User License

Radiant Earth Foundation End User License Agreement

THIS END USER LICENSE AGREEMENT (“LICENSE”) IS A LEGAL AGREEMENT BETWEEN YOU (“LICENSEE”) AND THE OPEN IMAGERY NETWORK, LOCATED AT 740 15TH STREET NW SUITE 800, WASHINGTON DC 20005 (“Radiant Earth Foundation”). LICENSEE WILL BE DEEMED TO HAVE ACCEPTED AND AGREED TO THE TERMS AND CONDITIONS OF THIS LICENSE IF LICENSEE DOWNLOADS, INSTALLS, ACCESSES OR USES EITHER (I) PHOTOGRAPHIC IMAGERY, PIXELS, OR GEOTIFF OR SIMILAR FILE FORMATS CONTAINING PHOTOGRAPHIC IMAGERY, VIDEO OR PIXELS (AN “IMAGE PRODUCT”); OR (II) CODE, MAPS DATA, TERRAIN DATA, UNDERLYING TECHNOLOGY, GRAPHICS, DESIGN, CONTENT, DOCUMENTATION, AND RELATED MATERIALS OR ANY OTHER PRODUCTS (AN “API PRODUCT”), IN EITHER CASE THROUGH THE Radiant Earth Foundation WEB PLATFORM OR ANY Radiant Earth Foundation WEBSITE OR ONLINE PORTAL. IN THIS END USER LICENSE AGREEMENT, THE TERM “PRODUCT” REFERS TO AN IMAGE PRODUCT AND/OR AN API PRODUCT.

Ownership

The Product is licensed, not sold. All rights and title in and to all intellectual property in or related to the Product is and will remain the exclusive property of Radiant Earth Foundation or its licensor. Radiant Earth Foundation or its licensor owns and will continue to own all title in any copy, translation, modification, adaptation, or derivation of the Product, including any kind of output that contains the pixel structure and information of the original image data from the delivered Product.

Grant of License

Radiant Earth Foundation grants to LICENSEE a limited, non-transferable, non-exclusive, revocable (in accordance with the terms hereof) license to use the Product and any accompanying written materials, and anything derived therefrom, solely as set forth in this License.

Exclusions

LICENSEE ACCEPTS SOLE RESPONSIBILITY TO HAVE DETERMINED THE PRODUCTS ARE SUITABLE FOR ITS PURPOSES AND USE. LICENSEE ACKNOWLEDGES AND AGREES THAT THE USE OF THE PRODUCTS IS AT ITS SOLE RISK. EXCEPT AS STATED IN SECTION 3, THE PRODUCTS ARE LICENSED “AS IS,” AND Radiant Earth Foundation DISCLAIMS ANY AND ALL OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY OR FITNESS FOR PURPOSE, OR WITH RESPECT TO THE CHARACTER, FUNCTION, OR CAPABILITIES OF THE PRODUCTS OR THEIR APPROPRIATENESS FOR LICENSEE’S PURPOSES. Radiant Earth Foundation SPECIFICALLY MAKES NO WARRANTY THAT THE DATA CONTAINED IN THE PRODUCTS WILL ALLOW UNINTERRUPTED USE OR IS ERROR FREE OR THAT DEFECT IN THE PRODUCTS CAN OR WILL BE CORRECTED. Radiant Earth Foundation FURTHER MAKES NO WARRANTY REGARDING THE USE OF, OR RESULTS OF THE USE OF, THE PRODUCTS IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY OR OTHERWISE. Radiant Earth Foundation SPECIFICALLY MAKES NO WARRANTY, AND ACCEPTS NO LIABILITY, FOR THE SPREAD OF COMPUTER VIRUSES VIA THE PRODUCTS OR THE MEDIA OR PLATOFORMS ON WHICH THEY ARE DISTRIBUTED.

Limitation of Liability

REGARDLESS OF WHETHER ANY REMEDY SET FORTH HEREIN FAILS TO ACHIEVE ITS ESSENTIAL PURPOSE, IN NO EVENT WILL THE LIABILITY, IF ANY, OF Radiant Earth Foundation FOR DAMAGES RELATING TO THE PRODUCT OR OTHERWISE ARISING OUT OF, RELATED TO, OR IN ANY WAY CONNECTED WITH THIS LICENSE EXCEED THE ACTUAL AMOUNT LICENSEE PAID FOR THE SPECIFIC PRODUCT THAT DIRECTLY GAVE RISE TO THE DAMAGES CLAIMED, REGARDLESS OF THE FORM OF ACTION, WHETHER BASED ON CONTRACT, NEGLIGENCE, PRODUCTS LIABILITY, TRADE PRACTICES, OR OTHERWISE. IN NO EVENT WILL Radiant Earth Foundation BE LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, SPECIAL, PUNITIVE, OR INCIDENTAL DAMAGES OR LOST PROFITS, WHETHER FORESEEABLE OR UNFORESEEABLE, OF ANY KIND. THE LIMITATIONS CONTAINED IN THIS SECTION ARE NOT MADE WHERE PROHIBITED BY LAW.

Earth Observation Regulations & Export Control Laws

LICENSEE will comply with all applicable licensing and import and export laws, restrictions and regulations of all applicable jurisdictions that may be in effect during the term of this License.

Authorized Licensee

This License applies to a single legal business entity, or one division or subdivision of a non-governmental organization, or one division or sub-division of a non-profit organization, or a university, or one division or sub-division of a local government (e.g. municipality, county, prefecture) or one division or sub-division of an international agency, each located at a single or multiple facilities within a single country. For greater certainty, LICENSEE may not distribute, transfer or otherwise make available the Product to any subsidiary or affiliate of LICENSEE, or any other users, without the prior written consent of Radiant Earth Foundation, except as expressly provided in this License.

Permitted Uses

Pursuant to this License, LICENSEE may:

Make an unlimited number of soft and hard copies of the Product;

Alter or modify the Product to produce Value Added Products and/or Derivative Works (each as defined in Section 12 below);

Freely use the Product and Value Added Products for any purpose (including commercial purposes), which for greater certainty includes any internal purpose and the right to publicly post, publish and broadcast the Product and Value Added Products in any manner, provided that the Product and Value Added Products are in a secure format that prohibits manipulating the Product’s and Value Added Products’ pixel or metadata; and

Freely use and distribute Derivative Works.

Prohibited Uses

Pursuant to this License, LICENSEE shall not:

Reverse engineer, disassemble, or decompile the Product; or

Alter or remove any copyright notice or proprietary legend contained in or on the Product.

Definitions

In this License, “Value Added Product” means unique products developed and produced by the LICENSEE that contain imagery data from the Product, and “Derivative Works” means any derivative product or information developed by the LICENSEE from the Product which does not contain any imagery data from the Product and is irreversible and uncoupled from the source imagery data of the Product.

Copyright

The following copyright notice, or such other copyright notice as Radiant Earth Foundation may advise LICENSEE, must be conspicuously displayed alongside the Product, or any portion thereof: “Radiant Earth Foundation Products, Copyright Radiant Foundation Earth – All Rights Reserved” and “Radiant.Earth” is an official mark of “Radiant Earth Foundation” must appear as a credit.

Acknowledgement

Certain Products, or a portion thereof, may contain imagery data supplied by the United States Geological Survey’s (“USGS”) Landsat-8 satellite. The metadata attached to the Product at the time of delivery will expressly indicate if the Product includes imagery data from the Landsat-8 satellite. Although the USGS does not impose restrictions on the use of such data, the USGS and Radiant Earth Foundation recommend that any person using such data include the following acknowledgment when citing, copying or reprinting it:

Data available from the U.S. Geological Survey. See USGS Visual Identity System Guidance for further details. Questions concerning the use or redistribution of USGS data should be directed to: ask@usgs.gov or 1-888-ASK-USGS (1-888-275-8747).”

Termination

Radiant Earth Foundation may terminate this License, effective immediately, upon notice to LICENSEE, if LICENSEE breaches any provision of this License. Upon termination of this License, all rights granted to LICENSEE hereunder will immediately cease, without any liability of Radiant Earth Foundation.

Governing Law

This License will be governed by and construed in accordance with the laws of the State of Delaware applicable therein, and the courts of the State of Delaware will have non-exclusive jurisdiction to hear matters arising under this License.

Miscellaneous

This License is the entire agreement between LICENSEE and Radiant Earth Foundation as to the matters set forth herein and supersedes all prior discussions and understandings.

This License cannot be modified or rescinded, nor may any of its terms be cancelled or waived, unless approved in writing by Radiant Earth Foundation.

Acceptance of this License is expressly limited to the terms and conditions set forth herein. Any additional or inconsistent terms provided by LICENSEE in any other documents such as a LICENSEE purchase order, that are applicable to the License, will not have any legally binding effect.

The failure of Radiant Earth Foundation to insist upon strict performance of any of the terms and conditions of this License will not be deemed a waiver of any rights or remedies that Radiant Earth Foundation may have and will not be deemed a waiver of any subsequent default of the terms and conditions of this License.

Neither this License nor any of the rights or obligations hereunder may be assigned or transferred by LICENSEE without the prior written consent of Radiant Earth Foundation. This restriction on assignment or transfer will apply to assignments or transfers by operation of law, as well as by contract, merger or consolidation.

In the event that any provision of this License is declared invalid or unenforceable, the remaining provisions of this License will continue in full force and effect.

Upon notice, Radiant Earth Foundation or its representatives may inspect LICENSEE’s records, accounts and books relating to the use of the Product to ensure that the Product is being used in accordance with this License.

LICENSEE acknowledges that any actual or threatened breach of this License would likely cause Radiant Earth Foundation irreparable harm that could not be fully remedied by monetary damages. So, LICENSEE agrees that Radiant Earth Foundation will have the right, in addition to any other remedy available to it, to seek injunctive or other equitable relief from a court of competent jurisdiction, without proof of actual damage, as may be necessary to prevent such breach.

Language

The official language of this License, and any proceedings in connection with it, shall be made exclusively in the English language and you waive any rights you may have under any other law to have this License written in another language, and any translation of this License will be for convenience only.

Last update on September 5, 2018