END USER LICENCE AGREEMENT
Bluesky International Ltd.
Customer Name:
Point of Contact:
Customer Telephone:
Customer Address:
Image to be supplied:
Bluesky Job Reference Number:
Value Added Resellers Name: MapKiosk,
Value Added Resellers Reference Number:
Value Added Resellers Point of Contact:
Date of Supply:
Method of Supply:
Fee:
Agreed Use: No
reproduction rights granted. Not
for resale.
Further Licence Restrictions
Any special notes:
Please see overleaf for important terms of licence to use
the image(s)
END USER
LICENCE TERMS & CONDITIONS (IMAGES)
1. In these terms:-
2. "Agreed Use" means one or
more of the following types of user license which has been purchased by the
Customer as stated overleaf :- Single Use Licence, Corporate Use Licence,
Internet Use Licence, Intranet Use Licence.
3. "Licence" means the terms and
conditions herein including those detailed overleaf.
4. “Single Use Licence”- means a license
purchased by the Customer for up to 3 users permitted to utilise the Image in accordance
with the terms herein. The Image is not
for commercial resale or Internet release.
5. “Corporate Use Licence”- means a
licence for unlimited internal corporate use by the Customer of the Image
including sub-contractors of the Customer (such sub-contractors must be under
an obligation to return/destroy the data after use). Customer and Customer’s
subcontractors may not use the Image outside the Customer’s site.
6. “Intranet Use Licence” – means a
Corporate Use Licence purchased by the Customer for use on the Customer’s
intranet site. It may not be accessed via the Internet.
7. “Internet Use Licence”- means a licence
for the use of the Image on Customer's specified website only. The license
granted herein allows the Customer a 2m resolution Image at a specific image
size to be zoom able and roam able. If a greater
resolution is required then the Customer must purchase a licence in accordance
with the terms and conditions of GetMapping’s Imagexpress DirectTM a copy of
which is available from GetMapping on request.
8. "Customer" means the customer
stated overleaf
9. "Fee" means the fee stated
overleaf
10. “Further Licence Restrictions” means
those further restrictions on the Customer’s use of the Image as detailed
overleaf
11. "Getmapping" means Getmapping
plc;
12. “Bluesky” means Bluesky International
Ltd;
13. "Image" means the image(s)
stated overleaf;
14. "Intellectual Property
Rights" means the intangible legal rights or interests evidenced by or
embodied in (1) any idea, design (both unregistered and registered), concept,
technique, invention, discovery, or improvement, regardless of patentability,
but including patents, patent applications, trade secrets, trade marks, and
know-how; (2) any work of authorship, regardless of copyright ability, but
including copyrights and any moral rights recognised by law; and (3) any other
similar rights, in each case on a worldwide basis.
15. Bluesky grants the Customer a
non-exclusive, non-transferable licence to use the Image for the Agreed Use in
accordance with the Licence detailed herein and overleaf. Bluesky agrees to use reasonable endeavours
to deliver the Image to the Customer on or before the Date of Supply unless
prevented by circumstances beyond its reasonable control.
16. Unless stated overleaf, the Agreed Use
will be for a Single Use Licence.
17. Notwithstanding anything else in these
terms, the Customer shall not make use of the Image for any purpose that might,
in the reasonable opinion of Bluesky, be derogatory of Bluesky or Getmapping.
18. Customer acknowledges that Bluesky has
the right to licence the Image to the Customer hereunder and agrees that as
between Customer and Getmapping, Getmapping holds all rights, title and
interest in and to the Image and any modifications thereof and all Intellectual
Property Rights therein. The Customer acknowledges that Getmapping
is the owner of all the Intellectual Property Rights in the Image except in the
case of
·
The
Customer may not make a copy of the Image unless such a copy is wholly and
necessarily required for the Agreed Use.
·
The
Fee shall be paid by the Customer within 30 days of the date of invoice. If payment is delayed the Customer shall be
liable, without limitation to Bluesky’s other rights,
to pay interest on the monies owing at a rate of 2 per cent per month or part
month.
19. Bluesky shall not be liable to the
Customer for any special, indirect, incidental or consequential loss or damages
whatsoever (including, without limitation, business interruption, loss or
corruption of business data or loss of goodwill or opportunity) nor for loss of
business, profits or anticipated savings.
20. Bluesky will use all reasonable
endeavours to ensure that the Image is correctly identified and captioned.
21. Save for those express obligations
contained in this Licence, Bluesky hereby excludes all warranties and
conditions expressed or implied by law, statutory or otherwise, including but
not limited to any as to quality or fitness for a particular purpose. No oral
or written representation not expressly contained in this Licence shall be
binding on Getmapping except for any misrepresentations that were made or given
fraudulently.
22. Bluesky’s total liability under this Licence
shall be limited to the amount of the Fee.
Once this amount has been reached, whether this be
for one or several connected or unconnected events, Bluesky’s
liability shall cease.
23. Bluesky may terminate this Licence
forthwith by written notice if the Customer ceases to do business, breaches any
provision of this Licence or seeks protection under any insolvency proceeding,
or if any such proceeding is instituted against it.
24. Upon the termination of this Licence
the Customer shall immediately, cease to use the Image and shall return it to
Bluesky immediately. If requested the
Customer shall confirm in writing that this has been done.
25. If any provisions or portions of this
Licence are held to be invalid under any applicable statute or rule of law,
they are to that extent to be deemed omitted from the Licence without affecting
validity or enforceability of the remainder.
26. The Customer may not assign, transfer,
sub-contract, charge or otherwise part with this Licence or any rights or
obligations under it.
27. Bluesky may assign, transfer,
sub-contract, charge or otherwise part with this Licence or any rights or
obligations under it.
28. This Licence shall be governed by and
construed in accordance with the laws of
29. This Licence constitutes the entire
agreement between the parties hereto with respect to the subject matter hereof
and supersedes all prior agreements, negotiations and discussions between the
parties hereto relating thereto. This
Licence may only be varied in writing by a director of Bluesky and an
authorised representative of the Customer.