Terms of Use

Welcome to https://www.mapstrategy.com/ (the “Site”) owned and operated by MapStrategy.com LLC (“MapStrategy,” “we,” “us,” or “our”).  We provide an online mapping application (the “Application”) to assist our users, like you (“You” or “Your”), with mapping and data analysis needs.  The following terms and conditions (the “Terms of Use”) form a binding agreement between You and us.  Please review the following terms carefully.  Each time you access the Site or use the Application, You are agreeing to be bound by these terms, whether You are a “Visitor” (which means that You simply browse the Site), or You are a “Registered User” (which means that You have registered with us and established a MapStrategy account (Your “Account”)).  IF YOU DO NOT AGREE TO ALL OF THESE TERMS, WE ARE UNWILLING TO GRANT YOU ACCESS TO THE SITE OR APPLICATION, AND YOU MUST THEREFORE CEASE ACCESS TO THE SITE AND APPLICATION IMMEDIATELY.

1. USERS.  You promise that all information you provide to us is true, accurate, current and complete, and you agree to maintain and promptly update such information to keep it true, accurate, current and complete.  If we believe or suspect that such information is untrue, inaccurate, not current or incomplete, we may deny or terminate Your access to the Application.

a)    VISITORS AND REGISTERED USERS.   Visitors may browse the Site in accordance with these Terms of Use, but will not have access to the Application without first becoming Registered Users and submitting payment.  In order to use the Application, You are required to set up a MapStrategy account using our Site.  When You set up an Account, You are required to create a unique user ID (“User ID”) and password to access the Application.  You may not transfer or share Your User ID, password or Account information with any third parties, and You are solely responsible for maintaining the confidentiality of Your Account Information.  You acknowledge and agree that we rely on User IDs to know whether users accessing the Site and using our Application are authorized to do so.  If someone accesses our Site or Application with a User ID that we’ve issued to You, we will rely on that User ID and will assume that it is You or Your representative who is accessing the Site and Application.  You are solely responsible for any and all use of Your User ID and Account and all activities that occur under or in connection with Your User ID or Account.  You agree to be responsible for any act or omission of any users that access the Site or Application under Your User ID or Account that, if undertaken by You, would be deemed a violation of these Terms of Use, and that such act or omission shall be deemed a violation of these Terms of Use by You. Please notify us immediately if You become aware that Your User ID or Account is being used without authorization. You agree not to register for more than one Account, register for an Account on behalf of an individual other than Yourself, or register for an Account on behalf of any group or entity unless you are authorized to bind such person, group or entity to these Terms. By registering another person, group or entity you hereby represent that you are authorized to do so.

b)    PAYMENT.  To submit an order for the Application, You must be at least eighteen (18) years of age or the applicable age of majority in Your jurisdiction. To purchase access to the Application directly through the Site, You will be required to provide a valid credit card number (VISA, MasterCard, American Express, Discovery or any other card accepted by us) and associated payment information at the time You order any Application hereunder, including all of the following: (i) Your name as it appears on the card, (ii) the credit card type, (iii) the date of expiration of Your credit card, (iv) billing address, and (v) any activation numbers or codes needed to charge Your card. Your credit card issuer agreement governs Your use of Your designated credit card, and You must refer to that agreement and not these Terms of Use to determine Your rights and liabilities as a cardholder. You agree that no additional notice or consent is required before we (or our third-party payment service provider) invoice the credit card for all amounts due and payable.  By providing us with Your credit card number and associated payment information, You agree that we, and/or our third party payment service providers are authorized to immediately invoice Your Account for all fees and charges due and payable to us as a result of Your order, including but not limited to Service fees, set up fees, license fees, subscription fees or any other fee or charge associated with Your access to the Application.  In the event that access to the applicable Application requires a recurring payment, you agree that we (or our third-party payment service provider) may automatically invoice Your Account at the beginning of each recurring period. You agree to immediately notify us and/ or our third-party payment service provider of any change in Your billing address or the credit card used for payment hereunder. We reserve the right, at any time, to change our prices and billing methods for Application without prior notice.  You agree that in the event we are unable to collect the fees You owe us for the Application specified in Your order, we may take any other steps we deem necessary to collect such fees from You, and that You will be responsible for all costs and expenses incurred by us in connection with such collection activity, including collection fees, court costs and attorney fees. You further agree that we may collect interest at the lesser of 1.5% per month or the highest amount permitted by law on any amounts not paid when due. Please contact us directly at 480.699.7800 or at www.mapstrategy.com/contact to arrange for payment for access to the Application if You do not have or cannot use a credit card for payment.

c) PERMISSIBLE USE. You agree to use the Site or Application for your personal/company use, and your commercial use is limited to transactions done on your or your companies’ behalf. Subject to the restrictions set forth in the following paragraphs, you may copy information from the Site or Application only as necessary for your use to view, save, print, fax and/or e-mail such information. You agree otherwise not to reproduce, modify, distribute, display or otherwise provide access to, create derivative works from, decompile, disassemble or reverse engineer any portion of the Site or Application.

d) ACCEPTABLE USE. You agree not to use the Site or Application in any way that is unlawful, or harms MapStrategy, its service providers, suppliers or any other user. You agree not to distribute or post spam, chain letters, pyramid schemes, or similar communications through the Site or Application. You agree not to impersonate another person or misrepresent your affiliation with another person or entity. Except as expressly stated herein, these Terms of Use do not provide you a license to use, reproduce, distribute, display or provide access to any portion of the Site or Application on third-party Web sites or otherwise.

2. OWNERSHIP.  You understand and acknowledge that the software, the code, data, and proprietary methods and systems used in or on the Site or Application and the proprietary software Products are: (a) copyrighted by MapStrategy and/or its licensors under United States and international copyright laws; (b) subject to other intellectual property and proprietary rights and laws; and (c) owned by MapStrategy or its licensors.  The Site or Application may not be copied, modified, reproduced, republished, posted, transmitted, sold, offered for sale, reversed engineered, decompiled or redistributed in any way without our prior written permission and/or the prior written permission of our applicable licensors.  You must abide by all copyright notices, information, or restrictions contained in or attached to any of the Site or Application and/or to any license under which we provide you our Products.  Nothing in these Terms of Use grants You any right to receive delivery of a copy of the Site or Application or to obtain access to the Site or Application except as generally and ordinarily permitted through the Site according to these Terms of Use.  Furthermore, nothing in these Terms of Use will be deemed to grant, by implication, estoppel or otherwise, a license to the Site or Application except as expressly provided herein.  Certain of the names, logos, and other materials displayed on the Site or in the Application constitute trademarks, tradenames, service marks or logos (“Marks”) of us or other entities.  You are not authorized to use any such Marks.  Ownership of all such Marks and the goodwill associated therewith remains with us or those other entities.  Any use of third-party software provided in connection with the Site, the Products or the Application will be governed by such third parties’ licenses and not by these Terms of Use.

4. RULES REGARDING INFORMATION AND OTHER CONTENT.  When You access the Site and/or Application, You obtain access to various kinds of information and materials, all of which is “Content.”  Content also includes any information and materials posted to the Site or through the Application by You.  As between You and us, You retain any intellectual property rights in any copyrighted materials and trademarks that are contained in Content that You post to the Site or through the Application.  You grant us a non-exclusive, royalty-free, fully paid, fully sublicenseable, worldwide license, under any and all of Your intellectual property rights related to that Content, to the extent necessary for us to provide the Application.  You also authorize us to sublicense those rights to our contractors who help us provide the Application.  You agree not to revise Content posted by others, and You represent and warrant that You will not post or use any Content in any manner that:

·         Infringes the copyright, trademark, trade secret, or other intellectual property or proprietary right of others;

·         violates the privacy, publicity, or other rights of third parties;

·         is discriminatory, defamatory, obscene, threatening, abusive, or hateful, as determined by MapStrategy in its sole discretion; or is false or inaccurate.

Though we strive to enforce these rules with all of our users, and our other customers, You may be exposed through the Site or Application to Content that violates our policies or is otherwise offensive. You access the Site and Application at Your own risk.  We may, but are not obligated to, delete user Accounts and/or remove Content from the Site if we determine or suspect that those Accounts or Content violate the terms of these Terms of Use or the applicable agreement with the offending user(s).  We take no responsibility for Your exposure to Content on the Site or through the Application whether it violates our content policies or not.

5. GENERAL RULES OF USER CONDUCT.  It is our goal to make access to our Site and Application a good experience for all of our users.  You agree not to, and represent and warrant that You will not, reproduce, duplicate, copy, sell, resell or exploit any portion of the Site or Application, use of the Site or Application or access to the Site or Application for any purposes other than for which the Site or Application are being provided to You, or do any of the following:

·         Conduct or promote any illegal activities while using the Site or Application;

·         upload, distribute or print anything that may be harmful to minors;

·         attempt to reverse engineer or jeopardize the correct functioning of the Site, or otherwise attempt to derive the source code of (i) the software (including the tools, methods, processes, and infrastructure) that enables or underlies the Site and (ii) of the software Products obtained through the Site;

·         attempt to gain access to secured portions of the Site or Application to which You do not possess access rights;

·         upload or transmit any form of virus, worm, Trojan horse, or other malicious code;

·         use the Site or Application to generate unsolicited email advertisements or spam; allow, enable, or otherwise support the transmission of mass unsolicited, commercial advertising or solicitations via e-mail (spam);

·         use the Site or Application to stalk, harass or harm another individual;

·         use any high volume automatic, electronic or manual process to access, search or harvest information from the Site or Application (including without limitation robots, spiders or scripts);

·         interfere in any way with the proper functioning of the Site and Application or interfere with or disrupt any servers or networks connected to the Site or Application, or disobey any requirements, procedures, policies or regulations of networks connected to the Site or Application;

·         impersonate any person or entity, or otherwise misrepresent Your affiliation with a person or entity; or

·         frame the Site, place pop-up windows over its pages, or otherwise affect the display of its pages.

6. MODIFICATIONS TO TERMS.  We may change the terms of these Terms of Use from time to time on a going-forward basis.  We will notify you of any such changes by posting notice of the changes on the Site, and/or, in our sole discretion, by email (for Registered Users).  Any such modifications become effective upon the earlier to occur of (i) Your acknowledgement of such modifications; or (ii) Your continued access to and/or use of the Site or Application or your downloading of Products after we post notice of such modifications.  It is Your sole responsibility to check the Site from time to time to view any such changes to the terms in the Terms of Use.  If You do not agree to any changes, if and when such changes may be made to the Terms of Use, You must cease access to the Site, use of the Application and/or download of any Products.  You give us permission to email you for the purpose of notification as described in this Section.

7. MODIFICATIONS TO THE SITE OR APPLICATION.  We reserve the right to modify or discontinue the Site, Application or the offering of Products with or without notice to You.  We will not be liable to You or any third party should we exercise our right to modify or discontinue the Site, Products or Application.  If You object to any such changes, Your sole recourse will be to cease access to the Site or Application.  Continued access to the Site or Application following notice of any such changes will indicate Your acknowledgement of such changes and satisfaction with the Site or Application as so modified.

8. CHILDREN. The Application are not intended for users under the age of 18, and MapStrategy does not knowingly collect personally identifiable information from users under the age of 18. Such users are expressly prohibited from submitting their personally identifiable information to us; any information submitted by such users will not knowingly be used, posted, or retained by us.

9. PRIVACY.  As part of the login, order and registration process, You will be asked to provide certain personal information to us.  All uses of Your personal information will be treated in accordance with our Privacy Policy, which is located at https://www.mapstrategy.com/privacy-policy/ and is incorporated by this reference into these Terms of Use.  If you access the site and/or application or if download any products, you agree that you are accepting the terms and conditions of our privacy policy.  If you do not agree to have your information used in any of the ways described in the privacy policy, you must discontinue access to the site and/or the application immediately and/or you must not download our products through our site.

10. THIRD-PARTY CONTENT AND OTHER WEBSITES.  Content from other users, advertisers, and other third parties may be made available to you through the Site and/or Application.  Because we do not control such content, you agree that we are not responsible for any such content.  We make no guarantees about the accuracy, currency, suitability, or quality of the information in such content, and we assume no responsibility for unintended, objectionable, inaccurate, misleading, or unlawful content made available by other users, advertisers, and other third parties or violation of any third-party rights related to such content.  The Site and Application may contain links to websites not operated by MapStrategy.  We are not responsible for the content, products, materials, or practices (including privacy practices) of such websites.  You understand that by using the Site and/or Application you may be exposed to third-party websites that you find offensive, indecent or otherwise objectionable.  We make no warranty, representation, endorsement, or guarantee regarding, and accept no responsibility for, the quality, content, nature or reliability of third party websites, products or application accessible by hyperlink or otherwise from the Site or Application.  We provide these links for your convenience only and we do not control such websites.  Our inclusion of links to such websites does not imply any endorsement of the materials on such third-party websites or any association with their operators.  It is your responsibility to review the privacy policies and terms of use of any other website you visit.  You agree that in no event will we be liable to you in connection with any websites, content, products, materials, or practices of any third party, including other users.

11. DURATION OF ACCESS.  You agree that MapStrategy, in its sole discretion, may immediately terminate your access to the Site and Application at any time, for any reason, in its sole discretion.  You agree that we will not be liable to you or any other party for any termination of your access to the Site or Application or deletion of your account or user content.

12. DISCLAIMER OF WARRANTIES.  You expressly agree that use of the Site or Application is at your sole risk.  Absent any express indication to the contrary, the site, the products and the application are provided by MapStrategy on an “as is” and “as available” basis. MapStrategy expressly disclaims all warranties of any kind, whether express or implied, including, but not limited to any warranties of merchantability, fitness for a particular use or purpose, non-infringement, title, operability, condition, quiet enjoyment, value, accuracy of data and system integration. MapStrategy makes no warranty that the Site or Application will meet your requirements, or that the Site or Application will be uninterrupted, timely, secure, or error free; nor does MapStrategy make any warranty as to the results that may be obtained from the use of the site or the application or the products or that defects in the Site or Application or products will be corrected. You understand and agree that any material or information downloaded or otherwise obtained through the use of the Site or Application or products is done at your own discretion and risk and that you will be solely responsible for any damage to your computer application or loss of data that results from the download of such material and/or information.

No advice or information, whether oral or written, obtained by you from us through the site, application or otherwise will create any warranty, representation or guarantee not expressly stated in this agreement.  We and our affiliates do not make any representations or warranties about protection of your data nor guarantee data availability whatsoever.  You bear the sole responsibility and liability for maintaining backup or archive copies of your data and/or submissions to the Site and Application.
MapStrategy does not guarantee any results through use of the Site or Application or products, and is not responsible for any purchase or sales decisions.

13. LIMITATION OF LIABILITY.  You acknowledge and agree that we are only willing to provide access to the site and to provide the application and the products if you agree to certain limitations of our liability to you and to third parties.  You understand that to the extent permitted under applicable law, in no event will MapStrategy or its officers, employees, directors, parents, subsidiaries, affiliates, agents or licensors be liable for any indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of revenues, profits, goodwill, use, data, lost opportunities, or business interruptions or other intangible losses (even if such parties were advised of, knew of or should have known of the possibility of such damages, and notwithstanding the failure of essential purpose of any limited remedy), arising out of or related to your use of or access to or download of, or the inability to use or to access or to download, the site or the application or the products, regardless of whether such damages are based on contract, tort (including negligence and strict liability), warranty, statute or otherwise. We will not be liable for any damages arising from the transactions between you and third party merchants or service providers or for any information appearing on third-party merchant or service provider sites or any other site linked to our site.  In no event will MapStrategy be liable to you or any third party in connection with any act or omission of any user.  If you are dissatisfied with any portion of the Site or Application or the products, your sole and exclusive remedy is to discontinue use of the site and the application and the products.  The total liability of MapStrategy to you for any particular claim arising from or related to the site or the application or the products is limited to the greater of (i) the amount of fees actually paid by you for the application or the products with respect to such claim; or (ii) five dollars (USD $5.00).   Notwithstanding the foregoing, the aggregate liability of MapStrategy to you for all claims arising from or related to the site or the application or the products is limited, in aggregate, to the greater of (a) the amount of fees actually paid by you for use of the Site or Application or the products; or (b) fifty dollars (USD $50.00).  To the extent that we may not, as a matter of applicable law, disclaim any implied warranty or limit liabilities, the scope and duration of such warranty and the extent of our liability will be the minimum permitted under such applicable law.

MapStrategy reserves the right, but has no obligation, to monitor, or take any action MapStrategy deems appropriate regarding, disputes that you may have with users, service providers or other customers of ours.  To the extent the law permits, you release us from any claims or liability related to any content posted on the site or through the application and from claims related to the conduct of any user, service provider or other customers of ours.

Without limiting the foregoing, under no circumstances shall MapStrategy or its licensors be held liable for any delay or failure in performance resulting directly or indirectly from acts of nature, forces, or causes beyond its reasonable control, including, without limitation, internet failures, computer equipment failures, telecommunication equipment failures, other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, floods, storms, explosions, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals, or non-performance of third parties.

14. INDEMNIFICATION.  You agree to indemnify, defend and hold harmless MapStrategy, its parents, subsidiaries, affiliates, officers, directors, co-branders and other partners, employees, consultants and agents, from and against any and all third-party claims, liabilities, damages, losses, costs, expenses, fees (including reasonable attorneys’ fees and court costs) that such parties may incur as a result of or arising from (1) any of Your Content and/or information that You submit, post or transmit through the Site or Application, (2) Your use of the Site or Application, (3) Your violation of these Terms of Use, (4) Your violation of any rights of any other person or entity or (5) any viruses, Trojan horses, worms, time bombs, cancelbots or other similar harmful or deleterious programming routines input by You into the Site or Application.

15. LINKING TO THE SITE.  You may provide links to the Site, provided that You (a) do not remove or obscure, by framing or otherwise, advertisements, proprietary notices, or other notices on the Site, and (b) discontinue providing links to the Site immediately upon our request.

16. COPYRIGHTS VIOLATIONS.  We respect the intellectual property rights of others and we prohibit users from uploading, posting or otherwise transmitting on the Site or Application any materials that violate another party’s intellectual property rights. If you believe that any material on the Site or in the Application infringes upon any copyright which you own or control, in accordance with the Digital Millennium Copyright Act, you may send a written notification of such infringement to us at: MapStrategy.com LLC, PO BOX 71716, Phoenix, AZ 85050, or via MapStrategy’s contact page at www.mapstrategy.com/contact.

Please provide our Copyright Agent the following information: (i) An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest; (ii) a description of the copyrighted work that You claim has been infringed; (iii) a description of where the material that You claim is infringing is located on the Site or Application; (iv) Your address, telephone number, and email address; (v) a statement by You that You have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and (vi) a statement by You, made under penalty of perjury, that the above information in Your notice is accurate and that You are the copyright owner or authorized to act on the copyright owner’s behalf.

17.EXPORT CONTROLS. You shall comply with, and shall, at MapStrategy’s request, demonstrate compliance with all applicable export laws, restrictions, and regulations of any United States or foreign agency or authority.  You shall not export or re-export, or allow the export or re-export of any Product, Technology or information you obtain pursuant to these Terms of Use (or any direct Product downloaded thereof) in violation of any such laws, embargoes, restrictions or regulations.  You shall obtain and bear all expenses relating to any necessary licenses and/or exemptions with respect to the export or re-export of any Products in compliance with all applicable laws and regulations prior to shipment thereof.  You shall indemnify MapStrategy from and against any and all violations of this provision.

18. CORRUPT PRACTICES.  Pursuant to the Foreign Corrupt Practices Act of the United States, You shall not corruptly make an offer, payment, promise to pay, or authorize the payment of any money, or offer, give, promise to give, or authorize the giving of anything of value to any government official for the purpose of obtaining or keeping any business, license or authorization as it may relate to the Site or Application and You shall indemnify MapStrategy from any failure to comply with, or violation of, such act by You.

19. ELECTRONIC COMMUNICATIONS.  The communications between You and MapStrategy use electronic means, whether You visit the Site or send us emails, or whether MapStrategy posts notices on the Service or communicates with You via email.  For contractual purposes, You (a) consent to receive communications from MapStrategy in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that MapStrategy provides to You electronically satisfy any legal requirement that such communications would satisfy if it were in a writing.  The foregoing does not affect Your non-waivable rights.  You may also receive a copy of these Terms of Use by accessing this Site.

20. GENERAL TERMS.  You are responsible for compliance with all applicable laws.  The Terms of Use and the relationship between You and us will be governed by the laws of the State of Arizona, without giving effect to any choice of laws principles that would require the application of the laws of a different country or state.  Any legal action, suit or proceeding arising out of or relating to the Terms of Use, or Your use of the Site or Application must be instituted exclusively in the federal or state courts located in the State of Arizona and in no other jurisdiction.  You further consent to exclusive personal jurisdiction and venue in, and agree to service of process issued or authorized by, any such court.  These Terms of Use are personal to You, and You may not transfer, assign or delegate Your right and/or duties under these Terms of Use to anyone else and any attempted assignment or delegation is void.  You acknowledge that we have the right hereunder to seek an injunction, if necessary, to stop or prevent a breach of Your obligations hereunder. Any delay or failure by us to exercise or enforce any right or provision of these Terms of Use will not constitute a waiver of such right or provision.  No waiver by us shall have effect unless such waiver is set forth in writing, signed by us; nor shall any such waiver of any breach or default constitute a waiver of any subsequent breach or default. These Terms of Use constitute the complete and exclusive agreement between You and us with respect to the subject matter hereof, and supersedes all prior oral or written understandings, communications or agreements. If for any reason a court of competent jurisdiction finds any provision of these Terms of Use, or portion thereof, to be unenforceable, that provision of the Terms of Use will be enforced to the maximum extent permissible so as to affect the intent of the parties, and the remainder of these Terms of Use will continue in full force and effect.

21. VIOLATIONS.  Please report any violations of these Terms of Use to MapStrategy.com LLC, PO BOX 71716, Phoenix, AZ 85050, or via the MapStrategy contact page at: www.mapstrategy.com/contact.