Name of Builder:
A value is required.
Contact Name:
A value is required.
Phone Number:
A value is required.
Email Address:
A value is required.
Invalid format.
Name of Development:
Number of homes:
Age of community:
(date when sales began)
Average price of community:
Average square footage:
Address of Model home or any new home within newly created development:
Street:
City:
County:
State:
Zip Code:
Latitude/Longitude:
Nearest Intersection:
Mapping and Supplemental Data License Agreement You are viewing this Mapping and Supplemental Data License Agreement (this “Agreement”) because you (“Company,” “You” or “Your”) wish to upload your Mapping Data and Supplemental Data (each as defined below) in exchange for a license to the proprietary software code (the “Putmeonthemap Software Code”) that we (“Putmeonthemap,” “We,” “Us” or “Our”) develop and license, relating to, among other things, the mapping of residential real estate development projects planned and under construction across the United States and Canada (each, a “Real Estate Project”), and which will enable You to display Your Real Estate Project to actual and prospective clients on the Internet via interactive maps. Some words in this Agreement are capitalized when grammatical rules would not require. These words are defined in the Section of this Agreement in which they first appear as indicated by bold type. IMPORTANT NOTE TO READ BEFORE UPLOADING OR SUBMITTING ANY MAPPING DATA OR SUPPLEMENTAL DATA Carefully read all terms and conditions of this Agreement. By clicking on the “I AGREE” button You are consenting to be bound and are becoming a party to the contract formed by this Agreement so that Company may license its Mapping Data and Supplemental Data to Putmeonthemap in exchange for a license to the Putmeonthemap Software Code. As used herein, “Mapping Data” means final development plot map data, including all phases, in .DXF or .DWG format for the specific Real Estate Project and “Supplemental Data” means any other data identifying the Real Estate Project such as, but not limited to, the physical and Website address of the Real Estate Project, phone, email, type of home, size of home, price range, date when sales began, number of homes to be built and number of homes sold. You will also be acknowledging that: • You have the authority to enter into this Agreement and bind Company; • The terms of this Agreement supplement the Putmeonthemap.com Web Site Terms and Conditions and take precedence over any contrary terms contained therein; and • You own the Mapping Data and Supplemental Data and have the authority to provide it to Us. If You do not agree to all of the terms of this Agreement, including those above, please click the “BACK” button, stop this process immediately, and contact Us with any questions. The controlling version of this Agreement is the English language version regardless of any other language into which it may be translated. 1. Our License to Your Mapping Data and Supplemental Data. After clicking on the “I AGREE” button, You will identify the Real Estate Project by submitting Supplemental Data via the “GetMapped” section of Our website, located at http://www.putmeonthemap.com/getmapped.html. You will then upload the Mapping Data for the identified Real Estate Project in either .DXF or .DWG format via the “GetMapped” section of Our website. Subject to the terms and conditions of this Agreement, You grant to Us an exclusive, perpetual, worldwide, irrevocable, non-transferable, non-assignable (except as described below), right to use the Mapping Data (the “Mapping Data License”). In addition, subject to the terms and conditions of this Agreement, You grant to Us a non-exclusive, perpetual, worldwide, irrevocable, non-transferable, non-assignable (except as described below) right to use the Supplemental Data (the “Supplemental Data License,” together with the Mapping Data License, the “Data License.”). Because the Mapping Data License You grant to Us is exclusive, during the Term You cannot provide the Mapping Data to any other software, Internet and/or navigation system mapping company for any reason, without first receiving Our express written permission. Your rights under the Putmeonthemap Software License (as defined in Section 2, below) are subject to Your continued compliance with this Agreement and We may revoke the Putmeonthemap Software License at any time if You are in breach, including, without limitation, by providing the Mapping Data to another individual or entity. Your rights under the Putmeonthemap Software License are thus subject to Your continued compliance with this Agreement and We may revoke it at any time if You are in breach, including by providing the Mapping Data to another individual or entity in violation of this Section. We may, upon reasonable advanced notice to You and subject to confidentiality restrictions, conduct limited reviews of Your records as they pertain to the Mapping Data to ensure compliance with this Agreement. These reviews may be conducted by Us or a third party, and will always be conducted at mutually agreed times during normal business hours so as not to disrupt Your business. 2. Your License to Our Putmeonthemap Software Code. In exchange for the License, We grant to You, subject to the terms and conditions of this Agreement, a limited, revocable, non-exclusive, non-transferable, non-assignable, non-sublicensable right to use the Putmeonthemap Software Code to enable Your clients to have access to interactive maps on Your website for the specific Real Estate Project You submit via the “GetMapped” section of our website (the “Putmeonthemap Software License”). For the avoidance of doubt, this is the only purpose for which You may use the Putmeonthemap Software Code. You are not permitted to resell or sublicense the Putmeonthemap Software Code. The Putmeonthemap Software Code is Our valuable intellectual property. We own all right, title and interest in and to it, including patents, trademarks and copyrights, trade secrets and so-called moral rights (e.g., rights of attribution and authorship). Our use with or incorporation of Your Mapping Data or Supplemental Data into them does not affect or change Our ownership. You are prohibited from removing, obscuring or changing proprietary rights notices We may place on the Putmeonthemap Software Code. You are further prohibited from changing or reverse engineering the Putmeonthemap Software Code or from selling otherwise commercializing all or any portion of it. The Putmeonthemap Software Code may be subject to restrictions and controls imposed by the United States Export Administration Act and other applicable transfer control and prohibited person laws and regulations of the United States and other jurisdictions (collectively, the “Export Laws”). You may not ship, transfer, distribute, export, re-export, use, deliver or disclose all or any portion of the Putmeonthemap Software Code or its related information, data, or technology to any jurisdiction, individual or entity in violation of the Export Laws. 3. Receipt and Delivery; No Fees or Taxes. You are solely responsible for obtaining and maintaining any hardware, software or connectivity necessary to take delivery of the Putmeonthemap Software Code. We are solely responsible for obtaining and maintaining any hardware, software or connectivity necessary to take delivery of the Mapping Data and Supplemental Data. Consideration under this Agreement is limited to the exchange of rights granted to one another under Sections 1 and 2, respectively, and no fees or payments are required unless agreed under a written amendment. Each of Company and Putmeonthemap shall be responsible for taxes, if any, arising out such party’s performance of this Agreement. 4. Term and Termination. The term of this Agreement shall commence on the date You click the “I AGREE” button (the “Effective Date”) and unless otherwise agreed, shall remain in effect until the earlier of the date it is terminated pursuant to this Section 4, or five (5) years after the Effective Date (the “Term”). Notwithstanding anything to the contrary contained herein, the Data License shall survive termination or expiration of this Agreement; provided, however, that such use, as it relates to the Mapping Data, will no longer be exclusive. Your right to use the Putmeonthemap Software Code shall be coterminous with the expiration of the Term. If either party materially breaches any obligation under this Agreement, including if Company exceeds its scope of use under the Putmeonthemap Software License, the non-breaching party may provide a written notice specifying the nature of the breach. The breaching party will have ten (10) business days to cure the breach following receipt of notice. If the breach is not so cured, the non-breaching party may terminate this Agreement and the applicable licenses hereunder, by providing a second written notice of immediate termination. Any attempt to wind down or liquidate operations or seek or obtain protection from creditors will be a material breach subject to the foregoing provisions. Once the Putmeonthemap Software License expires or terminates for any reason, Company shall: (a) cease use of the Putmeonthemap Software Code; and (b) return the Putmeonthemap Software Code and all confidential information to Putmeonthemap and delete all instances and copies thereof from all system cache, media and memory on media, hardware and networks owned by Company or under its reasonable control, using reasonable overwrite, delete and erasure protocols. Articles 4 and 5, the restrictions in Article 2, and those portions of Article 7 which by their nature should survive, each shall survive the termination or expiration of this Agreement for any reason. 5. Disclaimers and Limitation of Liability. THE PUTMEONTHEMAP SOFTWARE CODE IS PROVIDED “AS IS” WITHOUT ANY WARRANTY OF ANY KIND, AND TO THE MAXIMUM EXTENT PERMITTED BY LAW, PUTMEONTHEMAP EXPRESSLY DISCLAIMS ALL WARRANTIES WHETHER EXPRESS, IMPLIED OR STATUTORY (INCLUDING WARRANTIES OR MERCHANTABILITY, FITNESS FOR PURPOSE AND NON-INFRINGEMENT). WE DO NOT WARRANT THAT THE PUTMEONTHEMAP SOFTWARE CODE MEETS YOUR REQUIREMENTS, OPERATES WITHOUT INTERRUPTION OR IS ERROR FREE. IN NO EVENT WILL EITHER YOU OR PUTMEONTHEMAP BE LIABLE TO THE OTHER FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, RELIANCE OR PUNITIVE DAMAGES OR DAMAGES FOR LOST OR IMPUTED PROFITS OR LOST DATA EXCEPT IF YOU BREACH THE PUTMEONTHEMAP SOFTWARE LICENSE. SIMILARLY, EXCEPT IF YOU BREACH THE PUTMEONTHEMAP SOFTWARE LICENSE, EACH PARTY’S AGGREGATE, CUMULATIVE LIABILITY IN CONNECTION WITH THIS AGREEMENT IS LIMITED TO DIRECT DAMAGES CAPPED AT ONE HUNDRED DOLLARS ($100.00). The limitations and exclusions in this Article 5 apply to all claims or causes of action on whatever basis and under whatever theory brought and irrespective of whether the party has advised or has been advised of the possibility of a claim. 6. Assignment. You may not assign or transfer this Agreement or the Putmeonthemap Software License unless You make a request in writing in advance and We reply in writing consenting to Your request. We may require You and the party to whom You assigned or transferred to agree to additional terms or pay fees. We do not give blanket consents, so You will follow these procedures for each additional or subsequent transfer or assignment You or Your permitted assignees/transferees wish to make. Any change in the ownership or control of Company or Your parent entity will be considered a transfer requiring Our written consent. 7. Miscellaneous Terms; Interpretation. The contents of this Agreement are confidential and shall not be disclosed. This Agreement will be governed by the laws of the State of New York without regard to principles of conflicts of laws. All claims under this Agreement must be brought in the appropriate state or federal court located in the State of New York. The non-breaching party will be entitled to seek injunctive relief for any breach or threatened breach of the Putmeonthemap Software License or Data License, or Article of this Agreement. The breaching party will indemnify, defend and hold the non-breaching party harmless from any expense, liability or damage arising out of such breaches. References to days are references to calendar days unless otherwise specified. The words “shall”, “will” and “must” are used in the imperative sense while the word “may” is their antonym, used in the permissive sense. All notices, including notices of address changes, given by either party must be sent by certified mail or by reputable overnight courier. Notices to Putmeonthemap must be sent to 5018 Route 9 South, Howell, New Jersey, 07731. Notices to Company will be sent to the address specified in the Supplemental Data provided via the “GetMapped” section of Our website. If any provision of this Agreement is held unenforceable the enforceability of the remaining provisions will not be affected. Waiver of any breach is not waiver of any other breach. Headings and captions are used for convenience of reference only. This Agreement may be executed in separate original or facsimile counterparts, each of which will be deemed originals, and all of which will be deemed one and the same instrument. This Agreement may not be amended except in a writing signed by both parties. This Agreement is the complete agreement of the parties with respect to the Data License and Putmeonthemap Software License and supersedes all prior discussions, negotiations and proposals whether verbal or written. END OF AGREEMENT
I accept the terms in the License Agreement
You must select before continuing!
Click on Upload Now button to submit your site maps via email
