Microsoft Bing Maps and Embedded Maps Service Terms of Use

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These terms (“Terms”) apply to your use of the Bing Maps web services and Bing Maps Embedded Maps. By accessing or otherwise using the Services, are agreeing to these Terms with Microsoft Corporation ("Microsoft," "we," "us," or "our"). You represent and warrant to us that you have the authority to accept these Terms on behalf of yourself, a company, or another entity, as applicable ("you," “your,” or "Company"). We may change, amend, or cancel these Terms at any time. Your continued use of the Services after the changes become effective means you agree to the new Terms. If you do not agree to the new Terms, you must stop using the Services.

Section 1. Definitions.

• Wherever used in these Terms with the first letter capitalized, these terms have the following meanings:
• (a) "Affiliate" means, with respect to an entity, any person or entity that directly or indirectly owns, is owned by, or is under common ownership with that entity. For purposes of this definition, ownership means control of more than a 50% interest in an entity.
• (b) "Bing Maps Brand Features" mean the Bing logo, the Bing brand name, and any other images and/or text displayed within the Services from time to time;
• (c) "Bing Maps Services" means the Bing Maps web services, which provides mapping and location services;
• (d) "Bing Maps Brand Features" mean the Bing logo, the Bing brand name, and any other images and/or text displayed within the Services from time to time;
• (e) "Content" means any maps, images, geocodes, data, third-party content, or other content that Microsoft makes available to you via the Services;
• (f) "Documentation" means any documentation or other materials provided by Microsoft to you in connection with the provision of the Embedded Maps Service;
• (g) "Embedded Maps Service" means the Embedded Maps Service, which provides access to embed a range of mapping and location services. Mapping, address search, routing, and aerial imagery, are included in the Embedded Maps Service;
• (h) "Guidelines" means any rules governing the implementation and use of the Embedded Maps Service, as amended from time to time;
• (i) “Services” means the Bing Maps Services and Embedded Maps Services, collectively and/or independently.
• (j) "Website" means the website, mash-up, or service that you own or operate, which is located at the URL you provide to Microsoft, that makes use of the Embedded Maps Service.

Section 2. Use of the Services.

• (a) We reserve the right to include advertising in the Content served through the Services. You will not intentionally omit or obscure such advertising when displaying such Content to end users.
• (b) You promise not to, and will not permit any third party to, reverse engineer the Services, any of the XML or other calls made by the Services, or any software or services provided by Microsoft. You agree not to, and will not permit or encourage any third party to, copy, cache, or retain any maps, routes, images, or other data provided to you by Microsoft as part of the Services.
• (c) You may not use the Services in any situation that could lead to the death or serious bodily injury of any person or to severe physical or environmental damage.
• (d) As a condition of your permitted use of Services, you will not use Bing Maps Services for any purpose that is unlawful or prohibited by these Terms.
• (e) You may not use the Services in any manner that could damage, disable, overburden, or impair the Services (or the network(s) connected to the Services) or interfere with any other party's use and enjoyment of the Services. You may not attempt to gain unauthorized access to Services, other accounts, computer systems, or networks connected to the Services, through hacking, password mining, or any other means.
• (f) You may not obtain or attempt to obtain any materials or information through any means not intentionally made available through Services by Microsoft.
• (g) You acknowledge that Services, including the Content, is subject to applicable export control laws and regulations of the United States. You agree not to export or re-export Services, including the Content, directly or indirectly, to any countries that are subject to U.S. export restrictions.
• (h) You must comply with all laws and regulations applicable to you and your end user's use of the Services, including laws related to privacy, data protection, and U.S. export laws.

Section 3. Use of the Bing Maps Services.

• (a) Bing Maps Services are for your individual use, solely for internal use by you, for your business, or for your own personal use.
• (b) You may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, sublicense, transfer, assign, rent, sell, or otherwise convey any information, software, products, or services obtained from Bing Maps Services without the prior written approval from Microsoft.

Section 4. Use of Embedded Maps Services.

• (a) You may not use the Embedded Maps Service for internal business applications. The site into which you integrate the Embedded Maps Service must be offered for free to users; you may not build paid-for services with the Embedded Maps Service.
• (b) The Embedded Maps Service may not be used as part of a mobile or wireless service; in any real-time tracking, guidance, or asset tracking applications; or routing services.
• (c) Use of the Embedded Maps Service is limited to 50,000 map deliveries per year. If your traffic requirement will exceed this limit, please contact maplic@microsoft.com.
• (d) You agree that Microsoft has the right to monitor your usage of the Embedded Maps Service, including traffic generated by you. This may include, for example, filtering to stop spam or increase security. These means may hinder or break your use of the Embedded Maps Service.
• (e) You may access and use the Embedded Maps Service only as documented in the implementation guidelines or other relevant Documentation.
• (f) You may not alter, block, or remove any copyright notice, logos, digital watermarks, terms of use links, or advertisements contained in or on the maps, images, or other components of the Embedded Maps Service.
• (g) You agree that you will not use Bird's Eye Imagery or Traffic data.
• (h) You may not use or integrate any element of the Embedded Maps Service with another supplier's mapping or location-related services.
  • (i) The Embedded Maps Service may not be used in conjunction with any materials, Websites, applications, or services that:
  • (i) are obscene, indecent, pornographic, or harmful to or exploitative of minors; or are otherwise illegal; or that breach another individual's right to privacy;
  • (ii) incite, advocate, or express hatred, bigotry, racism, or gratuitous violence;
  • (iii) are intended to threaten, stalk, defame, defraud, degrade, victimize, or intimidate an individual or group of individuals for any reason, including, without limitation, on the basis of age, gender, disability, ethnicity, sexual orientation, race, or religion, or to incite or encourage anyone else to do so;
  • (iv) transmit, sell, license, or deliver any infringing, defamatory, offensive, or illegal products, services, or materials;
  • (v) email, transmit, or upload viruses, worms, Trojan horses, spam, unsolicited messages, or advertisements;
  • (vi) upload files that contain software or other materials in breach of any intellectual property rights;
  • (vii) impersonate anyone else or otherwise misrepresent your identity or status;
  • viii) collect and process another's personal data;
  • (ix) violate local, state, federal, or other applicable consumer privacy regulations; or
  • (x) violate any applicable law or violate the rights of any third party (including, without limitation, rights of privacy or proprietary rights).
• (j) You may not use the Embedded Maps Service in ways that harm us, our Affiliates, or our suppliers.
• (k) You may not use any unauthorized means to modify or reroute, or attempt to modify or reroute, the Embedded Maps Service.
• (l) You may not sell, lease, or sublicense access to the Embedded Maps Service.
• (m) You may not attempt to make a local non-cache copy, or help a third party attempt to make a local non-cache copy, of any content provided through the Embedded Maps Service.
• (n) You agree that you will not capture or retain any geocodes produced by the Embedded Maps Service in any way, including an address look-up.
• (o) You may not use any automated process or service to access and/or use the Embedded Maps Service (such as a BOT, a spider, periodic caching of information provided through the Embedded Maps Service, or "meta-searching").
• (p) You may not falsify or alter any unique referral identifier in, or assigned to, an application or Website or otherwise obscure or alter the source of queries coming from an application or Website.

Section 5. Links to Third-Party Websites.

• (a) The Services may contain links to third party websites ("Linked Sites" or “Linked Site”). The Linked Sites are not under the control of Microsoft and Microsoft is not responsible for the contents of any Linked Site, including without limitation any link contained in a Linked Site or any changes or updates to a Linked Site. Microsoft is not responsible for webcasting or any other form of transmission received from any Linked Site nor is Microsoft responsible if the Linked Site is not working appropriately. Microsoft is providing these links to you only as a convenience, and the inclusion of any link does not imply endorsement by Microsoft of the site or any association with its operators. You are responsible for viewing and abiding by the privacy statements and terms of use posted at the Linked Sites.
• (b) Any dealings with third parties (including advertisers) included within the Services or participation in promotions, including the delivery of and the payment for goods and services, and any other terms, conditions, warranties, or representations associated with such dealings or promotions, are solely between you and the advertiser or other third party. Microsoft is not responsible or liable for any part of any such dealings or promotions.

Section 6. Liability Disclaimer.

• (a) THE INFORMATION, CONTENT, AND SERVICES INCLUDED IN OR AVAILABLE THROUGH THE SERVICES MAY INCLUDE INACCURACIES OR TYPOGRAPHICAL ERRORS. CHANGES ARE PERIODICALLY MADE TO THE SERVICES AND TO THE INFORMATION THEREIN. MICROSOFT AND/OR ITS RESPECTIVE SUPPLIERS MAY MAKE IMPROVEMENTS AND/OR CHANGES IN BING MAPS SERVICES AT ANY TIME, WITHOUT NOTICE. THE USER ASSUMES ALL RISK OF USE.
• (b) MICROSOFT AND/OR ITS RESPECTIVE SUPPLIERS MAKE NO REPRESENTATIONS ABOUT THE SUITABILITY, RELIABILITY, AVAILABILITY, TIMELINESS, LACK OF VIRUSES, OR OTHER HARMFUL COMPONENTS AND ACCURACY OF THE INFORMATION, CONTENT, SERVICES, AND RELATED GRAPHICS CONTAINED WITHIN THE SERVICES FOR ANY PURPOSE. ALL SUCH INFORMATION, CONTENT, SERVICES, AND RELATED GRAPHICS ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. MICROSOFT AND/OR ITS RESPECTIVE SUPPLIERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THIS INFORMATION, CONTENT, SERVICES, AND RELATED GRAPHICS, INCLUDING ALL IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, WORKMANLIKE EFFORT, TITLE, AND NON-INFRINGEMENT.
• (c) YOU SPECIFICALLY AGREE THAT MICROSOFT SHALL NOT BE RESPONSIBLE FOR UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA, ANY MATERIAL OR DATA SENT OR RECEIVED OR NOT SENT OR RECEIVED, OR ANY TRANSACTIONS ENTERED INTO THROUGH THE SERVICES. YOU SPECIFICALLY AGREE THAT MICROSOFT IS NOT RESPONSIBLE OR LIABLE FOR ANY THREATENING, DEFAMATORY, OBSCENE, OFFENSIVE, OR ILLEGAL CONTENT OR CONDUCT OF ANY OTHER PARTY OR ANY INFRINGEMENT OF ANOTHER'S RIGHTS, INCLUDING INTELLECTUAL PROPERTY RIGHTS. YOU SPECIFICALLY AGREE THAT MICROSOFT IS NOT RESPONSIBLE FOR ANY CONTENT INCLUDED IN THE SERVICES BY ANY THIRD PARTY.
• (d) IN NO EVENT SHALL MICROSOFT AND/OR ITS RESPECTIVE SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA, OR PROFITS ARISING OUT OF OR IN ANY WAY CONNECTED WITH (I) THE USE OR PERFORMANCE OF THE SERVICES; (II) THE DELAY OR INABILITY TO USE THE SERVICES OR RELATED SERVICES; (III) THE PROVISION OF OR FAILURE TO PROVIDE SERVICES; OR (IV) FOR ANY INFORMATION, CONTENT, SERVICES, AND RELATED GRAPHICS OBTAINED THROUGH THE SERVICES OR OTHERWISE ARISING OUT OF THE USE OF THE SERVICES, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, EVEN IF MICROSOFT AND/OR ANY OF ITS RESPECTIVE SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

Section 7. Copyright and Trademark Notices.

The Services are copyright © Microsoft Corporation and/or its respective suppliers, One Microsoft Way, Redmond, WA 98052, U.S.A. All rights reserved. The Terms incorporate Microsoft Trademark & Brand Guidelines (as amended from time to time). Microsoft and the names, logos, and icons of all Microsoft products, software, and services may be either unregistered or registered trademarks of the Microsoft group of companies in the United States and/or other jurisdictions. The following is a non-exhaustive list of Microsoft's trademarks. The names of actual companies and products may be the trademarks of their respective owners. Any rights not expressly granted in these Terms are reserved.

Section 8. Ownership.

• (a) You acknowledge and agree that Microsoft owns, or is the licensee of, all rights and interests in the Services, all underlying data and Intellectual Property, and the Bing Maps Brand Features.
• (b) Nothing in these Terms shall confer on you any right of ownership in the Embedded Maps Service or any underlying JavaScript, map data, other location data, or any other Intellectual Property. You will not, now or in the future, contest the validity of the Bing Maps Brand Features.
• (c) Without prejudice to any other rights or remedies that Microsoft may have, you acknowledge and agree that if any of the Services, the Documentation, or Microsoft's confidential information are used or disclosed (if applicable), unless in accordance with these Terms, the award of damages may not be an adequate remedy and Microsoft shall be entitled to seek injunctive or other equitable relief in respect of such breach.

Section 9. Your Responsibilities.

• (a) You warrant that you shall use the Embedded Maps Service in accordance with these Terms and will implement the Embedded Maps Service as instructed in the Guidelines and other Documentation.
• (b) You will defend and indemnify Microsoft and its subsidiaries and respective suppliers against any expense, claim, or cost suffered by Microsoft, including legal fees, losses (actual and consequential), judgments, or damages, as a result of any breach by you of the warranties contained in Clause 6 or of any of the Terms.

Section 10. Privacy.

Your privacy is important to us. All access to and use of the Services is subject to the data practices set forth in the Microsoft Online Privacy Statement, which is incorporated as part of these Terms. You are responsible for providing end users with adequate notice of the privacy practices applicable to the Embedded Maps Service on your Website.

Section 11. Term and Termination.

• (a) These Terms shall commence on the date upon which you first use the Services and shall continue until terminated by either party.
• (b) Microsoft reserves the right to terminate or discontinue these Terms and your use of the Services at any time, without notice.
• (c) Microsoft may suspend the operation of the Services for repair or maintenance work or in order to update or upgrade the contents or functionality of the Services from time to time. Access to or use of the Services, or any pages linked to it, will not necessarily be uninterrupted or error free.
• (d) Microsoft shall be entitled to terminate these Terms effective immediately in the event that any act or omission by you, at Microsoft's sole discretion, results in damage to Microsoft, any of its Affiliates, or respective suppliers or brings Microsoft, any of its Affiliates, or respective suppliers into disrepute, whether in relation to the Services or otherwise.
• (e) You may terminate these Terms at any time by ceasing to use the Services.
• (f) In the event of the termination of these Terms, you agree to:
  • (i) cease using the Services immediately; and
  • (ii) destroy or return to Microsoft (as Microsoft shall direct) the Documentation and remove Bing Maps links, JavaScript, and other content from your Website, within 5 days of termination.
• (g) Either party's termination of these Terms shall not affect either party's accrued rights or liabilities nor shall it affect the coming into force, or the continuance in force, of any provision of the Terms which is intended (expressly or implicitly) to come into, or continue in, force on or after such termination.
• (h) Clauses 1, 6, 7, 8, 9, 10, 11, 13, 14 shall survive termination of these Terms.

Section 12. Notices.

• (a) These Terms are in electronic form. We may send you additional information, including legal notices and notices required by law, in electronic form. We may provide required information to you:
  • (i) by e-mail at the e-mail address you specified when you signed up for the Embedded Maps Service; or
  • (ii) by updating these Terms and posting them at http://approjects.co.za/?big=en-us/maps/bing-maps/product/enduserterms or another website as Microsoft may designate from time to time.
• (b) Notices provided to you via e-mail will be deemed given and received on the transmission date of the email. As long as you can access and use the Services, you have the necessary software and hardware to receive these notices. If you do not consent to receive any notices electronically, you must stop using the Embedded Maps Service.
• (c) Any notice from you should be sent electronically to: maplic@microsoft.com.

Section 13. General.

• (a) You may not assign or delegate any rights or obligations under these Terms, including in connection with a change of control, without Microsoft's prior written consent. Any purported assignment and delegation will be ineffective. We may freely assign or delegate all rights and obligations under these Terms, fully or partially, without notice to you.
• (b) Neither Microsoft nor you will be in default if performance is delayed or prevented for reasons beyond our/your control, so long as we/you resumes performance as soon as practical.
• (c) Any delay or failure of either party to exercise a right or remedy will not result in a waiver of that, or any other, right or remedy. No waiver will be effective unless made in writing and signed by an authorized representative of the waiving party.
• (d) The invalidity, illegality, or unenforceability of any provision of these Terms shall not affect or impact the validity or enforceability of the remainder of these Terms.
  • The parties are operating as independent contractors, and nothing in these Terms will be construed as creating a partnership, franchise, joint venture, employer-employee, or agency relationship.
• (e) These Terms are solely for your and our benefit. These Terms are not for the benefit of any other person, except for permitted successors and assigns.
• (f) These Terms, and the documents referred to in it, constitutes the entire agreement between you and us regarding your use of the Services.

Section 14. Law and Jurisdiction.

If you are domiciled anywhere other than Europe: (i) Washington State law governs the interpretation of these Terms and applies to claims for breach, regardless of conflict of laws principles; and (ii) you and we irrevocably consent to the exclusive jurisdiction and venue of the state or federal courts in King County, Washington, USA, for all disputes arising out of or relating to these Terms. If you are domiciled in Europe: (i) the laws of England and Wales govern the interpretation of these Terms and apply to claims for breach, regardless of conflict of laws principles; and (ii) you and we irrevocably consent to the exclusive jurisdiction and venue of the courts located in London, England, for all disputes arising out of or relating to these Terms. The parties waive all defenses of lack of personal jurisdiction and forum non conveniens. Process may be served on either party in the manner authorized by applicable law or court rule. In any dispute relating to the Services or these Terms, the prevailing party will be entitled to recover reasonable attorneys' fees and costs.