1.2 Third-Party Content
2. Ownership, Grant of Rights, and Use Restrictions
2.2 Grant of Noncommercial Use of Services
You may download, view, copy, and print Services available on VERTIGIS Web sites solely for your own internal purposes, or for your own noncommercial external purposes unless otherwise specified. Services may not be reproduced or transmitted for commercial purposes, in any form or by any means, electronic or mechanical, including photocopying and recording, or by any information storage or retrieval system now known or later developed, except as expressly permitted in writing by VERTIGIS. Proper attribution to VERTIGIS must be given for any use of the Services. For the purposes of this Article 2.2, "Noncommercial Use" means Your authorized use of the Services wherein you provide the Services to third parties at no charge, and that You and/or Your third party customers do not generate income, promote the generation of income, promote the generation of income, or any other means of commercial advantage or private financial gain from such use. VERTIGIS reserves the right to determine if Your use of Noncommercial Services that access through ArcGIS Online qualifies as a no charge Noncommercial Use, or as a Commercial Use that requires a separate license and license fee. VERTIGIS may at any time, and at its sole discretion, change, alter, or discontinue the various services provided to You or any third party customer accessing these free services.
2.2.1 Grant of Commercial Use of the Services. Upon Your payment to VERTIGIS of the applicable license fee(s) and Your acceptance of this Agreement, You may access, download, view, copy, and print Services available on VERTIGIS Web sites, for Your Commercial Use. As a condition of this grant of Commercial Use license, You agree to have in place a license agreement with Your third party customers the terms of which protect the Intellectual Property rights of VERTIGIS and its licensor(s). You shall maintain accurate business records, including accurate transactions records, of any such Commercial Use licenses which VERTIGIS may audit upon reasonable written notice to You. On or before the renewal date of Your authorized Commercial Use, You shall provide such written transaction records to VERTIGIS. For the purposes of this Article 2.2.1, "Commercial Use" means Your authorized use of the Services wherein You provide the Services to third parties through transactions that You and/or Your third party customers generate income, promote the generation of income, or any other means of commercial advantage or private financial gain from such use.
Inquires regarding additional uses not provided herein may be submitted to VERTIGIS through a Copyright information or Permissions request.
2.3 Improper Use of Services
2.4 Trademarks and Logos
2.5 Third-Party Data and/or Imagery Licensing Terms and Use Restrictions
Services provided by VERTIGIS Web sites may contain third-party data and/or imagery. Use of third-party data and/or imagery may be subject to such third party's License Agreement or additional use restrictions. You are responsible for compliance with all applicable third party license agreement(s). Third party Use Restrictions may be provided with the data (such as with metadata) or under VERTIGIS's Use of Data Restrictions. The third party license agreement(s) and any applicable use restrictions may be modified by VERTIGIS from time to time and it is your responsibility to check for updates to these license agreements or use restrictions. If a modification to any third party license agreement or use restrictions is unacceptable, you may cancel your access upon written notice to VERTIGIS or discontinue use of the Service, as applicable. Continued use of the Service will be deemed acceptance of any modifications.
2.6 Sharing of Your Content
2.7 Use for Certain Services, Requirement of Notice
Please contact VERTIGIS if you are unsure how to give proper attribution.
2.8 Copyright Policy
VERTIGIS's copyright policy is to respond to notices of alleged copyright infringement that comply with applicable international intellectual property law (including, in the United States, the Digital Millennium Copyright Act) and to take down allegedly infringing materials and/or terminate the accounts of repeat infringers, as applicable.
Privacy and Personal Accounts
3.2 Passwords and Account Information
Some parts of this VERTIGIS Web site may require you to create and use a personal account to access the Services provided. You are responsible for maintaining the confidentiality of the password for your personal account and are fully responsible for all activities that occur under your personal account unless access to your account number, account name, or password was obtained through no fault or negligence of your own. You agree to the following:
3.2.1 You will provide truthful and accurate information at all times when using Services provided on VERTIGIS Web sites;
3.2.2 You understand that using a false or incomplete name or e-mail address, impersonating any person or entity, or falsely stating or otherwise misrepresenting your affiliation with a person or entity will result in immediate removal of your personal account and termination of any rights provided herein;
3.2.3 You will use the Services for your individual use, and the account's name and e-mail address must be specific to you - personal accounts may not be shared with other users;
3.2.4 You understand that sharing account information or allowing others to access your account will result in removal of your personal account;
3.2.5 You will notify VERTIGIS of any unauthorized use of your password or account or any other breach of security as soon as you become aware of such use or breach; and
3.2.6 You will log off from account at the end of each session.
VERTIGIS shall not be liable for any loss or damage arising from your failure to comply with this section.
3.3 Termination of Personal Account
Exclusion of Warranties and Limitation of Liability
4.1 Exclusion of Warranties
THE SERVICES PROVIDED ON THIS VERTIGIS WEB SITE ARE PROVIDED "AS IS," WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. IN PARTICULAR, YOU UNDERSTAND THAT VERTIGIS AND ITS AFFILIATES DO NOT WARRANT OR REPRESENT THAT THE SERVICES PROVIDED IN THIS VERTIGIS WEB SITE WILL BE:
4.1.1 AVAILABLE TO YOU UNINTERRUPTED IN A SECURE FORM;
4.1.2 ACCURATE OR FREE FROM ERROR; OR
4.1.3 FIT TO USE IN YOUR APPLICATION, FOR YOUR PURPOSES, OR ACCORDING TO YOUR REQUIREMENTS OR NEEDS.
VERTIGIS IS UNDER NO OBLIGATION TO CORRECT ANY ERRORS OR INCONSISTENCIES IN THE SERVICES.
4.2 Limitation on Liability
VERTIGIS SHALL NOT BE LIABLE FOR DIRECT, INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL DAMAGES RELATED TO YOUR DECISION TO ACCESS AND USE ANY OF THE SERVICES PROVIDED ON THE VERTIGIS WEB SITE, EVEN IF VERTIGIS IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGE. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.
4.3 Links to Third-Party Sites
Many links on VERTIGIS Web sites link to Web sites owned and operated by third-parties. These Web sites are not under VERTIGIS's control and VERTIGIS is not responsible for information (regardless of how it is transmitted or received) or services provided by third-party Web sites. Any links to third-party Web sites provided on VERTIGIS Web sites do not imply an endorsement, affiliation, or sponsorship of any kind and do not represent warranties of the quality of services provided by such third-parties.
Term and Termination
5.2 Termination by You
5.3 Termination by VERTIGIS
5.3.2 You have breached an agreement you have with VERTIGIS relating to the use of VERTIGIS products or services;
5.4 Effects of Termination
7.1 No Implied Waivers
7.4 Successor and Assigns
7.5 Governing Law, Dispute Resolution
7.6 Equitable Relief
7.7 Government Users