All text, graphics, photographs, trademarks, logos, artwork and computer code (collectively, "Content"), including but not limited to the design, structure, selection, coordination, expression, "look and feel" and arrangement of such Content, contained on the Site is owned, controlled or licensed by or to Avenza, and is protected by trade dress, copyright, patent and trademark laws, and various other intellectual property rights and unfair competition laws.
You may use information on Avenza products and services (such as data sheets, knowledge base articles, and similar materials) purposely made available by Avenza for downloading from the Site, provided that you (1) do not remove any proprietary notice language in all copies of such documents, (2) use such information only for your personal, non-commercial informational purpose and do not copy or post such information on any networked computer or broadcast it in any media, (3) make no modifications to any such information, and (4) not make any additional representations or warranties relating to such documents.
Your Use of the Site
You may not use any "deep-link", "page-scrape", "robot", "spider" or other automatic device, program, algorithm or methodology, or any similar or equivalent manual process, to access, acquire, copy or monitor any portion of the Site or any Content, or in any way reproduce or circumvent the navigational structure or presentation of the Site or any Content, to obtain or attempt to obtain any materials, documents or information through any means not purposely made available through the Site. Avenza reserves the right to bar any such activity.
You may not attempt to gain unauthorized access to any portion or feature of the Site, or any other systems or networks connected to the Site or to any Avenza server, or to any of the services offered on or through the Site, by hacking, password "mining" or any other illegitimate means.
You may not probe, scan or test the vulnerability of the Site or any network connected to the Site, nor breach the security or authentication measures on the Site or any network connected to the Site. You may not reverse look-up, trace or seek to trace any information on any other user of or visitor to the Site, or any other customer of Avenza, including any Avenza account not owned by you, to its source, or exploit the Site or any service or information made available or offered by or through the Site, in any way where the purpose is to reveal any information, including but not limited to personal identification or information, other than your own information, as provided for by the Site.
You agree that you will not take any action that imposes an unreasonable or disproportionately large load on the infrastructure of the Site or Avenza’s systems or networks, or any systems or networks connected to the Site or to Avenza.
You agree not to use any device, software or routine to interfere or attempt to interfere with the proper working of the Site or any transaction being conducted on the Site, or with any other person’s use of the Site.
You may not forge headers or otherwise manipulate identifiers in order to disguise the origin of any message or transmittal you send to Avenza on or through the Site or any service offered on or through the Site. You may not pretend that you are, or that you represent, someone else, or impersonate any other individual or entity.
Purchases; Other Terms and Conditions
Avenza’s obligations, if any, with regard to its products and services are governed solely by the agreements pursuant to which they are provided, and nothing on this Site should be construed to alter such agreements.
Pricing and Availability Information
Pricing and availability as set forth in the Avenza Site are subject to change without notice, and may not be available in all countries. The Avenza Site may contain references to Avenza products, services and programs that have not been announced in your country. These references do not imply that Avenza intends to announce or make available such products, services or programs in your country. Further, the Avenza Site may contain references to future planned Avenza products. Such products are only planned and may not actually be produced. Any planned ship dates mentioned in reference to such future products are estimated ship dates only, and are not guaranteed. In addition, the materials on the Site with respect to products and services may be out of date, and Avenza makes no commitment to update the materials on the Site with respect to such products and services.
The following terms also govern and apply to your use of the Site, and they are incorporated herein by this reference:
Each of these policies may be changed from time to time and are effective immediately upon posting such changes on the Site.
Accounts, Passwords and Security
Certain features or services offered on or through the Site may require you to open an account (including setting up an ID and password). You are entirely responsible for maintaining the confidentiality of your account information, including your password, and for any and all activity that occurs under your account. You agree to notify Avenza immediately of any unauthorized use of your account or password, or any other breach of security. However, you may be held liable for losses incurred by Avenza or any other user of or visitor to the Site due to someone else using your ID, password or account.
You may not use anyone else’s ID, password or account at any time without the express permission and consent of the holder of that ID, password or account. Avenza cannot and will not be liable for any loss or damage arising from your failure to comply with these obligations.
Links to Other Sites and to the Avenza Site
This Site may contain links to other independent third-party Web sites ("Linked Sites"). These Linked Sites are provided solely as a convenience to our visitors. Such Linked Sites are not under Avenza’s control, and Avenza is not responsible for and does not endorse the content of such Linked Sites, including any information or materials contained on such Linked Sites. You will need to make your own independent judgment regarding your interaction with these Linked Sites.
AVENZA DOES NOT PROMISE THAT THE SITE OR ANY CONTENT, SERVICE OR FEATURE OF THE SITE WILL BE ERROR-FREE OR UNINTERRUPTED, OR THAT ANY DEFECTS WILL BE CORRECTED, OR THAT YOUR USE OF THE SITE WILL PROVIDE SPECIFIC RESULTS. THE SITE AND ITS CONTENT ARE DELIVERED ON AN "AS-IS" AND "AS-AVAILABLE" BASIS. ALL INFORMATION PROVIDED ON THE SITE IS SUBJECT TO CHANGE WITHOUT NOTICE. AVENZA CANNOT ENSURE THAT ANY FILES OR OTHER DATA YOU DOWNLOAD FROM THE SITE WILL BE FREE OF VIRUSES OR CONTAMINATION OR DESTRUCTIVE FEATURES. AVENZA DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY WARRANTIES OF ACCURACY, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. AVENZA DISCLAIMS ANY AND ALL LIABILITY FOR THE ACTS, OMISSIONS AND CONDUCT OF ANY THIRD PARTIES IN CONNECTION WITH OR RELATED TO YOUR USE OF THE SITE AND/OR ANY AVENZA SERVICES. YOU ASSUME TOTAL RESPONSIBILITY FOR YOUR USE OF THE SITE AND ANY LINKED SITES. YOUR SOLE REMEDY AGAINST AVENZA FOR DISSATISFACTION WITH THE SITE OR ANY CONTENT IS TO STOP USING THE SITE OR ANY SUCH CONTENT. THIS LIMITATION OF RELIEF IS A PART OF THE BARGAIN BETWEEN THE PARTIES.
The above disclaimer applies to any damages, liability or injuries caused by any failure of performance, error, omission, interruption, deletion, defect, delay in operation or transmission, computer virus, communication line failure, theft or destruction of or unauthorized access to, alteration of, or use, whether for breach of contract, tort, negligence or any other cause of action.
Avenza reserves the right to do any of the following, at any time, without notice: (1) to modify, suspend or terminate operation of or access to the Site, or any portion of the Site, for any reason; (2) to modify or change the Site, or any portion of the Site, and any applicable policies or terms; and (3) to interrupt the operation of the Site, or any portion of the Site, as necessary to perform routine or non-routine maintenance, error correction, or other changes.
Limitation of Liability
Except where prohibited by law, in no event will Avenza be liable to you for any indirect, consequential, exemplary, incidental or punitive damages, including lost profits, even if Avenza has been advised of the possibility of such damages.
You agree to indemnify and hold Avenza, its officers, directors, shareholders, predecessors, successors in interest, employees, agents, subsidiaries and affiliates, harmless from any demands, loss, liability, claims or expenses (including attorneys’ fees), made against Avenza by any third party due to or arising out of or in connection with your use of the Site.
Avenza may disclose any information we have about you (including your identity) if we determine that such disclosure is necessary in connection with any investigation or complaint regarding your use of the Site, or to identify, contact or bring legal action against someone who may be causing injury to or interference with (either intentionally or unintentionally) Avenza’s rights or property, or the rights or property of visitors to or users of the Site, including Avenza’s customers. Avenza reserves the right at all times to disclose any information that Avenza deems necessary to comply with any applicable law, regulation, legal process or governmental request. Avenza also may disclose your information when Avenza determines that applicable law requires or permits such disclosure, including exchanging information with other companies and organizations for fraud protection purposes.
You agree that Avenza may, in its sole discretion and without prior notice, terminate your access to the Site, for cause, which includes (but is not limited to) (1) requests by law enforcement or other government agencies, (2) a request by you (self-initiated account deletions), (3) discontinuance or material modification of the Site or any service offered on or through the Site, or (4) unexpected technical issues or problems.
Governing Law; Dispute Resolution
Void Where Prohibited
Avenza administers and operates the https://store.avenza.com Site from its location in Toronto, Ontario, Canada. Although the Site is accessible worldwide, not all features, products or services discussed, referenced, provided or offered through or on the Site are available to all persons or in all geographic locations, or appropriate or available for use outside of Canada. Avenza reserves the right to limit, in its sole discretion, the provision and quantity of any feature, product or service to any person or geographic area. Any offer for any feature, product or service made on the Site is void where prohibited. If you choose to access the Site from outside of Canada, you do so on your own initiative and you are solely responsible for complying with applicable local laws.
You may not use or export or re-export any Content or any copy or adaptation of such Content, or any product or service offered on the Site, in violation of any applicable laws or regulations, including without limitation Canada export laws and regulations.
Avenza provides access to Avenza international data and, therefore, may contain references or cross references to Avenza products, programs and services that are not announced in your country. Such reference does not imply that Avenza in your country intends to announce such products, programs or services.
Any use of Avenza trademarks for commercial purposes without the prior written consent of Avenza may constitute trademark infringement and unfair competition in violation of federal and state laws. See Avenza’s Third Party Trademark Guidelines for more information.
A copyright is a property right in an original work of authorship. Copyright is recognized in most countries of the world by statutory copyright laws.
Copyright exists in the expression of an idea, but not the idea itself. Copyrightable expressions can take many forms but are usually categorized as literary, musical, dramatic, pantomime and choreography, pictorial, graphic, sculptural, computer programs, motion pictures, and sound recordings.
To obtain permission to use Avenza copyrighted materials or if you have any questions concerning the usage or licensing of Avenza copyrighted materials, please submit your detailed request in writing. You can e-mail your request to email@example.com or fax it to 416-487-7213.
Avenza's Unsolicited Idea Submission Policy
Avenza or any of its employees do not accept or consider unsolicited ideas, including ideas for new advertising campaigns, new promotions, new or improved products, product enhancements, marketing plans or new product names. Please do not send any original creative artwork, suggestions or other works. The sole purpose of this policy is to avoid potential misunderstandings or disputes when Avenza's products or marketing strategies might seem similar to ideas submitted to Avenza. So, please do not send your unsolicited ideas to Avenza or anyone at Avenza. If, despite our request that you not send us your ideas, you still send them, then regardless of what your letter says, the following terms shall apply to your idea submission.
Terms of Idea Submission
You agree that: (1) your ideas will automatically become the property of Avenza, without compensation to you, and (2) Avenza can use the ideas for any purpose and in any way, even give them to others.
Avenza does, however, welcome your feedback regarding many areas of Avenza's existing business. If you want to send us your feedback, and we hope you do, we simply request that you send it to us using the form found at https://support.avenzamaps.com/hc/en-us/requests/new, or you can choose from the many other listed areas for your feedback. Please provide only specific feedback on Avenza's existing products or marketing strategies; do not include any ideas that Avenza's policy will not permit it to accept or consider. It's just one more way that Avenza can learn how to best satisfy your needs.
Software and Documentation Information
Use of the software from this Site is subject to the software license terms set forth in a Avenza Software License. The software license agreement is available for review whenever software is downloaded at this site.
Any person is hereby authorized to: a) store documentation on a single computer for personal use only and b) print copies of documentation for personal use provided that the documentation contains Avenza’s copyright notice.
Third Party Companies and Products
Mention of third-party products, companies and web sites on the Avenza Site is for informational purposes only and constitutes neither an endorsement nor a recommendation. Avenza assumes no responsibility with regard to the selection, performance or use of these products or vendors. Avenza provides this only as a convenience to our users. Avenza has not tested any software found on these sites and makes no representations regarding the quality, safety, or suitability of any software found there. There are dangers inherent in the use of any software found on the Internet, and Avenza assumes no responsibility with regard to the performance or use of these products. Make sure that you completely understand the risks before retrieving any software on the Internet. All third party products must be ordered directly from the vendor, and all licenses and warranties, if any, take place between you and the vendor.
The example companies, organizations, domain names, email addresses, people, place and events depicted on the Avenza Site are purely fictitious. Any resemblance to existing companies, organizations, domain names, email addresses, people, places and events is coincidental.
The information contained in this Site is subject to change without notice. Copyright © 2016 Avenza Systems, Inc. All rights reserved. Avenza, Systems Inc., 84 Merton St, Toronto, Ontario, Canada, M4S 1A1.
Updated by Avenza, January 2023
Effective January 2023.
Effective: January 21, 2020.
We are committed to safeguarding the privacy of our website visitors and clients and maintain compliance with relevant Canadian and International privacy protection laws including PIPEDA and GDPR.
This policy applies where we are acting as a data controller with respect to the personal data of our website visitors, app users and clients. In other words, where we determine the purposes and means of the processing of that personal data. Please read this policy carefully to get a clear understanding of how we collect, use, protect or otherwise handle your personal data.
What personal data do we collect?
The general categories of data we collect from people that visit our websites and blogs or who use our products are:
- Usage data
- Account data
- Profile data
- Enquiry data
- Customer relationship data
- Transaction data
- Notification data
- Correspondence data
When do we collect personal data?
We collect data from you when you register on our sites or in the apps, place an order, subscribe to a newsletter, fill out a form, register for an event, or enter other requested information on our site. We also collect product usage data when you use our products.
How do we use your personal data?
We may process data about your use of our websites, apps, and products ("usage data"). The usage data may include your IP address, geographical location, browser type, and version, operating system, referral source, length of visit, pages viewed and website navigation paths, as well as information about the timing, frequency, and pattern of your service use. The source of the usage data is Google Analytics which is our analytics tracking system. This usage data may be processed for the purposes of analyzing the use of the websites, app, and products. The legal basis for this processing is monitoring and improving our websites, apps, and products.
We may process your account data ("account data") when you register on the websites or in the products. The account data may include your name and email address. The account data may be processed for the purposes of ensuring the security of our websites and products and communicating with you. The legal basis for this processing is our legitimate interests, namely the proper administration of licenses and subscriptions, maintenance of your product preferences, products you own or sell, and the ability to communicate important website, and product information to you.
We may process your information included in your personal profile on our websites, in our apps, and in our products ("profile data"). The profile data may include your name, address, telephone number, email address, educational details, and employment details and other preferences related to product use. The profile data may be processed for the purposes of enabling and monitoring your use of our websites, and products. The legal basis for this processing is our legitimate interests, namely the proper administration of our websites, apps, and products, the performance of a contract between you and us and/or taking steps, at your request, to enter into such a contract.
We may process information contained in any enquiry you submit to us regarding our products ("enquiry data"). The enquiry data may be processed for the purposes of providing support or assistance, or marketing and selling relevant products to you. The legal basis for this processing is your consent.
Customer Relationship data
We may process information relating to our customer relationships, including customer contact information ("customer relationship data"). The customer relationship data may include your name, your employer, your job title or role, your contact details, and information contained in communications between us and you or your employer. The source of the customer relationship data is you or your employer. The customer relationship data may be processed for the purposes of managing our relationships with customers, communicating with customers, keeping records of those communications and promoting our products and services to customers. The legal basis for this processing is our legitimate interests, namely the proper management of our customer relationships.
We may process information relating to transactions, including purchases of products, or products that you sell, through our websites and products ("transaction data"). The transaction data may include your contact details, your credit card or banking details and the transaction details. The transaction data may be processed for the purpose of supplying the purchased products to you or your customers and keeping proper records of those transactions. The legal basis for this processing is the performance of a contract between you and us and/or taking steps, at your request, to enter into such a contract and our legitimate interests, namely the proper administration of our websites and businesses.
We may process information that you provide to us for the purpose of subscribing to our email notifications, blogs, newsletters or events ("notification data"). The notification data may be processed for the purposes of sending you the relevant notifications and/or content]. The legal basis for this processing is your consent.
We may process information contained in or relating to any communication that you send to us ("correspondence data"). The correspondence data may include the content of your feedback, or comment and any metadata included in the communication. Our website will generate the metadata associated with communications made using the website contact forms. The correspondence data may be processed for the purposes of communicating with you and record-keeping. The legal basis for this processing is our legitimate interests, namely addressing your feedback or concerns and the continuing improvement of websites and products.
We may process any of your personal data identified in this policy where necessary for the establishment, exercise or defence of legal claims, whether in court proceedings or in an administrative or out-of-court procedure. The legal basis for this processing is our legitimate interests, namely the protection and assertion of our legal rights, your legal rights and the legal rights of others.
We may process any of your personal data identified in this policy where necessary for the purposes of obtaining or maintaining insurance coverage, managing risks, or obtaining professional advice. The legal basis for this processing is our legitimate interests, namely the proper protection of our business against risks.
Please do not supply any other person's personal data to us unless we prompt you to do so.
How do we protect your personal data?
Our website is scanned on a regular basis for security holes and known vulnerabilities in order to make your visit to our site as safe as possible.
We perform regular malware scanning.
Your personal data is contained behind secured networks and is only accessible by a limited number of persons who have special access rights to such systems and are required to keep the information confidential. In addition, all personal and credit card information you supply is encrypted via Secure Socket Layer (SSL) technology.
We implement a variety of security measures when a user places an order, enters, submits, or accesses their information in order to maintain the safety of your personal information.
All transactions are processed through a gateway provider and are not processed or stored on our servers.
Do we provide your personal data to others?
We do not sell, trade, or otherwise transfer to outside parties your personal data unless we provide users with advance notice. This does not include website hosting partners and other parties who assist us in operating and marketing our websites, products, conducting our business, or serving our users, so long as those parties agree to keep this information confidential. We may also release information when it's release is appropriate to comply with the law, enforce our site policies, or protect ours or others' rights, property or safety.
In addition to the specific disclosures of personal data set out in this policy, we may disclose your personal data where such disclosure is necessary for compliance with a legal obligation to which we are subject, or in order to protect your vital interests or the vital interests of another natural person. We may also disclose your personal data where such disclosure is necessary for the establishment, exercise or defence of legal claims, whether in court proceedings or in an administrative or out-of-court procedure.
How long do we retain your personal data?
We will only keep your personal data for a period that is deemed to be necessary in accordance with the purpose for which it was collected or as required by any applicable laws.
Amendments to this policy
We may update this policy from time to time by publishing a new version on our website.
You should check this page occasionally to ensure that you are aware of any changes to this policy and how they may affect you.
We may notify you of significant changes to this policy through email or in-product messages.
What are your rights relating to the processing and storage of your personal data?
Your principle rights under data protection law are:
- The right to access
- The right to rectification
- The right to erasure
- The right to restrict processing
- The right to object to processing
- The right to complain to a supervisory authority
- The right to withdraw consent
You have the right to obtain confirmation as to whether or not we process your personal data and, where we do, to have access to the personal data, together with additional information. The additional information includes details of the purposes of the processing, the categories of personal data concerned and the recipients of the personal data.
You have the right to have any inaccurate or incomplete personal data about your rectified.
In some circumstances you have the right to the erasure of your personal data without undue delay. Those circumstances include situations in which the personal data is no longer necessary in relation to the purposes for which it was collected, or you have withdrawn your consent to consent-based processing.
However, there are exclusions of the right to erasure. The general exclusions include where processing is necessary including for compliance with a legal obligation; or for the establishment, exercise or defence of legal claims.
In some circumstances you have the right to restrict the processing of your personal data. Those circumstances are: you contest the accuracy of the personal data; processing is unlawful but you oppose erasure; we no longer need the personal data for the purposes of our processing, but you require personal data for the establishment, exercise or defence of legal claims; and you have objected to processing, pending the verification of that objection. Where processing has been restricted on this basis, we may continue to store your personal data. However, we will only otherwise process it: with your consent; for the establishment, exercise or defence of legal claims; for the protection of the rights of another natural or legal person; or for reasons of important public interest.
You have the right to object to our processing of your personal data on grounds relating to your particular situation, but only to the extent that the legal basis for the processing is that the processing is necessary for: the performance of a task carried out in the public interest or in the exercise of any official authority vested in us; or the purposes of the legitimate interests pursued by us or by a third party. If you make such an objection, we will cease to process the personal information unless we can demonstrate compelling legitimate grounds for the processing which override your interests, rights and freedoms, or the processing is for the establishment, exercise or defence of legal claims.
You have the right to object to our processing of your personal data for direct marketing purposes (including profiling for direct marketing purposes). If you make such an objection, we will cease to process your personal data for this purpose.
You have the right to object to our processing of your personal data for scientific or historical research purposes or statistical purposes on grounds relating to your particular situation, unless the processing is necessary for the performance of a task carried out for reasons of public interest. To the extent that the legal basis for our processing of your personal data is:
(a) consent; or
(b) that the processing is necessary for the performance of a contract to which you are party or in order to take steps at your request prior to entering into a contract,
and such processing is carried out by automated means, you have the right to receive your personal data from us in a structured, commonly used and machine-readable format. However, this right does not apply where it would adversely affect the rights and freedoms of others.
You have the right to withdraw your consent at any time where the legal basis for processing your data is you consent. Withdrawal will not affect the lawfulness of processing before the withdrawal.
You may exercise any of your rights in relation to your personal data by written notice to us by email to our Support team. You may withdraw consent by changing your preferences using the links at the bottom of all of our email communications.
Do we use 'cookies'?
Cookies do not typically contain any information that personally identifies a user, but personal information that we store about you may be linked to the information stored in and obtained from cookies.
- Authentication - to identify you when you visit our websites, use our products, and as you navigate our websites.
- Security - as an element of the security measures used to protect user accounts, including preventing fraudulent use of login credentials, and to protect our websites.
- Status - to help us determine if you are logged into our websites
- Personalization - to store information about your preferences and to personalize the websites for you
- Analysis - to help us analyze the use and performance of our websites, products.
You can choose to have your computer warn you each time a cookie is being sent, or you can choose to turn off all cookies. You do this through your browser settings. Since every browser is a little different, look at your browser's Help Menu to learn the correct way to modify your cookies.
If you turn cookies off, it will not affect your use of our websites, or products.
Third-party cookies are used for the following purposes:
- Analysis - to help us analyze the use and performance of our websites, apps, and products.
- Personalization - to store information about your preferences and to personalize the websites for you.
What if a data breach occurs?
In order to be in line with Fair Information Practices we will take the following responsive action, should a data breach occur:
- We will notify you via email within 30 days
- We will notify the users via in-site notification (where applicable) within 30 days
Who are we? Our websites, apps and products are owned and operated by:Avenza Systems, Inc.
84 Merton Street
Toronto, ON M4S 1A1
You can contact us by any of the methods available on our corporate website https://www.avenza.com/about/contact/ Our Privacy Protection Lead may be contacted at firstname.lastname@example.org
Avenza Systems Inc.
By downloading, installing, or using the Avenza Maps, formerly known as PDF Maps, software application (“the Software”), accessing or using the Avenza Maps service, accessing or using the Avenza Maps Store (“Map Store”) (together, the "Products" or "Services"), or accessing or using any of the content available within the Products, you agree to be bound by the terms and conditions set forth below (“Avenza Maps Terms”) including the Avenza General Terms of Service (the "General Terms") as set forth in Schedule A hereto. Before you continue, you should read this document, as it forms a binding agreement between you and Avenza Systems Inc. (“Avenza”) regarding your use of the Products. Collectively, the Avenza Maps Terms and the General Terms are referred to as the "Terms”.
1. Use of the Products
Avenza grants you a personal, non-commercial, non-exclusive, non-transferable license to access the Avenza Maps service, to download and use the Avenza Maps software and service, and to access the Content (as defined below) within the Products on an as-is basis and according to the Terms.
Notwithstanding the above, in the event that you have purchased an Avenza Maps Pro (“Pro”) Commercial Use Subscription (“Subscription”) then the commercial use restriction is removed for the duration of your subscription.
2. Restrictions on Use
Unless you have received prior written authorization from Avenza (or, as applicable, from the provider of particular Content), you must not:
(a) access or use the Products, Services or any Content through any technology or means other than those provided in the Products, or through other explicitly authorized means Avenza may designate;
(b) copy, translate, modify, or make derivative works of the Content or any part thereof;
(c) redistribute, sublicense, rent, publish, sell, assign, lease, market, transfer, or otherwise make the Products, Content or Services available to third parties; (d) reverse engineer, decompile or otherwise attempt to extract the source code of the Products, Content or Services or any part thereof;
(e) use the Products in any commercial endeavour of any kind including but not limited to education, business, governmental, military, non-profit or enterprise use of any kind, or any activity for which you or any entity for which or with which you are engaged or act as agent receive(s) or may receive compensation of any kind either directly or indirectly from the use of the Products, Content or Services, save and except for if you have a paid-up and current Pro Subscription;
(f) delete, obscure, or in any manner alter any warning, notice (including but not limited to any copyright or other proprietary rights notice), or link that appears in the Products or the Content;
(g) remove, obscure or in any manner circumvent, modify or alter the digital rights management and/or copy protection restrictions attached to any of the Products, Content or Services;
(h) use the Content or any part thereof on more than five (5) devices, where a device is any hardware or system capable of displaying or rendering the Content, save and except for free-of-charge Content or Content for which you own the copyright or have received a separate license to use, which may be used on any number of devices.
3. Appropriate Conduct, Compliance with Law and Avenza Policies
You agree that you are responsible for your own conduct while using the Products, and for any consequences thereof. You agree to use the Products only for purposes that are legal in your jurisdiction, proper, and in accordance with the Terms and any applicable policies or guidelines Avenza may make available. By way of example, and not as a limitation, you agree that when using the Products, Services or the Content, you will not:
(a) defame, abuse, harass, stalk, threaten or otherwise violate the legal rights (such as rights of privacy and publicity) of others;
(b) upload, post, email, transmit or otherwise make available any inappropriate, defamatory, obscene, or unlawful content;
(c) upload, post, transmit or otherwise make available any content that infringes any patent, trademark, copyright, trade secret or other proprietary right of any party, unless you are the owner of the rights, or have the permission of the owner or other legal justification to use such content;
(d) upload, post, email, transmit or otherwise make available messages that promote pyramid schemes, chain letters, or disruptive commercial messages or advertisements;
(e) upload, post, email, transmit or otherwise make available any other content, message, or communication prohibited by applicable law, the Terms or any applicable Product policies or guidelines;
(f) download any file posted by another that you know, or reasonably should know, cannot be legally distributed in such manner;
(g) impersonate another person or entity, or falsify or delete any author attributions or proprietary designations or labels of the origin or source of Content, software or other material;
(h) restrict or inhibit any other user from using and enjoying the Products or Services;
(i) interfere with or disrupt Avenza services or servers or networks connected to Avenza services, or disobey any requirements, procedures, policies or regulations of networks connected to Avenza services;
(j) use any robot, spider, site search/retrieval application, or other device to retrieve or index any portion of the Services or Content, or collect information about users for any unauthorized purpose;
(k) submit content that falsely expresses or implies that such content is sponsored or endorsed by Avenza;
(l) create user accounts by automated means or under false or fraudulent pretences;
(m) promote or provide instructional information about illegal activities;
(n) promote physical harm or injury against any group or individual; or
(o) transmit any viruses, worms, defects, Trojan horses, or any items of a destructive nature.
(p) use the Products in any non-personal recreational activity of any kind including but not limited to education, business, governmental, military, non-profit or enterprise use of any kind, or any activity for which you or any entity for which or with which you are engaged or act as agent receive(s) or may receive compensation of any kind either directly or indirectly from the use of the Products, Content or Services, save and except for if you have a paid-up and current Pro Subscription.
4. Content and Products
The Avenza Maps software, the Avenza Maps Service and the Avenza Maps Store allow you to access, purchase, view and interact with a variety of content, including but not limited to maps, charts, photographic imagery, and other geographic, cartographic and navigational information provided by Avenza, its licensors, and its users (the "Content"). Additionally, you may choose to access your own content or other third party content made available for use in the Products such as content you or your enterprise have created yourselves. In all cases you understand and agree to the following:
(a) All software applications licensed herein are provided on an as-is basis without representation or warranty including but not limited to functionality, accuracy, completeness or fitness for any particular purpose. You acknowledge and agree that functional errors, inconsistencies, erratic behaviour and other such issues may be present from time to time.
(b) All maps, charts, imagery and related Content are provided for information, planning and general navigational purposes only. No representations and/or warranties are provided nor implied as to the accuracy of any particular item of Content or for the suitability or usability of any particular item of content for any particular purpose. You acknowledge and agree that any actual information, for example, road, landmark and/or other geography and/or related information, may differ from that contained in any particular item of Content. You must therefore exercise judgment in your use of this Content.
(c) By using the Products or Services, you do not receive any, and Avenza and/or its licensors and users retain all ownership rights in the Content. You may not use, access or allow others to use or access the Content in any manner not permitted under the Terms, unless you have been specifically permitted to do so by Avenza or by the owner of that Content, in a separate agreement.
(d) Certain Content is provided under license from third parties and is subject to copyright and other intellectual property rights owned by or licensed from such third parties. You may be held liable for any unauthorized copying or disclosure of this Content.
(f) In the absence of an in-app unlock purchase to remove this restriction, the ability to import and load maps by means other than via a Map Store purchase and download is limited, currently to 3 maps but subject to change at any time and without notice. By executing and purchasing the unlock option within the Software this limit will be removed for one year and may be similarly renewed annually.
5. Non-commercial and Commercial Use
(a) Use of the Products pursuant to this licensing agreement is granted strictly for personal and private non-commercial personal use except when a paid-up and current Pro Subscription is in place.
(b) Use of the Products in any commercial endeavour of any kind including but not limited to education, business, government, military, non-profit or enterprise use of any kind, or any activity for which you, or any other entity receive or may receive compensation of any kind either directly or indirectly from the use of the Products or any part thereof is not permitted under this agreement.
(c) In order to obtain a Pro Subscription to permit use of the software in a business, academic, government, military, non-profit, enterprise or other commercial environment you must purchase a separate Pro Subscription, for each device, via in-app purchase through Apple’s or Google’s respective in-app purchase systems or from Avenza directly which you may do by contacting email@example.com.
6. Map Store
(a) All Content sold or distributed through the Avenza Maps Store or acquired by you through any means is done so on an as-is basis without representation or warranty of any kind whatsoever.
(b) No refunds, credits or price adjustments of any kind will be given for any acquisition of Content from the Avenza Maps Store.
(c) You may not create any map store, depository, warehouse, storage facility, or distribution or delivery mechanism or system that offers either for free or for purchase any items similar to the Content that uses or can be used with the Products or any part thereof as a method of obtaining, viewing or interacting with said items, unless said items are completely of your own creation or are items for which you hold full ownership and copyright over. Under no circumstances, is it permitted for you to distribute items of content for use with the Products or any part thereof on behalf of a third party even in the presence of an agreement between you and the third party.
7. DISCLAIMER OF WARRANTIES AND LIMITATIONS ON LIABILITY
(a) AVENZA AND ITS LICENSORS (INCLUDING BUT NOT LIMITED TO ANY MAP OR OTHER CONTENT PROVIDOR AND ITS SUPPLIERS) MAKE NO REPRESENTATIONS OR WARRANTIES REGARDING THE FUNCTIONALITY, ACCURACY OR COMPLETENESS OF ANY CONTENT OR THE PRODUCTS OR THE SERVICES.
(b) AVENZA AND ITS LICENSORS (INCLUDING BUT NOT LIMITED TO ANY MAP OR OTHER CONTENT PROVIDOR AND ITS SUPPLIERS) MAKE NO REPRESENTATIONS OR WARRANTIES REGARDING THE SUITABILITY OF ANY CONTENT OR THE PRODUCTS OR THE SERVICES FOR ANY PARTICULAR USE CASE.
(c) SUBJECT TO SECTION 14.1 OF THE AVENZA GENERAL TERMS OF SERVICE, AVENZA AND ITS LICENSORS (INCLUDING BUT NOT LIMITED TO ANY MAP OR OTHER CONTENT PROVIDOR AND ITS SUPPLIERS) DISCLAIM ALL WARRANTIES IN CONNECTION WITH THE CONTENT AND THE PRODUCTS OR THE SERVICES, AND WILL NOT BE LIABLE FOR ANY DAMAGE OR LOSS RESULTING FROM YOUR USE OF THE CONTENT OR THE PRODUCTS OR THE SERVICES.
(d) YOU AGREE TO INDEMNIFY AND HOLD AVENZA AND ITS LICENSORS (INCLUDING BUT NOT LIMITED TO ANY MAP OR OTHER CONTENT PROVIDOR AND ITS SUPPLIERS) HARMLESS FROM ALL CLAIMS RESULTING FROM YOUR USE OF THE CONTENT OR THE PRODUCTS OR THE SERVICES.
8. Changes to the Terms
(a) Avenza may make changes to the Terms from time to time. When these changes are made, Avenza will make a new copy of the Terms available at https://store.avenza.com and from within, or through, the affected Services.
(b) You understand and agree that if you use the Services after the date on which the Terms or have changed, Avenza will treat your use as acceptance of the updated Terms or Terms.
Upon termination of this agreement for any reason whatsoever, sections 2, 3, 4, 6 and 7 of this agreement shall remain in full force indefinitely. Schedule A
Avenza General Terms of Service
1. Your Relationship with Avenza
1.1 Your use of Avenza’s products, software, services, content and web sites (referred to collectively as the “Services” in this document and excluding any services provided to you by Avenza under a separate written agreement) is subject to the terms of a legal agreement between you and Avenza. “Avenza” means Avenza Systems Inc., whose principal place of business is at 84 Merton Street Toronto, ON M4S 1A1 Canada. This document explains how the agreement is made up, and sets out some of the terms of that agreement.
1.2 Unless otherwise agreed in writing with Avenza, your agreement with Avenza will always include, at a minimum, the terms and conditions set out in this document. These are referred to below as the “General Terms”.
1.3 Your agreement with Avenza will also include the terms of any specific legal notices applicable to the Services, in addition to these General Terms. All of these are referred to below as the “Additional Terms”. Where Additional Terms apply to a Service, these will be accessible for you to read either within, or through your use of, that Service.
1.4 The General Terms, together with the Additional Terms, form a legally binding agreement between you and Avenza in relation to your use of the Services. It is important that you take the time to read them carefully. Collectively, this legal agreement is referred to below as the “Terms”.
1.5 If there is any contradiction between what the Additional Terms say and what the General Terms say, then the Additional Terms shall take precedence in relation to that Service.
2. Accepting the Terms
2.1 In order to use the Services, you must first agree to the Terms. You may not use the Services or Products if you do not accept the Terms. 2.2 You can accept the Terms by:
(a) clicking to accept or agree to the Terms, where this option is made available to you by Avenza in the user interface for any Product or Service; or
(b) by actually using the Services. In this case, you understand and agree that Avenza will treat your use of the Services as acceptance of the Terms from that point onwards and it will be deemed that you have accepted them.
2.3 You may not use the Services and may not accept the Terms if (a) you are not of legal age to form a binding contract with Avenza, or (b) you are a person barred from receiving the Services under the laws of the Canada or other countries including the country in which you are resident or from which you use the Products or Services.
2.4 Before you continue, you should print off or save a local copy of the General Terms for your records.
3. Language of the Terms
3.1 Where Avenza has provided you with a translation of the English language version of the Terms, then you agree that the translation is provided for your convenience only and that the English language versions of the Terms will govern your relationship with Avenza.
3.2 If there is any contradiction between what the English language version of the Terms says and what a translation says, then the English language version shall take precedence.
4. Provision of the Services by Avenza
4.1 Avenza has or may have subsidiaries, individuals and/or affiliated legal entities around the world (“Subsidiaries and Affiliates”). Sometimes, these individuals, companies or organizations will be providing the Services to you on behalf of Avenza itself. You acknowledge and agree that Subsidiaries and Affiliates will be entitled to provide the Services to you.
4.2 Avenza is constantly innovating in order to provide the best possible experience for its users. You acknowledge and agree that the form and nature of the Services which Avenza provides may change from time to time without prior notice to you to the extent that features and functions may be added, removed or modified in the way that they work and function.
4.3 As part of this continuing innovation, you acknowledge and agree that Avenza may permanently or temporarily stop providing the Services or any features therein to you or to users generally at Avenza’s sole discretion, without prior notice to you. You may stop using the Services at any time. You do not need to specifically inform Avenza when you stop using the Services unless you do not wish to renew a pro Subscription in which case you must complete a Certification of Non-Usage document.
4.4 You acknowledge and agree that if Avenza disables access to your account, you may be prevented from accessing the Services, your account details or any files or other content which is contained in your account.
4.5 You acknowledge and agree that while Avenza may not currently have set a fixed upper limit on the number of transmissions you may send or receive through the Services or on the amount of storage space used for the provision of any Service, such fixed upper limits may be set by Avenza at any time, at Avenza’s discretion, and thereby imposed upon you.
5. Use of the Services By You
5.1 In order to access certain Services, you may be required to provide information about yourself (such as identification or contact details) as part of the registration process for the Service or as part of your continued use of the Services. You agree that any registration information you give to Avenza will always be accurate, correct and up-to-date.
5.2 You agree to use the Services only for purposes that are permitted by (a) the Terms and (b) any applicable law, regulation or generally accepted practices or guidelines in the relevant jurisdictions (including any laws regarding the export of data or software to and from Canada, the United States or other relevant countries).
5.3 You agree not to access or attempt to access any of the Services by any means other than through the interface that is provided by Avenza, unless you have been specifically allowed to do so in a separate agreement with Avenza. You specifically agree not to access, or attempt to access, any of the Services through any automated means, including but not limited to the use of scripts or web crawlers, and shall ensure that you comply with the instructions set out in any related file present on the Services.
5.4 You agree that you will not engage in any activity that interferes with or disrupts the Services or the servers and networks which are connected to the Services.
5.5 Unless you have been specifically permitted to do so in a separate agreement with Avenza, you agree that you will not reproduce, duplicate, copy, sell, trade or resell the Services or any part thereof for any purpose.
5.6 You agree that you are solely responsible for (and that Avenza has no responsibility to you or to any third party for) any breach of your obligations under the Terms and for the consequences (including any loss or damage which Avenza may suffer) of any such breach.
6. Your Passwords and Account Security
6.1 You agree and understand that you are responsible for maintaining the confidentiality of passwords associated with any account you use to access the Services.
6.2 Accordingly, you agree that you will be solely responsible to Avenza for all activities that occur under your account.
6.3 If you become aware of any unauthorized use of your password or of your account, you agree to notify Avenza immediately.
6.4 If you change your email address or any other contact information associated with your account it is your responsibility to notify Avenza accordingly. You agree that Avenza is not responsible for any failure to keep your contact information up-to-date or for any failure in communication or providing the Services that may result as a consequence of your contact or account information not being up-to-date.
7. Privacy and Your Personal Information
7.2 You agree to the use of your data in accordance with Avenza’s privacy policies.
7.3 You agree to permit Avenza to share information regarding your purchases of content via the Services with its Licensors and the providers of said content.
8. Proprietary Rights
8.1 You acknowledge and agree that Avenza (or Avenza’s licensors) own all legal right, title and interest in and to the Services, including any intellectual property rights which subsist in the Services (whether those rights happen to be registered or not, and wherever in the world those rights may exist). You further acknowledge that the Services may contain information which is designated confidential by Avenza and that you shall not disclose such information without Avenza’s prior written consent.
8.2 Unless you have agreed otherwise in writing with Avenza, nothing in the Terms gives you a right to use any of Avenza’s trade names, trademarks, service marks, logos, domain names, and other distinctive brand features.
8.3 If you have been given an explicit right to use any of these brand features in a separate written agreement with Avenza, then you agree that your use of such features shall be in compliance with that agreement, any applicable provisions of the Terms, and Avenza's brand feature use guidelines as updated from time to time.
8.4 You agree that you shall not remove, obscure, or alter any proprietary rights notices (including copyright and trade mark notices) which may be affixed to or contained within the Services.
8.5 Unless you have been expressly authorized to do so in writing by Avenza, you agree that in using the Services, you will not use any trade mark, service mark, trade name, logo of any company or organization in a way that is likely or intended to cause confusion about the owner or authorized user of such marks, names or logos.
9. Ending Your Relationship With Avenza
9.1 The Terms will continue to apply until terminated by either you or Avenza as set out below unless otherwise stipulated to survive such termination in any Additional Terms particular to any Service.
9.2 If you want to terminate your legal agreement with Avenza, you may do so by (a) notifying Avenza at any time, removing all licensed Products, Services and Content from your device(s) and (b) closing your accounts for all of the Services which you use, where Avenza has made this option available to you. Your notice should be sent, in writing, to Avenza’s address which is set out at the beginning of these Terms in section 1 of Schedule A.
9.3 Avenza may at any time, terminate its legal agreement with you if:
(a) you have breached any provision of the Terms (or have acted in a manner which clearly shows that you do not intend to, or are unable to comply with the provisions of the Terms); or
(b) Avenza is required to do so by law (for example, where the provision of the Services to you is, or becomes, unlawful); or
(c) any partner with whom Avenza offered the Services to you has terminated its relationship with Avenza or ceased to offer the Services to you; or
(d) Avenza is transitioning to no longer providing the Services to users in the country in which you are resident or from which you use the service; or
(e) the provision of the Services to you by Avenza is, in Avenza’s opinion, no longer commercially viable.
9.4 Nothing in this Section shall affect Avenza’s rights regarding provision of Services under Section 4 of the Terms.
9.5 When these Terms come to an end, all of the legal rights, obligations and liabilities that you and Avenza have benefited from, been subject to (or which have accrued over time whilst the Terms have been in force) or which are expressed to continue indefinitely, shall be unaffected by this cessation, and the provisions of paragraphs 15.7 and 15.8 shall continue to apply to such rights, obligations and liabilities indefinitely.
10. EXCLUSION OF WARRANTIES
10.1 NOTHING IN THESE TERMS, INCLUDING SECTIONS 10 AND 11, SHALL EXCLUDE OR LIMIT AVENZA’S WARRANTY OR LIABILITY FOR LOSSES WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED BY APPLICABLE LAW. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR CONDITIONS OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR LOSS OR DAMAGE CAUSED BY NEGLIGENCE, BREACH OF CONTRACT OR BREACH OF IMPLIED TERMS, OR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, ONLY THE LIMITATIONS WHICH ARE LAWFUL IN YOUR JURISDICTION WILL APPLY TO YOU AND OUR LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
10.2 YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE SERVICES IS AT YOUR SOLE RISK AND THAT THE SERVICES ARE PROVIDED "AS IS" AND “AS AVAILABLE.”
10.3 IN PARTICULAR, AVENZA, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS DO NOT REPRESENT OR WARRANT TO YOU THAT:
(A) YOUR USE OF THE SERVICES WILL MEET YOUR REQUIREMENTS,
(B) YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR,
(C) ANY INFORMATION OBTAINED BY YOU AS A RESULT OF YOUR USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE, AND
(D) THAT DEFECTS IN THE OPERATION OR FUNCTIONALITY OF ANY SOFTWARE PROVIDED TO YOU AS PART OF THE SERVICES WILL BE CORRECTED.
10.4 ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SERVICES IS DONE AT YOUR OWN DISCRETION AND RISK AND THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL.
10.5 NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM AVENZA OR THROUGH OR FROM THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS.
10.6 AVENZA FURTHER EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
11. LIMITATION OF LIABILITY
11.1 SUBJECT TO OVERALL PROVISION IN PARAGRAPH 10.1 ABOVE, YOU EXPRESSLY UNDERSTAND AND AGREE THAT AVENZA, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS SHALL NOT BE LIABLE TO YOU FOR:
(A) ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL CONSEQUENTIAL OR EXEMPLARY DAMAGES WHICH MAY BE INCURRED BY YOU, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY. THIS SHALL INCLUDE, BUT NOT BE LIMITED TO, ANY LOSS OF PROFIT (WHETHER INCURRED DIRECTLY OR INDIRECTLY), ANY LOSS OF GOODWILL OR BUSINESS REPUTATION, ANY LOSS OF DATA SUFFERED, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR OTHER INTANGIBLE LOSS;
(B) ANY LOSS OR DAMAGE WHICH MAY BE INCURRED BY YOU, INCLUDING BUT NOT LIMITED TO LOSS OR DAMAGE AS A RESULT OF:
(I) ANY RELIANCE PLACED BY YOU ON THE COMPLETENESS, ACCURACY OR EXISTENCE OF ANY ADVERTISING, OR AS A RESULT OF ANY RELATIONSHIP OR TRANSACTION BETWEEN YOU AND ANY ADVERTISER OR SPONSOR WHOSE ADVERTISING APPEARS ON THE SERVICES;
(II) ANY CHANGES WHICH AVENZA MAY MAKE TO THE SERVICES, OR FOR ANY PERMANENT OR TEMPORARY CESSATION IN THE PROVISION OF THE SERVICES (OR ANY FEATURES WITHIN THE SERVICES);
(III) THE DELETION OF, CORRUPTION OF, OR FAILURE TO STORE, ANY CONTENT AND OTHER COMMUNICATIONS DATA MAINTAINED OR TRANSMITTED BY OR THROUGH YOUR USE OF THE SERVICES;
(IV) YOUR FAILURE TO PROVIDE AVENZA WITH ACCURATE ACCOUNT INFORMATION;
(V) YOUR FAILURE TO KEEP YOUR PASSWORD OR ACCOUNT DETAILS SECURE AND CONFIDENTIAL;
11.2 THE LIMITATIONS ON AVENZA’S LIABILITY TO YOU IN PARAGRAPH 11.1 ABOVE SHALL APPLY WHETHER OR NOT AVENZA HAS BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES ARISING.
12. Copyright and Trademark Policies
12.1 It is Avenza’s policy to respond to notices of alleged copyright and license infringement that comply with applicable international intellectual property law (including but not limited to, in the United States, the Digital Millennium Copyright Act) and to terminate the accounts of repeat infringers.
13. Other Content
13.1 The Services may include hyperlinks to other web sites or content or resources. Avenza may have no control over any web sites or resources which are provided by Avenza or by companies or persons other than Avenza.
13.2 You acknowledge and agree that Avenza is not responsible for the availability of any such external sites or resources, and does not endorse any advertising, products or other materials on or available from such web sites or resources.
13.3 You acknowledge and agree that Avenza is not liable for any loss or damage which may be incurred by you as a result of the availability of those external sites or resources, or as a result of any reliance placed by you on the completeness, accuracy or existence of any advertising, products or other materials on, or available from, such web sites or resources.
14. Changes to the Terms
14.1 Avenza may make changes to the Universal Terms or Additional Terms from time to time. When these changes are made, Avenza will make a new copy of the Terms available at https://store.avenza.com and from within, or through, the affected Services.
14.2 You understand and agree that if you use the Services after the date on which the General Terms or Additional Terms have changed, Avenza will treat your use as acceptance of the updated General Terms or Additional Terms.
15. General Legal Terms
15.1 Sometimes when you use the Services, you may (as a result of, or through your use of the Services) use a service or download a piece of software, or purchase goods, which are provided by another person or company. Your use of these other services, software or goods may be subject to separate terms between you and the company or person concerned. If so, the Terms do not affect your legal relationship with these other companies or individuals.
15.2 The Terms constitute the whole legal agreement between you and Avenza and govern your use of the Services (but excluding any services which Avenza may provide to you under a separate written agreement), and completely replace any prior agreements between you and Avenza in relation to the Services.
15.3 You agree that Avenza may provide you with notices, including those regarding changes to the Terms, by email, regular mail, or postings on the Services.
15.4 You agree that if Avenza does not exercise or enforce any legal right or remedy which is contained in the Terms (or which Avenza has the benefit of under any applicable law), this will not be taken to be a formal waiver of Avenza’s rights and that those rights or remedies will still be available to Avenza for exercise or enforcement at any time and without restriction.
15.5 If any court of law, having the jurisdiction to decide on this matter, rules that any provision of these Terms is invalid, then that provision will be removed from the Terms without affecting the rest of the Terms. The remaining provisions of the Terms will continue to be valid and enforceable.
15.6 You acknowledge and agree that each member of the group of companies of which Avenza is the parent shall be third party beneficiaries to the Terms and that such other companies shall be entitled to directly enforce, and rely upon, any provision of the Terms which confers a benefit on (or rights in favor of) them. Other than this, no other person or company shall be third party beneficiaries to the Terms.
15.7 The Terms, and your relationship with Avenza under the Terms, shall be governed by the laws of the Province of Ontario without regard to its conflict of laws provisions. You and Avenza agree to submit to the exclusive jurisdiction of the courts located within the Province of Ontario to resolve any legal matter arising from the Terms. Notwithstanding this, you agree that Avenza shall still be permitted to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.
15.8 Notwithstanding the foregoing, you agree and accept that Avenza may, at any time and at its sole discretion, defer jurisdiction of any legal matter arising from this agreement to any jurisdiction or authority as it sees fit and that you agree to be bound by the decision of such authority.
Registration is not required in order to use Avenza Maps. However, you may be required to register in order to access certain features, such as the ability to share purchased maps between devices.
If you do elect to register, and in the process provide us with personally identifiable information, any such information you provide will only be used by Avenza for the purpose of authenticating you when you access your account and for maintaining the assets of your purchase history, and will not be shared with any third-party organization except with your expressed consent.
While Avenza Maps does use your location for various purposes within the app itself, your device’s GPS location is never explicitly stored or recorded outside the app.
If you provide us with your email address and/or name for the purposes of receiving communications from us, this information will not be shared with any third-party organization except with your expressed consent.
Avenza Systems Inc. ("Avenza") has created a software application (“Avenza Maps”) for acquiring, rendering and using digital maps on mobile devices, and accompanying e-commerce mechanisms for selling, distributing and deploying maps for use on mobile devices (“Map Stores”). “You” are the creator, owner and/or publisher of map products (“Licensed Maps”) and agree to offer, sell and distribute your map products via the Map Stores as a Map Store Vendor.
By clicking below you agree to the terms and conditions of becoming an Avenza Maps Map Store Vendor effective on the date of submission.
Both parties, acknowledge and agree to the following:
Appointment of Agent
You appoint Avenza Systems Inc. and its subsidiaries (collectively “Avenza”) as Your agent for the sale, marketing and delivery of the Licensed Maps to end-users through the Avenza Map Store, in accordance with the Avenza Maps End User License Agreement. For purposes of this agreement, the term “end-user” includes individuals as well as authorized institutional customers approved by Avenza. The parties acknowledge and agree that Your appointment of Avenza as Your agent is mutually non-exclusive.
You hereby acknowledge that Avenza will market and make the Licensed Maps available for download by end-users via purchase through one or more digital distribution platforms for mobile apps and in-app purchases, as well as other methods, systems and environments as Avenza may create, employ or participate in now or at any time in the future, collectively referred to as the “App Stores”, and you grant permission for Avenza to do so on Your behalf, pursuant to its own publisher or developer agreement with each individual App Store.
Subject to section 1.2 of this agreement You accept that Avenza’s relationship with other marketing partners, Affiliates, and App Stores are governed by separate agreements between Avenza and those third-parties. You agree that all relevant terms thereof apply to this agreement.
In furtherance of sections 1.2 and 1.3 of this agreement, You hereby authorize Avenza to:
conduct business on Your behalf in accordance with the App Stores in-app purchase programs guidelines and agreements.
use Avenza’s own App Store accounts and any applicable vendor accounts to:
create unique product ID codes (“SKU”) for individual or aggregated Licensed Maps based on price point, as it sees fit, pursuant to the terms of each App Stores vendor rules and governances.
transact with each App Store system for the purpose of managing prices, selling Licensed Maps, collecting payments, securing against illegal use and duplication and delivering purchases to end-users.
manage all elements of the SKU insofar as it is represented in the App Stores, including but not limited to product descriptions, pricing and preview images.
Market, solicit and obtain orders on Your behalf for Licensed Maps. These transactions are subject to applicable App Store fees and agent and Affiliate commissions and other charges and fees as defined herein and in Schedule A.
Enable members of Avenza’s Affiliate program (“Affiliates”) to market, solicit and obtain orders of Licensed Maps on Your behalf. As per terms of the Affiliate Program, Affiliates may market and promote Licensed Maps via websites, retail locations and advertisements. You authorize Avenza to retain a portion of the proceeds of Affiliate sales of Licensed Maps and to remit to the Affiliate as defined in Schedule A.
Map Store Content
As a Map Store vendor, you agree that you have responsibilities relating to the Licensed Maps you provide to Avenza, intended for sale and/or download in the Map Store.
You certify that you own the rights to distribute and sell the Licensed Maps, and that Licensed maps do not contain any proprietary, military or other sensitive or objectionable information for which you do not have permission to distribute, and are not subject to any embargo or export law restrictions.
You acknowledge that ownership, control, risk of loss, and interest in the Licensed Maps, at all times, remains with you.
You agree to deliver to Avenza the Licensed Maps, related information and metadata, in a format and manner prescribed by Avenza, according to its current business practices and at your expense subject to change at any time at the discretion of Avenza.
You agree to allow Avenza to make copies of, reformat, add security features and prepare Licensed Maps for optimal distribution from the Map Store and optimal use within the Avenza Maps App.
You indemnify and hold Avenza harmless from all claims resulting from the use and distribution of Licensed Maps, including but not limited to, inaccurate information contained in any Licensed Map, copyright infringement, and inaccurate geospatial referencing metadata attached to any Licensed Map.
You agree that Avenza, at its sole discretion and for any reason, shall be permitted to refuse or deny any Licensed Map from being made available in the Map Store.
As a party to this agreement, Avenza has responsibilities regarding Licensed Maps intended for sale/download in the Avenza Map Store.
Avenza will provide hosting services to You, in order to allow for the storage of, and end-user access to, the Licensed Maps and all related content.
Avenza may use screenshots and/or images thumbnails, trademarks and logos associated with the Licensed Maps for promotional purposes in marketing materials, without royalty, compensation or any other cost.
Avenza, at its sole discretion, may remove, or refuse to include, any Licensed Map in the Map Store should it be deemed to not be in compliance with the requirements of this agreement, any other terms or conditions of the Map Store, if it does not include the sufficient metadata or georeferencing, or if it fails any minimum performance or accuracy standards that Avenza may require of Map Store content, or for any other reason.
You hereby certify that all of the Licensed Maps You deliver to Avenza under this agreement are authorized for export from the United States in accordance with all the requirements of all the United States Export Administration Regulations.
You hereby certify that all of the Licensed Maps You deliver to Avenza under this agreement are authorized for export from your country of residence in accordance with all the requirements of any and all export laws, regulations and/or guidelines of your country.
Map Store Transactions
Commissions, Fees and Taxes
Map Store transactions can originate from either of the Avenza Maps website (https://store.avenza.com/products) or from within the Avenza Maps app, or any distribution platform Avenza may decide to use, at their sole discretion, in the future. Transactions completed on the Avenza Maps Website are processed and completed by a third-party payment processor (“Processor”). Transactions originating in the app are processed and completed by the App Stores and are subject to agreements between Avenza and each App Store owner. Pursuant thereto,
You agree that You and Avenza shall each be entitled to 50% of the net of all amounts received from the sale of Licensed Maps to end-users, net of any taxes, refunds, credits, commissions, Affiliate fees, Processor fees and other costs.
You agree that for each Licenced Map sold as the result of an Affiliate marketing activity, a portion of the proceeds will be remitted to the Affiliate according to the agreement between Avenza and the Affiliate.
In the event that the sale or delivery of any Licensed Map to any end-user is subject to any sales, use, goods and services, value-added, withholding or other tax, under applicable law, the tax will be charged and collected by App Stores or by Avenza, as the case may be.
You shall indemnify and hold Avenza harmless against any and all claims by any tax authority for any underpayment of any sales, use, goods and services, value added or other tax or levy, and any penalties and/or interest thereon.
In the event that any price payable by any end-user for any of the Licensed Maps is subject to (i) any withholding or similar tax; or (ii) any sales, use, goods and services, value-added, or other tax or levy not collected by any App Stores or Avenza; or (iii) any other tax or other government levy of whatever nature, the full amount of that tax or levy shall be solely for Your account, and shall not reduce the commission to which Avenza is entitled under this agreement.
Proceeds of Map Store Sales
Upon collection of any amounts from the sale of any Licensed Map, Avenza shall deduct the full amount of its commission, and any commission due to any Affiliate and shall remit to You, or issue a credit in Your favour, the remainder of those receipts. Schedule A contains detailed information about how remittances are calculated and fulfilled in accordance with Avenza standard business practices.
Change of Map Store Status
You acknowledge and agree that the form and nature of the services which Avenza provides in the operation of the Map Store may change from time to time without prior notice to you.
Change of Content Status
In the event that You no longer have the legal right to distribute the Licensed Maps, or to authorize Avenza to allow access to those Licensed Maps by end-users, You shall promptly notify Avenza to have those Licensed Maps removed from any App Stores. Your withdrawal of Licensed Maps from the Map Store shall not relieve You of any of Your obligations to Avenza under this agreement, or any liability to Avenza and/or any end-user with respect to those Licensed Maps.
Change of Vendor Status
Avenza reserves the right to suspend or terminate at any time, at its sole discretion, Your vendor account and/or access to the Licensed Maps by end-users, with or without cause.
Changes to this Agreement
Avenza reserves the right to make changes to this agreement at any time at its sole discretion. Should there be any changes, Avenza will notify You within 30 days of any such changes.
Termination of Agreement
This agreement shall continue in perpetuity, however, either party may terminate it with or without cause with 30 days written notice to the other party.
You acknowledge and agree that it is Your responsibility to consult with Your own legal and tax advisors with respect to Your legal and tax obligations that may have been established by this agreement.
Schedule A - Calculation of Map Store Remittances and Commissions
Pursuant to section 3, examples of how remittances are calculated and fulfilled in accordance with Avenza standard business practices appear below.
Map Store Remittances are subject to the following general conditions:
All remittances shall be made in US Dollars, at a minimum of $100.00 and only upon request by You via email.
Only reconciled balances are available for payment, whereby reconciled balances means that Avenza has received payment from the applicable App Store, verified the amount received and reconciled the transactions and purchases corresponding thereto with its own transaction records.
Remittances shall be delivered by your choice of:
Cheque via standard post
Wire transfer subject to bank fees payable by you via deduction from the remittance.
Credit against other Avenza products or services purchased.
For the purposes of reconciliation and payment, each individual App Store closes each accounting period according to its own schedule and timing and releases payment to Avenza according thereto. Avenza reconciles these transactions and posts them to Your account as soon as possible following the close of the period in which the corresponding amount was received by Avenza from the applicable App Store.
All payments made to Avenza by Google are in Canadian dollars and all such receipts will be converted to United States dollars at the prevailing rate of exchange at the time prior to being reconciled, reported and posted to Your account.
Avenza shall not be liable for any differences resulting from any currency exchange relating to any transaction for payments coming from the App Stores to Avenza or for any payments to you by Avenza.