MapQuest Developer Network

Developer Network Terms of Service

MAPQUEST DEVELOPER NETWORK AGREEMENT AND TERMS OF SERVICE

Welcome! The terms below and the MapQuest Terms of Use and the MapQuest Privacy Policy govern your access and use of the MapQuest Developer Network.

BY ACCESSING, VIEWING, REGISTERING, DOWNLOADING OR USING THE MATERIALS ON THE MAPQUEST DEVELOPER NETWORK (defined below), YOU SIGNIFY ELECTRONICALLY THAT YOU AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS (THE “AGREEMENT” OR “TERMS”).

If you do not agree to these Terms, then you may not use the MapQuest Developer Network and you should exit immediately.

If you are accepting this Agreement on behalf of your employer or another entity, you represent and warrant that you have the full legal authority to bind your employer or such entity to this Agreement.

1. DEFINITIONS. The following definitions apply in this Agreement:
•   “Application(s)” means the applications, tools, sample code (in object or source code form) and instructions, such as, APIs, related documentation, data, content and services available from MapQuest through the Network.
•   “Credential(s)” means any form of a unique identifier issued by us that gives you access to certain Applications.
•   “Mapping Product” means any product developed by you that is based upon, incorporates, references or interacts with the Applications, including without limitation, Web sites, online services or software applications.
•   “MapQuest Developer Network” or “Network” means the Applications and all related interactive online services and content, including without limitation, web sites, content, message boards, blogs, chat services, FAQs, upload and download areas, documentation, sample code, and software products provided by us on our family of Web sites for the use and distribution of the Applications.
•   “We,” “us” or “MapQuest” means MapQuest, Inc. and its corporate affiliates.
•   "You” and “your” means both you and such person or entity on whose behalf you act, if any.

2. TERMS AND USAGE RULES. We may modify these Terms at any time without notice. You shall assume all responsibility for reviewing this Agreement periodically at http://developer.mapquest.com/home/termsofuse so that you will be apprised of any changes. If you continue to use the MapQuest Developer Network after we post or provide notice about changes to these Terms, you are signifying your acceptance of the new terms. If you disagree with any changes to this Agreement, you must discontinue your use of the MapQuest Developer Network and all rights and licenses granted to you under this Agreement terminate immediately. Each Application and certain services or features on the MapQuest Developer Network may be subject to additional terms, licenses, documentation, usage rules and restrictions (“Usage Rule(s)”), which will be binding on you if you elect to use such services. If you do not agree to the Usage Rules of a particular Application or service on the MapQuest Developer Network, then do not use such Application or service.

3. THE NETWORK. We may change, suspend, or discontinue all or any aspect of the MapQuest Developer Network, including its availability, at any time.

4. REGISTRATION. We may require that you register with us or through one of our affiliates to gain access to certain features and services of the MapQuest Developer Network, or to obtain an Application or Credential. You may create a single account only, unless we expressly grant you permission to create multiple accounts. You must provide accurate identification, contact, and other information required as part of the registration process. You may not create any script or other automated tool that attempts to create multiple developer accounts. We may require that you use or obtain a MapQuest screen name or other user name authorized by us to authenticate your access to the MapQuest Developer Network (“Screen Name”). You agree to abide by any separate terms, privacy policies and other guidelines that will apply to your registration and use of such Screen Name. We may reject in our sole discretion any Screen Name selected by you that we determine is inappropriate. We may in our sole discretion reject any registration for any reason.

5. Usage Data. MapQuest's servers record information when you visit our websites or when Applications and/or Credentials call or invoke MapQuest services. This information may include, without limitation, the URL, IP address, browser type, Credential and access times and dates. We may use this information to promote, operate, and improve MapQuest services and properties, including the MapQuest Developer Network, and deliver the services that you have requested.

6. PROPRIETARY RIGHTS. Title, ownership rights, and intellectual property rights in the Applications and all other content, software, services and material offered on or through the MapQuest Developer Network shall remain in MapQuest, its licensors and/or other providers (“IP Rights”). The IP Rights are protected by copyright, patent, trade secret and other intellectual property laws and by international treaties. You shall not take any action to jeopardize, limit or interfere in any manner with these IP Rights. You acknowledge and agree that you obtain no intellectual property rights or licenses by this Agreement except for those licenses expressly granted in this Agreement.

7. LICENSE. Subject to the terms of this Agreement, we give you a limited, non-transferable right to use the Network solely for the limited purpose of furthering your development efforts and your ability to learn about or share information about the Applications. This license is non-exclusive and revocable. You may not sub-license or resell this right to any other person or entity. You shall not distribute any Application or code provided by MapQuest in any manner except as expressly authorized by this Agreement and the applicable Usage Rule. You shall not use the Network in a manner that exceeds the limitations set forth in this Agreement and/or in the applicable Usage Rules. We and our licensors reserve all rights not expressly granted to you.

8. GENERAL RESTRICTIONS. You may not use or allow or assist anyone to use the MapQuest Developer Network in any way that (a) violates the terms of this Agreement and any applicable Usage Rule; (b) violates the rights of others; (c) facilitates the generation of SPIM, SPAM, or other bulk unsolicited communications; (d) removes or alters any trademark, trade name, service mark, domain name, logo, copyright or other proprietary notices, legends, symbols or labels or any other distinctive brand features from any Application or from any other content or materials on the MapQuest Developer Network; (e) encumbers, sells, rents, leases, sublicenses, or otherwise transfer rights to the Applications or any other aspect of the MapQuest Developer Network; (f) attempts to decompile, disassemble, reverse engineer, or derive the source code for any software product provided by us to you in object code format only; (g) causes or enables the distribution of any viruses, Trojan horses, trap doors, back doors, worms, time bombs, cancelbots, adware, spyware or other computer programming routines designed or intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data or personal information; (h) facilitates illegal or any other activity determined by us in our discretion and judgment to be an inappropriate use of the MapQuest Developer Network; (i) misleads or attempts to mislead users; (j) interferes with the rights of others to use the MapQuest Developer Network; (k) use the Applications as a means to engage in conduct that reflects poorly upon, disparages or devalues MapQuest's reputation or goodwill, as determined in our sole discretion; or (l) use the MapQuest Developer Network with any content or product that falsely expresses or implies that such content or product is sponsored or endorsed by MapQuest.

9. SAMPLE CODE AND SOFTWARE. We may offer certain software products (including beta versions) and sample code for you to download or use in object code form. Such software products and sample code will be subject to the terms of the license agreements that accompany them as well as any terms set forth herein which are not to the contrary. You agree that you will abide by all such license terms if you download and/or use the software products or sample code. If you do not agree, then do not download or use the Sample Code. The software products and sample code are protected by copyright and other intellectual property laws and treaties and are owned by us or our suppliers. You may not use the software products or sample code in any manner that exceeds the license rights granted to you.

a. Additional terms for download and use of Sample Code and Beta APIs.
MapQuest warrants that to the best of its knowledge and belief it has the right to permit you to use the Sample Code or API(s), and you agree to use such Sample Code or API(s) for internal testing or internal development purposes only. NO OTHER WARRANTIES ARE MADE BY MAPQUEST REGARDING THE SAMPLE CODE OR API(S). THE SAMPLE CODE OR API(S) AND ANY RELATED INFORMATION ARE PROVIDED “AS-IS,” “AS-AVAILABLE” AND WITH ALL FAULTS. MAPQUEST MAKES NO EXPRESS OR IMPLIED WARRANTIES OF ANY KIND WITH RESPECT TO THE SAMPLE CODE OR API(S) AND ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUALITY, ACCURACY, INTEGRATION AND FITNESS ARE HEREBY DISCLAIMED.
MAPQUEST SHALL NOT BE RESPONSIBLE FOR ANY LOSS OR DAMAGE TO YOU OR TO ANY THIRD PARTY CAUSED BY THE SAMPLE CODE OR API(S) OR ACTIVITIES CONTEMPLATED IN THIS AGREEMENT. IN NO EVENT SHALL MAPQUEST, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS OR AFFILIATES, BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, WHETHER BASED ON CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, ARISING OUT OF ANY USE OR INABILITY TO USE THE SAMPLE CODE OR API(S) OR RELATING TO THIS AGREEMENT. MAPQUEST HAS NO OBLIGATION TO INDEMNIFY YOU UNDER THIS AGREEMENT. THIS LIMITATION OF LIABILITY SHALL APPLY EVEN IF ANY EXCLUSIVE REMEDY HEREUNDER FAILS OF ITS ESSENTIAL PURPOSE.

If MapQuest defaults under any provision of this Agreement, your sole and exclusive remedy shall be to terminate this Agreement and destroy the Sample Code or API(s) and cease further use thereof. Upon termination, or at any time upon MapQuest’s request, you shall cease use of the Sample Code or API(s) and permanently destroy all copies thereof in your possession or under your control.

10. SUBMISSIONS; FORUM POSTS. You agree that all content, comments, postings to forums and message boards, suggestions, ideas, complaints and other feedback relating to the Applications, your Mapping Product and/or the MapQuest Developer Network that you disclose to us or post on the Network, may be used by us and our licensors, suppliers and licensees in any manner whatsoever, for no compensation and without limitation of any kind (“Submissions”). Notwithstanding the foregoing, we shall not be obligated to take action based upon any Submission provided by you.
Certain areas of the MapQuest Developer Network may allow you to post Submissions that can be accessed and viewed by others, including the public in general. You may only post Submissions to public areas on the MapQuest Developer Network that you created or that you have permission to post. In addition to all other restrictions set forth in this Agreement, you shall not post or transmit through the MapQuest Developer Network any Submission, or otherwise engage in any conduct that:
•   is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another's privacy, tortious, or contains explicit or graphic descriptions, or accounts of, sexual acts;
•   victimizes, harasses, degrades, or intimidates an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age, or disability; or
•   impersonates any person, business or entity, including MapQuest and its employees and agents.

You understand and agree that by posting a Submission in any public area on the MapQuest Developer Network, you also grant any third party permission to use and incorporate your ideas or comments without compensation or approval by you.

11. NO DUTY TO MONITOR. You agree that we are not liable for content that is provided by others on the Network. We have no duty to pre-screen content, but we have the right to refuse to post or to edit submitted content. We reserve the right to remove content for any reason, but we are not responsible for any failure or delay in removing such material.

12. PROCEDURE FOR MAKING CLAIMS OF COPYRIGHT INFRINGEMENT. We respect the intellectual property of others. If you believe that your work has been copied and is accessible on the Network in a way that constitutes copyright infringement, please follow the instructions at http://about.aol.com/aolnetwork/copyright_infringement on how to contact us to report possible copyright infringement.

13. THIRD PARTY SITES; ADVERTISERS. The MapQuest Developer Network may include links to third party websites, including links provided as automated search results. Some of these sites may contain materials that are objectionable, unlawful, or inaccurate. These links do not mean that we endorse these third party sites or services. You acknowledge and agree that we are not responsible or liable for any content or other materials on these third party sites. Any dealings that you have with advertisers found on the MapQuest Developer Network are between you and the advertiser and you acknowledge and agree that we are not liable for any loss or claim you may have against an advertiser.

14. YOUR REPRESENTATIONS AND WARRANTIES. You warrant to us that: (a) you have the full legal power and authority to enter into this Agreement; (b) you own and/or have obtained the necessary legal rights to provide all content contained in your Submissions; (c) you will abide by these Terms and all applicable Usage Rules and Guidelines; and (d) your use of the MapQuest Developer Network and the Applications (i) shall not be used in any commercially unreasonable manner; (ii) shall not infringe any intellectual property rights of any third party including without limitation, any right of privacy, publicity, copyright, trademark, or patent; and (iii) shall comply with all applicable laws, rules and regulations, including without limitation, consumer protection, data security, and privacy laws.

15. RIGHT TO INVESTIGATE; RIGHT TO AUDIT. You understand and agree that we reserve the right to use whatever technical and legal remedies available to us to prevent abuses to the MapQuest Developer Network. We reserve the right to investigate or monitor in our own discretion and by any means we deem appropriate (a) your compliance with this Agreement and (b) any activity or conduct that we believe violates the terms of this Agreement. In addition to any other rights that we may have in this section and in the Agreement, we reserve the right to request an audit to investigate compliance with this Agreement.

16. NON-ASSERT. In consideration of the licenses granted herein, and other consideration provided by us to you under this Agreement, you covenant not to sue or otherwise assert any patent rights against us or any of our affiliates, suppliers or licensees for any alleged patent infringement during the term of this Agreement by any product or service that uses any Application.

17. MAPQUEST'S DISCLAIMER OF WARRANTY; AS IS. THE MAPQUEST DEVELOPER NETWORK (INCLUDING WITHOUT LIMITATION ALL SERVICES, SOFTWARE PRODUCTS AND APPLICATIONS) ARE PROVIDED WITH ALL FAULTS ON AN "AS IS" BASIS. YOU ARE USING THE MAPQUEST DEVELOPER NETWORK AT YOUR OWN RISK. WE, OUR LICENSORS AND OTHER PROVIDERS DISCLAIM ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES THAT THE MAPQUEST DEVELOPER NETWORK IS FREE OF DEFECTS, VIRUS FREE, AND ABLE TO OPERATE ON AN UNINTERRUPTED BASIS, THAT THE FUNCTIONALITY OF THE MAPQUEST DEVELOPER NETWORK WILL MEET YOUR REQUIREMENTS, OR THAT ERRORS IN THE MAPQUEST DEVELOPER NETWORK WILL BE CORRECTED. WE DISCLAIM THE IMPLIED WARRANTIES THAT THE MAPQUEST DEVELOPER NETWORK AND THE APPLICATIONS ARE MERCHANTABLE, OF SATISFACTORY QUALITY, ACCURATE, FIT FOR A PARTICULAR PURPOSE OR NEED, OR NON-INFRINGING, UNLESS SUCH IMPLIED WARRANTIES ARE LEGALLY INCAPABLE OF EXCLUSION. FURTHER, WE, OUR LICENSORS AND PROVIDERS DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE MAPQUEST DEVELOPER NETWORK IN TERMS OF ITS CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY US OR AN AUTHORIZED REPRESENTATIVE SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF ANY WARRANTY THAT CANNOT BE DISCLAIMED UNDER APPLICABLE LAW. YOU BEAR THE ENTIRE RISK AS TO THEIR QUALITY AND PERFORMANCE AND YOU ASSUME THE ENTIRE COST OF ANY SERVICE AND REPAIR. THIS DISCLAIMER OF WARRANTY CONSTITUTES AN ESSENTIAL PART OF THIS AGREEMENT.

18. LIMITATION OF LIABILITY. WE, OUR LICENSORS AND PROVIDERS HAVE NO LIABILITY WITH RESPECT TO YOUR USE OF THE MAPQUEST DEVELOPER NETWORK. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL WE OR OUR PARENT, AFFILIATES, DIRECTORS, EMPLOYEES, DISTRIBUTORS, LICENSORS, SUPPLIERS, AGENTS OR RESELLERS (COLLECTIVELY, THE "MAPQUEST GROUP") BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES ARISING OUT OF OR IN ANY WAY RELATING TO THIS AGREEMENT OR THE USE OF OR INABILITY TO USE THE MAPQUEST DEVELOPER NETWORK, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF GOODWILL, WORK STOPPAGE, LOST PROFITS, LOSS OF DATA, COMPUTER FAILURE OR MALFUNCTION. IN ADDITION, THE MAXIMUM AGGREGATE LIABILITY OF THE MAPQUEST GROUP FOR ANY CLAIMS ARISING IN CONNECTION WITH THIS AGREEMENT WILL NOT EXCEED THE FOLLOWING AMOUNTS:
(A) ONE HUNDRED DOLLARS (US $100) FOR ANY SPECIFIC APPLICATION PROVIDED AT NO CHARGE, IN WHICH THE PARTIES AGREE THAT THE FOREGOING LIMITATIONS REPRESENT A REASONABLE ALLOCATION OF RISK UNDER THIS AGREEMENT; OR
(B) FOR ANY APPLICATION PROVIDED FOR A FEE, NOT MORE THAN THE TOTAL AMOUNT PAID DURING A ONE-YEAR PERIOD FOR THE SPECIFIC APPLICATION AT ISSUE.

19. ACKNOWLEDGEMENT. The disclaimer of warranty, and limitation of damages set forth above are essential elements of the basis of the bargain between us and you. You agree that we would not be able to provide the Applications on an economic basis without such limitations.

20. YOUR INDEMNITY. You shall indemnify, hold harmless and, at our request, defend us and/or our licensors, officers, directors, employees, affiliates, agents and representatives from and against any and all claims, liabilities, losses, damages, expenses and costs (including attorneys' fees and costs) relating to your breach of any provision under this Agreement or otherwise arising out of your use of the MapQuest Developer Network, including, but not limited to, any claim related to infringement or misappropriation of intellectual property rights, which includes but is not limited to, infringement by your Mapping Product and/or any content contained therein (except to the extent such a claim is based solely on an unaltered Application). We shall give you prompt notice of any such claim made against us, and you and MapQuest shall cooperate in the defense of any such claim, suit or proceeding, including appeals, negotiations and any settlement or compromise thereof, provided that we must approve the terms of any settlement or compromise, and such approval shall not be unreasonably withheld.

21. TERM, TERMINATION. Unless otherwise provided in a separate agreement between you and us, (a) we may terminate this Agreement at any time, in our discretion, and with or without notice to you; and (b) you may terminate this Agreement by ceasing use of the Applications, including without limitation by removing any and all code from your Mapping Products enabling your use of the Applications. You agree that once the Agreement is terminated, your right to use the Network and all Applications is terminated immediately. Cancellation terms for any Application or other service on the Network subject to a fee will be set forth in the applicable Usage Rule.

22. U.S. GOVERNMENT END-USERS. The MapQuest Developer Network, including without limitation all Applications, are “commercial items” under FAR §2.101 consisting of “commercial computer software” and “commercial computer software documentation” under FAR §12.212 and DFARS §227-7202. Any use, duplication, or disclosure of the MapQuest Developer Network by the United States Government is governed solely by the terms of this Agreement. Any technical data customarily provided with the MapQuest Developer Network shall also be governed by the terms of this Agreement pursuant to FAR §12.211. Further, you acknowledge that all items or services ordered and delivered under this Agreement are commercial items as defined under Part 12 of the Federal Acquisition Regulation (FAR). In particular, MapQuest agrees to be bound only by those Federal contracting clauses that apply to “commercial” suppliers and that are contained in FAR 52.212-5(e)(1) (OCT 2003).

23. ELECTRONIC NOTICES. YOU AGREE TO TRANSACT WITH US ELECTRONICALLY. WE MAY PROVIDE NOTICES TO YOU ELECTRONICALLY (1) VIA E-MAIL IF YOU HAVE PROVIDED US WITH A VALID EMAIL ADDRESS OR (2) BY POSTING THE NOTICE ON A WEBSITE DESIGNATED BY US FOR THIS PURPOSE. The delivery of any Notice is effective when sent or posted by us, regardless of whether you read the Notice or actually receive delivery. You can withdraw your consent to receive Notices electronically by discontinuing your use of the MapQuest Developer Network.

24. INJUNCTIVE RELIEF. You acknowledge and agree that, notwithstanding any other provisions of this Agreement, your breach or threatened breach of this Agreement may cause us irreparable damage for which recovery of money damages might be inadequate and that we, therefore, may seek timely injunctive relief to protect our rights under this Agreement in addition to any and all other remedies available at law or in equity.

25. NO SUPPORT BY MAPQUEST. We have no obligation to provide support services for the Applications or the MapQuest Developer Network, although we may do so in our sole discretion. We are under no obligation to provide you with any error corrections, updates, upgrades, bug fixes and/or enhancements of the Applications. This Agreement does not grant you any right to any version enhancement update, or to a continuous availability of the Applications.

26. SURVIVAL. Sections 2, 6, 10, 11, 14, 17 through 20, and 22 to 28 shall survive expiration or termination of this Agreement. We shall not be liable to you for damages of any sort resulting from terminating this Agreement.

27. JURISDICTION; VENUE. You agree that the laws of the Commonwealth of Virginia govern this Agreement and any claim or dispute that you may have against us, without regard to Virginia’s conflict of laws rules, and that the United Nations Convention on Contracts for the International Sale of Goods shall have no applicability. You further agree that any disputes or claims that you may have against us will be resolved by a court located in the Commonwealth of Virginia and you agree and submit to the exercise of personal jurisdiction of such courts for the purpose of litigating any such claim or action.

PLEASE NOTE THAT BY AGREEING TO THESE TERMS OF USE, YOU ARE: (1) WAIVING CLAIMS THAT YOU MIGHT OTHERWISE HAVE AGAINST US BASED ON THE LAWS OF OTHER JURISDICTIONS, INCLUDING YOUR OWN; (2) IRREVOCABLY CONSENTING TO THE EXCLUSIVE JURISDICTION OF, AND VENUE IN, STATE OR FEDERAL COURTS IN THE COMMONWEALTH OF VIRGINIA OVER ANY DISPUTES OR CLAIMS YOU HAVE WITH US; AND (3) SUBMITTING YOURSELF TO THE PERSONAL JURISDICTION OF COURTS LOCATED IN THE COMMONWEALTH OF VIRGINIA FOR THE PURPOSE OF RESOLVING ANY SUCH DISPUTES OR CLAIMS.

28. MISCELLANEOUS. (a) This Agreement constitutes the entire agreement between you and us concerning the subject matter of this Agreement, which may only be modified by us. (b) This Agreement shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods. (c) If any part of this Agreement is held invalid or unenforceable, that part shall be construed to reflect the parties' original intent as nearly as practicable, and the remaining portions remain in full force and effect, or we may at its option instead terminate this Agreement. (d) The controlling language of this Agreement is English. If you have received a translation into another language, it has been provided for your convenience only. (e) A waiver by either party of any term or condition of this Agreement or any breach thereof, in any one instance, shall not waive such term or condition or any subsequent breach thereof. (f) You may not assign or otherwise transfer by operation of law or otherwise this Agreement or any rights or obligations herein. We may assign this Agreement to any entity at its sole discretion. (g) This Agreement shall be binding upon and shall inure to the benefit of the parties, their successors and permitted assigns. (h) Neither party shall be in default or be liable for any delay, failure in performance or interruption of service resulting directly or indirectly from any cause beyond its reasonable control. (i) Your use of the Applications and participation in the MapQuest Developer Network do not create any partnership, joint venture or agency relationship between you and us. (j) Neither you nor MapQuest has the power to direct or control the day to day activities of the other or to create or assume any obligation on behalf of the other.

Last Updated: 3-7-08