agency, department, or other entity of any State government, the United States Government or any other public entity or funded in whole or in part by the United States Government, then End User hereby agrees to protect the Licensed Products from public disclosure and to consider the Licensed Products exempt from any statute, law, regulation, or code, including any Sunshine Act, Public Records Act, Freedom of Information Act, or equivalent, which permits public access and/or reproduction or use of the Licensed Products. In the event that such exemption is challenged under any such laws, this EULA shall be considered breached and any and all right to retain any copies or to use of the Licensed Products shall be terminated and considered immediately null and void. Any copies of the Licensed Products held by Licensee shall immediately be destroyed. If any court of competent jurisdiction considers this clause void and unenforceable, in whole or in part, for any reason, this EULA shall be considered terminated and null and void, in its entirety, and any and all copies of the Licensed Products shall immediately be destroyed.
7. USAGE IN CANADA. If you are using this product to view locations within Canada, you also agree to the following provisions:
(a) You are prohibited from removing or obscuring of any copyright, trademark or restrictive legend belonging to DMTI Spatial, Inc
(b) You are prohibited from changing any of the attributes or vector geometry of MultiNetª CAN.
(c) WARRANTY DISCLAIMER. THE PRODUCTS ARE PROVIDED ON AN "AS IS" AND "WITH ALL FAULTS" BASIS. HANDMARK AND DMTI SPATIAL, INC., HER MAJESTY THE QUEEN IN RIGHT OF CANADA, THE MINISTER OF NATURAL RESOURCES AND THEIR RESPECTIVE OFFICERS, EMPLOYEES AND AGENTS EXPRESSLY DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY, MERCHANTABLE QUALITY, EFFECTIVENESS, COMPLETENESS, ACCURACY, AND FITNESS FOR A PARTICULAR PURPOSE. NO ORAL OR WRITTEN ADVICE OR INFORMATION PROVIDED BY HANDMARK OR TELE ATLAS OR ANY OF THEIR AGENTS OR EMPLOYEES SHALL CREATE A WARRANTY, AND YOU ARE NOT ENTITLED TO RELY ON ANY SUCH ADVICE OR INFORMATION.
(d) LIMITATION OF LIABILITY. IN NO EVENT SHALL HANDMARK OR DMTI HER MAJESTY THE QUEEN IN RIGHT OF CANADA, THE MINISTER OF NATURAL RESOURCES AND THEIR RESPECTIVE OFFICERS, EMPLOYEES AND AGENTS BE LIABLE TO YOU FOR MATTERS ARISING OUT OF THE SUBJECT MATTER OF THIS AGREEMENT, WHETHER IN CONTRACT, TORT OR OTHERWISE. HANDMARK AND TELE ATLAS SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, SPECIAL, INDIRECT, CONSEQUENTIAL, OR INCIDENTAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, AND THE LIKE) ARISING OUT OF THIS AGREEMENT OR THE USE OF OR INABILITY TO USE THE PRODUCTS, EVEN IF HANDMARK OR TELE ATLAS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IF THIS LIMITATION OF LIABILITY PROVISION SHALL FOR ANY REASON WHATSOEVER BE HELD UNENFORCEABLE OR INAPPLICABLE, YOU AGREE THAT HANDMARK AND TELE ATLAS' LIABILITY SHALL NOT EXCEED ONE DOLLAR ($1.00).
8. MISCELLANEOUS. This Agreement expresses the entire agreement between Handmark and You regarding the subject matter hereof. You may not assign this Agreement. You agree to comply with all applicable export regulations with regard to the Products. If any provision of this Agreement is declared invalid or unenforceable, the remaining provisions of this Agreement shall remain in effect. This Agreement shall be governed by the internal laws of Missouri without reference to choice of law provisions and you consent to the jurisdiction of the Federal District Court located in Kansas City, Missouri or the State of Missouri for the County of Jackson. This Agreement shall terminate automatically, without notice, if you breach any of its terms. Promptly upon termination of this Agreement, You shall destroy all copies of the Products in your possession or control. Sections 2 - 7 shall survive the expiration or termination of this Agreement. You shall pay any taxes on the Products or transactions, except for those based on Provider's annual net income. Any notice under this Agreement shall be delivered by U.S. certified mail, return receipt requested, or by overnight courier to Provider at 909 Walnut Street, Fourth Floor, Kansas City, Missouri 64106.
Provider: deCarta
1. GRANT OF LICENSE. Provider grants You a non-transferable, non-exclusive license to use the spatial map data provided in this Service, documentation, and other materials supplied by deCarta to Handmark and in turn provided to You in this Service (the "deCarta Products"), solely for internal use by your business or for your own personal use, on only one central processing unit or personal electronic device at any one time, and not in any networked environment, Internet, or Intranet environment.
The Products contain confidential and proprietary information and materials and may include trade secrets. Accordingly, You agree to hold the Products in confidence and in trust and not to duplicate, reproduce, imitate or disclose the Products in any form. You may not rent, disclose, publish, sell, assign, lease, sublicense, market, or transfer the Products to any third party. You shall not derive or attempt to derive the structure of the Products. You shall not use the Products to create any commercial products or services, including a service bureau or any other use involving the processing of data of other persons or entities, or to generate revenue. You shall not alter, remove, obliterate, or obscure any copyright notice or proprietary legend contained in or on the Products.
2. OWNERSHIP. Handmark is an authorized sublicensor of the deCarta Products, which are created, owned and copyrighted by deCarta . deCarta reserves all rights in the deCarta Products and this Agreement does not transfer to you any title or interest in the deCarta Products. If the Products or any portion are modified, merged, incorporated or combined into any software, hardware, or other data, or are converted or translated into another data format, they shall continue to be subject to the provisions of this Agreement, and deCarta retains ownership of all such deCarta Products and all such portions. You shall not use the Products to provide competitive information about Handmark, deCarta , or the Products to third parties. You shall not use the Products to create a derivative product that competes with the Products.
3. WARRANTY DISCLAIMER. THE PRODUCTS ARE PROVIDED ON AN "AS IS" AND "WITH ALL FAULTS" BASIS. HANDMARK AND DECARTA EXPRESSLY DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF NON-INFRINGEMENT, MERCHANTABILITY, MERCHANTABLE QUALITY, EFFECTIVENESS, COMPLETENESS, ACCURACY, AND FITNESS FOR A PARTICULAR PURPOSE. NO ORAL OR WRITTEN ADVICE OR INFORMATION PROVIDED BY HANDMARK OR DECARTA OR ANY OF THEIR AGENTS OR EMPLOYEES SHALL CREATE A WARRANTY, AND YOU ARE NOT ENTITLED TO RELY ON ANY SUCH ADVICE OR INFORMATION.
4. LIMITATION OF LIABILITY. IN NO EVENT SHALL HANDMARK OR BE LIABLE TO YOU FOR MATTERS ARISING OUT OF THE SUBJECT MATTER OF THIS AGREEMENT, WHETHER IN CONTRACT, TORT OR OTHERWISE. HANDMARK AND DECARTA SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, SPECIAL, INDIRECT, CONSEQUENTIAL, OR INCIDENTAL DAMAGES (INCLUDING DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, AND THE LIKE) ARISING OUT OF THIS AGREEMENT OR THE USE OF OR INABILITY TO USE THE PRODUCTS, EVEN IF HANDMARK OR DECARTA HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IF THIS LIMITATION OF LIABILITY PROVISION SHALL FOR ANY REASON WHATSOEVER BE HELD UNENFORCEABLE OR INAPPLICABLE, YOU AGREE THAT HANDMARK AND deCarta 'S LIABILITY SHALL NOT EXCEED ONE DOLLAR ($1.00).
5. THIRD PARTY BENEFICIARY. deCarta is hereby expressly made third party beneficiary of each of Handmark's rights under this Agreement. Notwithstanding the above, however, deCarta is not party to this Agreement and has no obligations under this Agreement.
6. U.S. GOVERNMENT RIGHTS.
If You are an agency, department, or other entity of the United States Government, or funded in whole or in part by the United States Government, then use, duplication, reproduction, release, modification, disclosure or transfer of this commercial product and accompanying documentation, is restricted in accordance with FAR 12.212 and DFARS 227.7202, and by a license agreement. Contractor/manufacturer of the deCarta Products is deCarta , 4 N 2nd St., Suite 950, San Jose, CA 95113-1336, (408) 294-8400 The deCarta Products are © 2005 by deCarta , ALL RIGHTS RESERVED. For purpose of any public disclosure provision under any federal, state or local law, it is agreed that the Products are a trade secret and a proprietary commercial product and not subject to disclosure.
If You are an agency, department, or other entity of any State government, the United States Government or any other public entity, then You hereby agree to protect the Products from public disclosure and to consider the Products exempt from any statute, law, regulation, or code, including any Sunshine Act, Public Records Act, Freedom of Information Act, or equivalent, which permits public access and/or reproduction or use of the Products. In the event that such exemption is challenged under any such laws, this Agreement shall be considered breached and any and all right to retain any copies or to use of the Products shall be terminated and considered immediately null and void. Any copies of the Products held by You shall immediately be destroyed. If any court of competent jurisdiction considers this clause void and unenforceable, in whole or in part, for any reason, this Agreement shall be considered terminated and null and void, in its entirety, and any and all copies of the Products shall immediately be destroyed.
7. MISCELLANEOUS. This Agreement expresses the entire agreement between Handmark and You regarding the subject matter hereof. You may not assign this Agreement. You agree to comply with all applicable export regulations with regard to the Products. If any provision of this Agreement is declared invalid or unenforceable, the remaining provisions of this Agreement shall remain in effect. This Agreement shall be governed by the internal laws of Missouri without reference to choice of law provisions and You consent to the jurisdiction of the Federal District Court located in Kansas City, Missouri or the State of Missouri for the County of Jackson. This Agreement shall terminate automatically, without notice, if You breach any of its terms. Promptly upon termination of this Agreement, You shall destroy all copies of the Products in your possession or control. Sections 2 - 7 shall survive the expiration or termination of this Agreement. You shall pay any taxes on the Products or transactions, except for those based on Provider's annual net income. Any notice under this Agreement shall be delivered by U.S. certified mail, return receipt requested, or by overnight courier to Provider at 909 Walnut Street, Fouth Floor, Kansas City, Missouri 64106.
Handmark may use or distribute any of the information that you supply in any way it believes appropriate without incurring any obligation to you.
© Handmark, Inc. 2007. All rights reserved.