Thank you for your interest in our OS OpenSpace® Service

Summary

OS OpenSpace has been designed to promote experimentation with Ordnance Survey data.

For your convenience, an overview of some key points from the agreement is provided below. You must, however, ensure that you have read the full terms and conditions of the OS OpenSpace Developer Agreement (which follow the summary) and agree to be bound by those terms and conditions before using the service.

• Charities, non-profit making organisations, volunteer led groups, other social and community groups, entrepreneurs and commercial organisations may all use OS OpenSpace.
• Web based applications with a wide range of functionality may be created using OS OpenSpace. There are many potential uses for OS OpenSpace and only a few categories of website that OS OpenSpace applications cannot be associated with. The OS OpenSpace Developer Agreement provides examples of these.
• OS OpenSpace applications cannot be used in the ordinary day-to-day activities involved with the internal administration of a business. They must be publicly accessible on the internet and not restricted or protected by password, username, membership or firewalls.
• Advertising on OS OpenSpace web applications is permitted (with certain exceptions). Web applications may include promotional content, receive sponsorship support and/or business endorsement and solicit donations for non-profit making, community or volunteer groups. No charge can be made for access to, or use of, applications developed using OS OpenSpace or the Ordnance Survey Data made available thereon.
• OS OpenSpace applications may access Ordnance Survey data until defined daily Usage Limits are reached. This data may be combined with third party data provided you own that data or are licenced to use it on terms that are consistent with the OS OpenSpace Developer Agreement. End Users of an OS OpenSpace application may also post their data onto it.
• OS OpenSpace applications must not permit Ordnance Survey data to be downloaded, stored or archived. Automatic, immediate and temporary storing (caching) is permitted, however.
• An End User licence Agreement is provided with the OS OpenSpace Developer Agreement. This must be made available to an End User via a hyperlink on each OS OpenSpace application.

Full Terms and Conditions

This is a legal agreement between you (referred to as ‘You’, ‘Your’, ‘Yourself’ or ‘Developer’) and the Secretary of State for Business, Innovation and Skills, acting through Ordnance Survey, whose principal place of business is Explorer House, Adanac Drive, SOUTHAMPTON, SO16 0AS, UK (referred to as ‘Us’, ‘Our’, ‘We’ or ‘Ordnance Survey’.

Please read this Agreement carefully and become acquainted with it before You click ‘I Accept’. By clicking ‘I Accept’ and/or exercising any of the rights granted hereunder you accept the following terms and conditions from Ordnance Survey, You agree to be bound by them, and You agree that this Agreement is enforceable as if it were a written negotiated agreement signed by You. If You do not agree to the terms of this Agreement, please do not click ‘I Accept’.

Background

1. Ordnance Survey is the national mapping agency of Great Britain and as such it is responsible for the official, definitive surveying and topographic mapping of Great Britain.
2. Ordnance Survey has created a mapping data application programming interface (called the OpenSpace API). OS OpenSpace is a free to use service which allows you to build Web 2.0 applications using the OpenSpace API and a feed of Ordnance Survey’s world leading geographical information.
3. OS OpenSpace is particularly aimed at community based innovation and use by charities, non-profit making organisations, volunteer led groups and other social and community groups. However, we welcome use of OS OpenSpace by entrepreneurs and commercial organisations provided that you can, and will, comply (both in spirit and to the letter) with the Usage Limits and the other terms and conditions set out in this Agreement.
4. Under this Agreement, Ordnance Survey agrees to supply the OpenSpace API to You under the terms of the open source licences set out at the following url:
   www.ordnancesurvey.co.uk/oswebsite/web-services/os-openspace/opensource-licences.html
5. Under this Agreement, Ordnance Survey also agrees to provide You with a unique API key to facilitate the access to and the use of a range of Ordnance Survey mapping datasets in accordance with the terms and conditions set out in this Agreement.

It is agreed as follows:

1 Definitions

Agreement means this OpenSpace Developer Agreement and the Schedules hereto;

API Key means a unique alphanumeric identifier assigned to You for use by You in any Web Application which facilitates access to the Ordnance Survey Data. For the avoidance of doubt, the API Key does not form part of the Ordnance Survey API (this is because the API Key is not being supplied to You by Us under an open source licence);

Code Snippets means any snippets of computer code which We may provide to You, on the Website or otherwise, to help You explore and understand the functionality and scope of the OpenSpace API and support You in developing Your Web Application;

Data means any text, graphics, audio, visual (including still visual images) and/or audio visual material, software, applications, data, database content, or other multimedia content, information and material;

Derived Data means any and all Data that is created by You, or an End User, through Your development and use, and/or the End User's use, of Your Web Application(s) and/or our Website, which substantially reproduces and/or which is adapted, extracted, re-utilised, or derived directly or indirectly from Ordnance Survey Data. By way of example, but without limitation, Derived Data would include any Data created by You or an End User identifying the location or other attribute of any new feature directly using Our mapping or a feature already present in Our mapping and shall include Waypoints and User Generated Routes;

Device means a single computer (including hand held), or mobile or GPS device;

Developer Documentation means any look up tables, class and method documentation, Code Snippets and other documentation relating to the OpenSpace API and/or Ordnance Survey Mapping Data which We may supply or make available to You on a secure area of the Website;

Effective Date means the date that You first click 'I Accept' or exercise any of the rights granted hereunder, whichever is the earlier;

End User(s) means the end users of Your Web Application;

End User Licence Agreement or EULA means the end user licence agreement between You and the End Users, which shall contain the terms set out in Schedule 2;

End User's Data means any Data that End User displays or otherwise provides to Your Web Application, which the End User owns, or which the End User is licenced by a third party to use (under terms which are consistent with the terms of the EULA). However, End User's Data does not include Derived Data that End User owns pursuant to Clause 5.4.1 of this Agreement. By way of example, but without limitation, End User's Data would include any independently sourced GPS trace plotted by End User on Your Web Application;

Intellectual Property Rights means copyright, patent, trade mark, design right, database rights, trade secrets, know how, rights of confidence, broadcast rights and all other similar rights anywhere in the world whether or not registered and including applications for registration of any of them;

Login means Your name, address, email address, username, password, url of Your proposed Web Application and any other registration details provided to Us by You from time to time which enable You to access and use certain features of the Website, the OpenSpace API, the API Key and the Ordnance Survey Data;

Look-Up Services has the meaning set out in Schedule 1;

Open Source Software means the open source software which We supply to You as part of the OpenSpace API, which has been created by various contributors and which is licenced by such contributors (or their licencees) pursuant to various open source licences;

OpenSpace API means the mapping data application programming interface created by Ordnance Survey to allow developers to build experimental, innovative, web based applications using Ordnance Survey data (which consists of the Ordnance Survey API and the Open Source Software), as such may be amended from time to time;

Ordnance Survey API means the object or source code form of Our proprietary application programming interface software which We supply to You by Us as part of the OpenSpace API, which is licenced by Us pursuant to the terms of the BSD open source licence (as such may be amended from time to time);

Ordnance Survey Data means data owned by or licenced to Us (including as applicable derived data), as may be amended from time to time by Ordnance Survey Updates, which may be accessed and processed by the Web Application;

Ordnance Survey Updates means the updates, revisions and amendments to Ordnance Survey Data that We may provide or in respect of which We may provide access to from time to time;

OS OpenSpace or OS OpenSpace Service means the services provided by Ordnance Survey by which You, and Your End Users, can access a feed of Ordnance Survey Data through the OpenSpace API;

Single User Basis means the grant of the right for the End User Generated Route to be installed on one Device and access to the downloaded End User Generated Route shall be limited to one End User solely for that End User's personal, non commercial use;

Unacceptable Advertising means any paid for or free advertising (whether banner adverts, key word adverts, pop-up adverts or otherwise), sponsorship or other promotional material or activities that may, in the reasonable opinion of Ordnance Survey, be illegal, deceptive, misleading, unethical, salacious, violent, pornographic or otherwise inappropriate, or may be associated with illegal, deceptive, misleading, unethical, salacious, violent, pornographic, or otherwise inappropriate goods or services;

Unacceptable Financial Gain means any payment, revenue, credit, or money's worth received by, or accruing to, You (or an End User, or any third party used by or connected to You or an End User) (directly or indirectly) for: (i) allowing End Users to access and use Your Web Application; (ii) displaying the Ordnance Survey Data (or Derived Data owned by Us) on Your Web Application, or any part of it; and/or (iii) using, or allowing End Users or other third parties to view, download, use and otherwise exploit, any Ordnance Survey Data (or Derived Data owned by Us);

Usage Limits means the restrictions and limits on use of the Ordnance Survey Data that may be imposed by Us, as set out in Schedule 1 as varied from time-to-time. By way of example, but without limitation, these Usage Limits include a limit on the number of mapping tiles that may be accessed in any given period;

User Generated Routes means a course between a start location and a destination that is manually created by Developer or End User selecting and identifying a series of Waypoints on the Web Application, each of which Waypoints is joined by a straight line to the next Waypoint in the series in the order that a person would wish to travel;

Your Data means any Data that You display or otherwise provide in Your Web Application which You own (whether before or as part of the development of Your Web Application), or which You are licenced by a third party to use (under terms which are consistent with the terms of this Agreement). However, Your Data does not include Derived Data You own pursuant to Clause 5.4.1. By way of example, but without limitation, Your Data would include any independently sourced GPS trace plotted by You on Your Web Application;

Waypoint means a point of reference selected by an End User using Your Web Application, which consists merely of a set of coordinates that identify the point in physical space;

Web Application means an Internet based application(s) that You develop through Your use of the OpenSpace API which is designed to access and use the Ordnance Survey Data which: (i) must be publicly accessible on the Internet, through Your registered URL; (ii) must not be restricted or protected, in whole or part, by password, username, membership, firewall or otherwise, or operate only on an internal network; and (iii) must comply with the restrictions set out in Clause 6; and

Website means Ordnance Survey's OpenSpace website accessible via the internet, which is located at url: www.openspace.ordnancesurvey.co.uk and may include discussion forums/blogs.

2 Registration and Provision of the OS OpenSpace Service

2.1 In order to access and use the OpenSpace API, API Key, Ordnance Survey Data, and also certain features of the Website such as the discussion forums, You must register a Login. You shall not select or use a Login with the intent of impersonating another person and shall keep Your Login confidential and shall not allow any other person to use such Login to access any part of the OpenSpace API, Ordnance Survey Data or Website. Once You have registered a Login, You shall be provided by Us with the OpenSpace API and the API Key.

2.2 In the event that We, in Our sole reasonable opinion, consider that You are making any illegal and/or unauthorised use of the OpenSpace API, API Key, Developer Documentation, Ordnance Survey Data and/or the Website, and/or Your use of the OpenSpace API, API Key, Developer Documentation, Ordnance Survey Data and/or Website is in breach of this Agreement, We reserve the right to take any action that We deem necessary, including freezing, deactivating or terminating without notice Your use of the OpenSpace API, API Key, Developer Documentation, Ordnance Survey Data and/or Website, and in the case of illegal use, instigating legal proceedings.

2.3 Subject to the terms of this Agreement, and subject always to the Usage Limits and system capacity, We shall use reasonable endeavours to provide You with the API Key and provide You and End Users with access to the Ordnance Survey Data via the API Key.

2.4 We may suspend the Website and the provision of the OpenSpace API, the API Key, Developer Documentation and/or Ordnance Survey Data for any reason whatsoever, including but not limited to repairs, planned maintenance or upgrades, and shall not be liable to You for any such suspension.

2.5 We reserve the right to make any changes to the OpenSpace API, API Key, Developer Documentation, Ordnance Survey Data and/or Website, or to discontinue and/or modify any aspect or feature of the OpenSpace API, API Key, Developer Documentation, Ordnance Survey Data and/or Website, without notice to You.

3 Ordnance Survey API - Proprietary Rights and Licence

3.1 The Crown owns the Intellectual Property Rights in the Ordnance Survey API. Notwithstanding the licence granted to You under Clause 3.2, the Ordnance Survey API remains the property of the Crown and the licence granted shall not be construed to convey, and Your use or possession of the Ordnance Survey API does not give You, any title to or ownership of the Ordnance Survey API.

3.2 The Ordnance Survey API is licensed to You pursuant to the terms of the BSD open source licence. In the event of any conflict between the provisions in this Agreement and the terms of the BSD open source licence, the latter shall take precedence.

 4 Other Open Source Software - Proprietary Rights and Licence

4.1 The Open Source Software (other than the Ordnance Survey API) has been created by various contributors. Such Open Source Software is licensed to You pursuant to various open source licences and the proprietary notices are set out therein. In the event of conflict between the provisions in this Agreement and the terms of the applicable open source licences, the latter shall take precedence.

5 Ordnance Survey Data, API Key, Developer Documentation and OS OpenSpace Name - Proprietary Rights and Licence

5.1 The Crown (or where applicable Our suppliers) owns the Intellectual Property Rights in the API Key, the Ordnance Survey Data and the Developer Documentation and Ordnance Survey owns a trade mark registration for the trade mark OS OpenSpace. The API Key, Ordnance Survey Data, Developer Documentation and the trade mark OS OpenSpace licensed under this Agreement remain the property of the Crown, Ordnance Survey, or, where applicable, Our suppliers. The licence granted to You under this Clause 5 shall not be construed to convey, and Your use or possession of the API Key, any Ordnance Survey Data, the Developer Documentation and the trade mark OS OpenSpace, does not give You, any title to or ownership of or other interest in the same. Title to any copies that You make of the API Key, any Ordnance Survey Data and/or the Developer Documentation shall automatically be and are hereby assigned to Us on their creation.

5.2 This Agreement conveys a limited licence for You to use the API Key, Ordnance Survey Data, Developer Documentation and trade mark OS OpenSpace solely for the purposes of creating, delivering and maintaining a Web Application. All rights in and to the API Key, Ordnance Survey Data, Developer Documentation and trade mark OS OpenSpace not expressly granted to You in this Clause 5 are reserved by Us and the Crown.

5.3 Subject to all the terms and conditions of this Agreement (including, but without limitation, Clause 6), We grant You a limited, non-exclusive, non-transferable, revocable, royalty free, paid-up licence for the term of this Agreement to:

5.3.1 install, run and use the API Key in Your Web Application to facilitate access to the Ordnance Survey Data;

5.3.2 use, print off one copy and download extracts of the Developer Documentation to help You explore, understand and experiment with the functionality and scope of the Ordnance Survey Data and/or OpenSpace API and develop Your Web Application(s);

5.3.3 use the Ordnance Survey Data as part of Your Web Application solely in accordance with the Usage Limits;

5.3.4 use the trade mark OS OpenSpace in Your Web Application to signal that Your Web Application has been built on and is powered by the OS OpenSpace service and the Ordnance Survey Data feed; and

5.3.5 grant sub-licences to End Users to view, and use the Ordnance Survey Data as part of Your Web Application(s) on/from a Device, subject to the terms of the EULA.

5.4 Derived Data

5.4.1 You may create Derived Data, and You may permit End User’s to create Derived Data, in connection with Your Web Application. In the event that You or any End User creates Derived Data, such Derived Data shall be owned by Us, save that if any Derived Data is created which is a severable improvement (as defined by Commission Regulation (EC) No 772/2004, known as the Technology Transfer Block Exemption) of the Ordnance Survey Data then such Derived Data shall be owned by the person or entity creating the same.

5.4.2 In respect of any Derived Data We own pursuant to Clause 5.4.1, then subject to all the terms and conditions of this Agreement, We hereby grant to You a non-exclusive, royalty‑free, paid up, personal licence, to: (i) display, use and store the whole or part of such Derived Data on and as part of the Web Application(s)You create (in accordance with the Usage Limits); (ii) grant sub-licences to End Users to view and use the whole or part of such Derived Data as part of Your Web Application(s) on a Device; and (iii) where such Derived Data is a User Generated Route and Waypoints, grant sub-licences to End Users to create, store, download and use such User Generated Routes and Waypoints as set out in Clauses 6:13A – 6.13C; subject to the terms of the EULA. Such licence will terminate immediately You and/or the relevant End User ceases to use the OS OpenSpace service to submit, post, create or display such Derived Data and/or this Agreement is terminated pursuant to Clause 8.

5.4.3 In respect of any Derived Data You or an End User owns pursuant to Clause 5.4.1, then for the period during which You, or an End User, submits, posts, or displays such Derived Data on a Web Application, You, or where relevant the End User, grants to Us a revocable, world‑wide, royalty-free, and non-exclusive licence to use, display and distribute such Derived Data solely for the purpose of allowing Us to deliver the OS OpenSpace service to You and Your End Users. Such licence will terminate immediately You and/or the relevant End User ceases to use the OS OpenSpace service to submit, post or display such Derived Data and/or this Agreement is terminated pursuant to Clause 8.

5.5 Your Data

You may incorporate and display Your Data on or as part of Your Web Application (both over and alongside the Ordnance Survey Data, Derived Data and End User’s Data). In respect of Your Data, You (or where applicable Your suppliers) retain the Intellectual Property Rights in such Data. We do not claim any ownership in Your Data. However, for the period during which You incorporate and/or display Your Data on a Web Application, You shall grant to Us a revocable, world-wide, royalty-free, and non-exclusive licence to use, display and distribute Your Data on Your behalf, solely for the purpose of allowing Us to deliver the OS OpenSpace service to You and End Users. Such licence will terminate immediately You cease to use the OS OpenSpace service to submit, post or display Your Data and/or this Agreement is terminated pursuant to Clause 8.

5.6 End User's Data

You may permit End Users to submit, post and display End User’s Data in Your Web Application. In respect of End User’s Data, We do not claim any ownership in such Data. However, for the period during which an End User submits, posts, or displays End User’s Data on Your Web Application, End User, or where relevant You, grant to Us a revocable, world-wide, royalty-free, and non-exclusive licence to use, display and distribute End User’s Data on End User’s, or where relevant Your, behalf, solely for the purpose of allowing Us to deliver the OS OpenSpace service to You and End Users. Such licence will terminate immediately You, and/or Your End User, ceases to use the OS OpenSpace service to submit, post or display End User’s Data and/or this Agreement is terminated pursuant to Clause 8.

6 Conditions of Use

6.1 Except as expressly permitted under this Agreement, or unless We have given you Our prior written consent elsewhere, the licences granted in Clause 5 above are subject to You complying (and ensuring compliance by others) with all the conditions set out in this Clause 6.

6.2 Your Web Application must not fall into any one or more of the categories listed below. Your Web Application shall be deemed to fall within one of the listed categories where the whole, or any part, falls within such category, and these exclusions should be complied with in spirit as well as to the letter.

6.2.1 websites or applications which threaten, harass, alarm, or distress; or which promote, encourage or facilitate the threatening, harassment, alarm or distress, of another person, or invade the privacy of another person.

6.2.2 websites or applications which display unethical, salacious, violent, obscene, pornographic, sexually explicit, or other inappropriate material or which promote, encourage or facilitate related activities.

6.2.3 websites or applications which display defamatory or libellous material.

6.2.4 websites or applications which incite hatred based on race, religion, gender, sexuality or otherwise, or promote or encourage anti social behaviour or the physical harm of any kind against any group or individual.

6.2.5 websites or applications that promote, facilitate or encourage any illegal activities, including but without limitation terrorism or other activities which risk UK national security.

6.2.6 websites or applications which provide instructional information about illegal activities;

6.2.7 websites or applications which display information which You know to be deceptive, misleading or false;

6.2.8 websites or applications which otherwise breach any applicable national or international laws or regulations;

6.3 Your Web Application must not be connected in any way to the ordinary day-to-day activities involved in the internal administration and running of a business, government or other organisation.

6.4 Your Web Application must not carry, nor be associated in any way whatsoever with, Unacceptable Advertising.

6.5 Subject to Clause 6.4, Your Web Application may:

6.5.1 carry advertising, including banner, and keyword advertising;

6.5.2 include promotional content (for example, advertising local events);

6.5.3 receive sponsorship support and/or business endorsement; and/or

6.5.4 solicit donations and resources in kind for charitable, non-profit making, community or volunteer groups or purposes;

and for the avoidance of doubt any payment, revenue, credit or money's worth received by You, or an End User, or any third party used by, or connected to, You or an End User, as a result of or in connection with the activities set out in sub-clauses 6.5.1 to 6.5.4 does not constitute Unacceptable Financial Gain.

6.6 Your Web Application must not be undertaken for, or in connection with, nor must it result in any Unacceptable Financial Gain. For the avoidance of doubt, this means that You are not permitted (nor may You permit others to) charge End Users any subscription or other fee for accessing and using the whole or any part of Your Web Application or the Ordnance Survey Data.

6.7 You may include Look-Up Services in Your Web Application solely in accordance with the Usage Limits.

6.8 You must ensure that a copy of the EULA is made accessible to End Users through a hypertext link at the bottom of each page of Your Web application.

6.9 You may only allow End Users to print a maximum of ten (10) paper copies, no greater than A4 (625 cm2) in size of any screen shot.

6.10 You may use one API Key across several Web Applications, but in the event that You do so, the Usage Limits shall be shared across all Your Web Applications. You are not permitted (nor may You permit others), to use more than one (1) API Key on any one Web Application.

6.11 You are not permitted (nor may You permit others), to register or use multiple API Keys across multiple Web Applications which in essence clone, duplicate or imitate the whole or part of each other.

6.12 You must not, (nor may You permit others to) copy, store, archive, modify, translate, create derivative copies of, publish or broadcast in any media, the Developer Documentation, in whole or in part.

6.13 Subject to Clause 6.13A below, You must not (nor may You permit others to) download, store, and/or archive the Ordnance Survey Data on to a Device, or otherwise, in whole or part. However, for the avoidance of doubt, this does not prohibit the automatic, immediate and temporary storage (caching) of Ordnance Survey Data, which is in accordance with The Electronic Commerce (EC Directive) Regulations 2002 (SI 2002/2013) and/or The Copyright Designs and Patents Act 1988.

6.13A Subject to Clause 6.13B - 6.13C, You may (and You may permit End Users to) use Your Web Application(s) to create Waypoints and/or User Generated Routes and allow such Waypoints and/or User Generated Routes to be stored on Your Web Application(s) and be viewed and/or downloaded by End Users to a Device on and for a Single User Basis.

6.13B You must not, (nor may You permit others to) use Postcode Look-Ups in the creation, downloading or viewing of User Generated Routes or Waypoints.

6.13C End Users may only create, store, download and use Waypoints and/or User Generated Routes for their own personal, non-commercial, use on a Single User Basis.

6.14 You must not (nor may You permit others to) publish the Ordnance Survey Data on its own without combining it with appropriate additional information relating to, or emanating from, the Web Application;

6.15 You must not (nor may You permit others to) use the Ordnance Survey Data in any manner not expressly authorised by this Agreement.

6.16 You shall promptly and without unreasonable delay notify Us if You suspect or become aware of any breach by an End User of the End User Licence Agreement, or any other infringement or breach of the Intellectual Property Rights in Ordnance Survey Data which might have occurred as a result of End Users or other parties gaining access to Ordnance Survey Data through Your Web Application and You shall give Us all reasonably required assistance in pursuing any such breach or infringement.

6.17 You shall:

6.17.1 not at any time conduct Yourself in a manner which would reflect unfavourably on Ordnance Survey Data or on Our good name and reputation;

6.17.2 not by Yourself or with others participate in any illegal, deceptive, misleading or unethical practices including, but not limited to, disparagement of Ordnance Survey Data or Ordnance Survey or other practices which may be detrimental to Ordnance Survey Data, Ordnance Survey or the public interest;

6.17.3 not describe Yourself or allow Yourself to be described as an Ordnance Survey agent or representative or to act as such in any way; and

6.17.4 use Your best endeavours to ensure that You use all adequate technological and security measures, including without limitation such measures as We may recommend from time to time, to ensure that the API Key, all Ordnance Survey Data and/or any Derived Data owned by Us that You hold or are responsible for are secure from unauthorised use or access and are only used in accordance with the terms of this Agreement.

7 Intellectual Property Rights Acknowledgement

7.1 You must ensure that appropriate acknowledgements of copyright and database right ownership are included in a conspicuous position in any reproduction of the Ordnance Survey Data, Derived Data and Developer Documentation, in any media, including, but without limitation, within any mapping image presented on screen. Any text acknowledgement must be 8 point or larger.

7.2 The appropriate acknowledgement is:

'© Crown copyright and database rights [year] Ordnance Survey'

7.3 You must ensure that the OS OpenSpace name and logo are included in a conspicuous position in Your Web Application. You must also ensure that the ® notation is included to show that the name 'OS OpenSpace' is a registered trade mark of Ordnance Survey.

7.4 You must not, (nor may You permit others to) tamper with or remove any copyright, trade mark, trade mark symbols, or other proprietary notices or terms of any party contained within the Ordnance Survey Website, Ordnance Survey Data or Developer Documentation.

7.5 You must not under any circumstances use or apply for registration of any trade mark in respect of Our trade names or registered or unregistered trade marks or any part of them, nor use or apply to register any trade mark similar to or likely to be confused with any of them, nor register any domain name which is the same as, similar to or likely to be confused with any of Our trade names or registered or unregistered trade marks or domain names.

8 Term and Termination

8.1 This Agreement shall commence on the Effective Date and continue in effect unless terminated by either party on the provision of not less than seven (7) days written notice to the other.

8.2 If We reasonably suspect that either the Ordnance Survey Data and/or any Derived Data owned by Us, API Key, Developer Documentation or OS OpenSpace trade mark is being used by You or an End User in breach of this Agreement or the End User Licence Agreement, as appropriate, We may elect to terminate this Agreement forthwith on notice in writing.

8.3 If We make changes to this Agreement in accordance with Clause 16.1 or 16.2, or to any element of the OS OpenSpace Service in accordance with Clause 2.5 and You do not find such changes acceptable then You may terminate this Agreement forthwith on notice in writing.

8.4 If either party breaches this Agreement in any material respect, the other party may terminate this Agreement forthwith on notice in writing.

8.5 If We reasonably suspect that the API Key has not been used by You, or Your Web Application has otherwise been dormant for a period of twelve (12) months, We may contact You to discuss Your ongoing requirements in respect of the OpenSpace API and Ordnance Survey Data and thereafter We may elect to terminate this Agreement on the provision of not less than seven (7) days written notice to You.

8.6 Upon any termination of this Agreement the rights and licences granted to You and Us herein shall forthwith terminate and You shall cease all use of the API Key, Developer Documentation, Ordnance Survey Data and Derived Data.

8.7 Unless otherwise agreed in writing by Ordnance Survey (for example by You entering into another agreement with Ordnance Survey for the supply and/or use of Ordnance Survey Data), You shall, within thirty (30) days of termination of this Agreement, destroy and/or permanently erase all copies in Your possession custody and control of (a) the API Key; (b) the Developer Documentation; (c) the Ordnance Survey Data; and (d) any Derived Data; and shall procure that all End Users shall do the same.

8.8 Clauses 1, 2.2, 2.4, 2.5, 3.1, 3.2, 4.1, 5.1, 5.4.1 (second sentence), 6.16, 7.4, 7.5, 8.6, 8.7, 8.8, 8.9 and clauses 9 to 22 inclusive, shall survive any termination of this Agreement.

8.9 For the express avoidance of doubt, notwithstanding the termination of this Agreement for any reason, You may continue to make use of the OpenSpace API under the terms of the relevant open source licences.

9 Representations and Warranties

9.1 In respect of the Ordnance Survey Data, We warrant that We are authorised by the Controller of Her Majesty's Stationery Office, who holds and exercises Crown copyright and other copyrights owned by Her Majesty, to grant licences to use such copyrights on the terms of this Agreement but We do not warrant that the Intellectual Property Rights subsist in, or that Her Majesty owns (either at all or free from encumbrances or licences), the Ordnance Survey Data and any condition, warranty or representation, whether express or implied, to the contrary is hereby excluded to the maximum extent permissible by law.

9.2 The Ordnance Survey Data has not been created for Your, or any particular customer's, requirements whether operationally, functionally, technically, accurately or otherwise. It is Your responsibility to ensure that the Ordnance Survey Data is fit for Your intended use or purpose.

9.3 We exclude, to the fullest extent permissible by law and except as expressly stated in this Clause 9, all warranties, conditions, representations or terms, whether express or implied by common law, statute or otherwise including, but not limited to, any regarding the accuracy, compatibility, fitness for purpose, performance, satisfactory quality or use of Ordnance Survey Data and any services We provide to You under or in connection with this Agreement.

9.4 In respect of Your Data, You hereby warrant to Us that You have all the necessary permissions and authorisations from the owners of any Intellectual Property Rights subsisting in Your Data to use, and to grant licences to use, such Intellectual Property Rights under the terms of this Agreement. You indemnify Us against any and all claims, liabilities or losses We may suffer as a result of or in connection with a breach of this warranty.

9.5 You hereby represent that You shall comply with all applicable local and foreign laws and regulations which may govern the use of the API Key, Ordnance Survey Data and OS OpenSpace trade mark and use the same only for lawful purposes and in accordance with the terms of this Agreement.

10 Limitation of Liability

10.1 Nothing in this Agreement shall have the effect of excluding or limiting the liability of either party for:

10.1.1 death or personal injury to the extent it results from negligence, or that of Your or Our employees or agents in the course of their engagement hereunder; or

10.1.2 fraud.

10.2 We accept no responsibility or liability whether in contract, tort (including negligence) or otherwise for any loss or damage of whatsoever nature arising from any use of the Ordnance Survey Data, or from any delay, interruption or failure of any electronic transmission of Ordnance Survey Data.

10.3 Subject to Clause 10.1, neither You nor we shall be liable to the other in contract, tort (including negligence) or otherwise for any direct, indirect, special or consequential losses or damages, (including any loss of profits, loss of business or loss of contracts) provided that neither this Clause 10.3 nor any other provision of this Agreement shall prevent Us from recovering from You all amounts lawfully due in respect of all infringements and breaches of Intellectual Property Rights by You, or any End User, or any third party who gains access to Ordnance Survey Data through Your Web Application.

10.4 Additionally You acknowledge that whilst the API Key and Ordnance Survey Data may be used in combination with any web application and other third party software, Ordnance Survey bears no liability, howsoever arising, for any loss, damage or cost that arises from a failure of the API Key and/or Ordnance Survey Data to integrate with Your web Application and/or third party software.

10.5 In no circumstances shall Ordnance Survey be liable for any failure of any Web Application and You hereby indemnify Us against any liability We may have towards a third party arising out of Your use of the Website, API Key and/or the Ordnance Survey Data.

10.6 You agree that because of the unique nature of the OS OpenSpace Service and our proprietary rights therein, a demonstrated breach of this Agreement by You would irreparably harm Us and monetary damages would be inadequate compensation. Therefore You agree that We shall be entitled to preliminary and permanent injunctive relief, as determined by any court of competent jurisdiction to enforce the provisions of this Agreement.

11 Events Outside anyone's Control

11.1 Neither party shall be responsible for any delay or failure in carrying out obligations under this Agreement if the delay or failure is caused by circumstances beyond the reasonable control of the affected party. In such circumstances the affected party shall notify the other of any such likelihood as soon as possible. The affected party (or parties) shall be allowed a reasonable extension of time to carry out its obligations in these circumstances.

12 Data Protection

12.1 You shall comply in all respects with all current data protection legislation, including (without limitation) the Data Protection Act 1998 and any orders made or codes of practice issued under it and the Privacy and Electronic Communications (EC Directive) Regulations 2003 (the 'Data Protection Legislation').

12.2 If You provide Us with any personal data (as defined in the Data Protection Legislation), You warrant that such data was obtained and is supplied to Us in compliance with the Data Protection Legislation.

12.3 We shall retain and use any such personal data which You provide to Us to enable Us to meet Our obligations under the Agreement. In addition, We may pass such personal data to organisations working with Us to enable them to perform services for Us. We will process such personal data in accordance with the OS OpenSpace Data Protection and Privacy Policy

13 Assignment, Subcontracting and Sublicensing

13.1 Except as provided in the Agreement, You are not entitled to licence, assign, transfer or novate Your rights and/or obligations under this Agreement.

13.2 We shall be entitled to assign, transfer or novate the benefits and obligations of this Agreement to any government body or nominated subcontractor or, in the event of the transfer of all or any of Our activities or functions to any other entity, to the entity to which Our activities or functions have been transferred. You expressly agree to the assumption of Our obligations under this Agreement by that entity.

14 Partnership, Joint Venture and Agency Excluded

14.1 Nothing in this Agreement or any circumstances associated with it or its performance gives rise to any relationship of agency, partnership or employer and employee between You and Us.

15 Entire Agreement

15.1 The parties agree that this Agreement and any documents referred to in it constitute the entire agreement and understanding between the parties concerning the subject matter of this Agreement. This Agreement supersedes all understandings, representations and agreements made between the parties concerning such subject matter. Without prejudice to any other Clause in this Agreement, any attempt by You to submit alternate terms and conditions, either as part of a purchase order or otherwise, subsequent to the parties entering into this Agreement, is hereby rejected. However, neither party seeks to exclude or limit liability for any fraudulent misrepresentations.

16 Changing the Terms Of this Agreement

16.1 We reserve the right to make changes to this Agreement at any time with or without notice. We will generally post notification of the changes on the Website. You can review the most current version of this Agreement at any time at http://openspace.ordnancesurvey.co.uk/openspace/developeragreement.html, or such other replacement url that We advise. If the changes are unacceptable to You then You may terminate this Agreement in accordance with Clause 8.3. If You do not terminate this Agreement in accordance with Clause 8.3 then Your continued use of OS OpenSpace shall indicate Your agreement to adhere to and be bound by the new terms and conditions.

16.2 We also reserve the right to release subsequent versions of the OpenSpace API and require You to obtain the most recent version. If a modification or update is unacceptable to You, then You may terminate this Agreement in accordance with Clause 8.3. If You continue to use the service rather than terminate this Agreement in accordance with Clause 8.3, You will be deemed to have accepted the modification or update.

17 Waiver

17.1 The waiving (which must be in writing and signed by an authorised representative of the relevant party) on a particular occasion by either party of rights under this Agreement does not imply that other rights shall be waived.

17.2 If a party has a right arising from the other party's failure to comply with an obligation under this Agreement and delays in exercising or does not exercise that right, such delay in exercising or failure to exercise is not a waiver of that right or any other right.

18 Severability

18.1 Each term of this Agreement is a separate term and is intended to stand alone. Should any provision of this Agreement be held to be invalid or unenforceable, such provision shall be severed from the remainder of this Agreement, which shall continue to be valid and enforceable to the fullest extent permitted by law. In respect of such severed provision, the parties shall negotiate in good faith and shall each use their reasonable endeavours to agree the terms of a mutually satisfactory provision to be substituted for the invalid, illegal or unenforceable provision which as nearly as possible validly gives effect to their intentions as expressed in this Agreement.

19 Further Assurance

19.1 The parties shall do and execute all such further acts and things as are reasonably required to give full effect to the rights given and the transactions contemplated by this Agreement.

20 Notices

20.1 Any notice required to be given for the purposes of this Agreement shall be given in writing by sending the notice by either email, prepaid first class post, recorded delivery, or by delivering it by hand.

20.2 Any notice shall be sent to the following address or other contact details:

20.2.1 for Us:

 

1. Contact: The OS OpenSpace Representative;
2. Address: Explorer House, Adanac Drive, SOUTHAMPTON, SO16 0AS;
3. Telephone: 0845 605 0505;
4. Facsimile: 0845 099 0494;
5. Email: osopenspace@ordnancesurvey.co.uk

 

20.2.2 for You at the contact details which You have submitted to Us;

20.2.3 or such other contact details as either party shall notify to the other in writing.

20.3 Any notice sent by email shall be deemed to have been served on the next business day following sending, provided that electronic confirmation of the email having been opened has been received. Any notice sent by prepaid first class post or recorded delivery shall be deemed to have been served two (2) business days after posting. Any notice delivered by hand shall be deemed to have been served on the same day if received before 4 pm on a business day, or on the next business day if received after 4 pm.

20.4 Notwithstanding the provisions in this Clause 20 regarding notices, the parties may communicate by email and by telephone on non-contractual matters.

21 Contracts (Rights of Third Parties) Act 1999

21.1 Apart from the Controller of Her Majesty's Stationery Office a person who is not a party to this Agreement has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce or enjoy the benefit of any terms of this Agreement, but this does not affect any right or remedy of a third party which exists or is available apart from that Act.

22 Jurisdiction and Governing Law

22.1 This Agreement shall be governed by and construed in accordance with English law and the parties submit to the exclusive jurisdiction of the English courts in respect of any proceedings issued by either party in connection with this Agreement.

Schedule 1 Usage Limits

Tile Limits

1 A single API key shall only be able to access up to 65 000 mapping tiles in a given twenty-four (24) hour period. Depending on the Ordnance Survey dataset accessed, tiles may be either 200*200 or 250*250 pixels in size.

2 For the express avoidance of doubt, You must not create a Web Application which directly or indirectly enables any End User to increase the number of tiles accessible beyond that stated at paragraph 1.

Look-Up Services

3 Look-Up Services means a request for information relating to:

1. a place name (referred to as a Place Name Look-Up);
2. a postcode (referred to as a Postcode Look-Up); or
3. an administrative boundary (referred to as a Boundary Look-Up);

4 A single API key shall be able to make up to 1000 requests to each of the three Look-Up Services referred to in paragraph 3 above in a given twenty-four (24) hour period.

5 If an API Key reaches the Usage Limit for any one or more of the three Look-Up Services, then the API Key shall still be able to make requests up to the other Look-Up Services which have not yet reached the Usage Limits.

6 The Postcode Look-Up must only allow the return of mapping tiles in response to an End User entering a postcode (or part thereof) into the Web Application. No postcodes (or part thereof) shall be accessed by or supplied to End Users, nor in any way displayed on or through Your Web Application (whether in conjunction with a mapping tile or otherwise), for example, but without limitation, in response to the End User clicking on a location within the mapping.

7 For the express avoidance of doubt, You must not create a Web Application which directly or indirectly enables any End User to increase the number of Look-Up Services accessible beyond that stated at paragraph 4.

8 We reserve the right to change the Usage Limits at any time and apply flexibility in the application of them.

Schedule 2 End User Licence Agreement

Your use of the Web Application is governed by an agreement between 'you' and the Developer. We shall refer to this as the End Use Licence Agreement EULA. The terms and conditions below form part of the EULA. Please read the terms and conditions below and ensure that you have understood them. If you do not agree to these terms and conditions, please forthwith cease use of the Web Application, including the Ordnance Survey Data.

Background

1. Ordnance Survey is the national mapping agency of Great Britain and as such it is responsible for the official, definitive surveying and topographic mapping of Great Britain.
2. Ordnance Survey has created a mapping data application programming interface (called the OpenSpace API) which allows developers to build experimental, innovative web-based applications using Ordnance Survey's world leading geographical information.
3. The Developer has created a Web Application using the OpenSpace API. The Web Application consists of, and allows you to access and use, a feed of Ordnance Survey mapping data via the use of a unique API key embedded in the Web Application.
4. This EULA governs your use of the Ordnance Survey Data and related services provided by Ordnance Survey through the delivery of the Web Application. The terms of this EULA do not cover the Web Application itself or any content/data of the Developer or third parties, which shall be governed by the Developer's own terms.

1 Definitions

'Data' means any text, graphics, audio, visual (including still visual images) and/or audio visual material, software, applications, data, database content or other multimedia content, information and material;

'Derived Data' means any and all Data that is created by you through your use of the Web Application(s) which substantially reproduces and/or which is adapted, extracted, reutilized or derived directly or indirectly from the Ordnance Survey Data. By way of example, but without limitation, Derived Data would include any Data created by you identifying the location or other attribute of any new feature directly using Ordnance Survey Data or a feature already present in Ordnance Survey Data and shall include Waypoints and User Generated Routes;

'Developer' means the person or entity issuing the Web Application to the general public;

'End Users' means the persons using the Web Application including you; and 'End User' shall be construed accordingly;

'End User's Data' means any Data that you display or otherwise provide to the Web Application which you own, or which you are licenced by a third party to use (under terms which are consistent with the terms of this EULA). However, End User's Data does not include Derived Data that you own pursuant to Clause 2.3(a). By way of example, but without limitation, End User's Data would include any independently sourced GPS trace plotted by you on the Web Application;

'Financial Gain' means any payment, revenue, credit, or money's worth received by, or accruing to, Developer, you (or any third party used by or connected to Developer or you) for: (i) accessing and using the Web Application; and/or (ii) viewing, downloading, using or exploiting any Ordnance Survey Data (or Derived Data owned by Ordnance Survey);

'Intellectual Property Rights' means copyright, patent, trade mark, design right, database rights, trade secrets, know how, rights of confidence, broadcast rights and all other similar rights anywhere in the world whether or not registered and including applications for registration of any of them;

'OpenSpace API' means the mapping data application programming interface created by Ordnance Survey which allows developers to build experimental, innovative web-based applications using Ordnance Survey mapping data (which consists of the Ordnance Survey API and various open source software) (as such may be amended from time to time);

'Ordnance Survey API' means the object or source code form of Ordnance Survey's proprietary application programming interface software which Ordnance Survey licences pursuant to the BSD open source licence;

'Ordnance Survey Data' means Data owned by or licenced to Ordnance Survey (including as applicable Derived Data), as may be amended from time to time by Ordnance Survey Updates, which may be accessed and processed by the Web Application;

'Ordnance Survey Updates' means the updates, revisions and amendments to Ordnance Survey Data that Ordnance Survey may provide from time to time;

'Unacceptable Advertising' means any paid for or free advertising (whether banner adverts, key word adverts or otherwise), sponsorship or other promotional material or activities that may, in the reasonable opinion of Ordnance Survey, be illegal, deceptive, misleading, unethical, salacious, violent, pornographic or otherwise inappropriate, or may be associated with illegal, deceptive, misleading, unethical, salacious, violent, pornographic, or otherwise inappropriate goods or services;

'User Generated Route' means a course between a start location and a destination that is manually created by End User selecting and identifying a series of Waypoints on the Web Application, each of which Waypoints is joined by a straight line to the next Waypoint in the series in the order that an End User would wish to travel;

'Waypoint' means a point of reference selected by an End User using the Web Application, which consists merely of a set of co-ordinates that identify the point in physical space; and

'Web Application' means the Internet based application(s) developed by the Developer which is designed to access and use the OpenSpace API together with the Ordnance Survey Data which must be publicly accessible on the Internet and must not be restricted, in whole or part, by password, username, membership, firewall or otherwise, nor operate only on an internal network;

2 Proprietary Rights, Licence and Restrictions

2.1 Ownership of Intellectual Property

The Crown (or where applicable Ordnance Survey's suppliers) owns the Intellectual Property Rights in the Ordnance Survey Data which is made available to End Users through and/or as part of the Developer's Web Application. The End User acknowledges and agrees that the EULA conveys a limited right to use the Ordnance Survey Data and does not convey title or ownership to the Ordnance Survey Data to the End User.

2.2 Licence Grant

The Developer grants to End Users a personal, non-exclusive, non-transferable, licence, (terminable at will and without any right to sublicence) to:

1. request from the Ordnance Survey server the Ordnance Survey Data and use, and display the same through and as part of the Developer's Web Application;
2. create Waypoints and/or User Generated Routes through and as part of the Developer's Web Application and view and download Waypoints and/or User Generated Routes on and to a single computer (including hand-held) or GPS device;
3. print a maximum of ten (10) copies of any screen shot;

solely for the End User's own personal, non commercial, use.

2.3 Derived Data

1. In the event that any End User creates Derived Data, End User acknowledges and agrees that such Derived Data shall automatically be assigned immediately on creation to Ordnance Survey, save that if any Derived Data is created by any End User which is a severable improvement (as defined by Commission Regulation (EC) No 772/2004, known as the Technology Transfer Block Exemption) of the Ordnance Survey Data then such Derived Data shall be owned by the End User.
2. In respect of any Derived Data Ordnance Survey owns pursuant to Clause 2.3(a) above, then subject to all the terms of this EULA, but without prejudice to Clause 2.2(b), the Developer hereby grants End User a perpetual, non exclusive, royalty-free, paid up, personal licence to use and display such Derived Data as part of the Web Application used to create the same.
3. In respect of any Derived Data an End User owns pursuant to Clause 2.3(a) above, then for the period during which End User submits, posts, or displays such Derived Data on the Web Application, End User, or Developer (as the case may be), grants to Ordnance Survey a revocable, world-wide, royalty-free, and non-exclusive licence to use, display and distribute such Derived Data solely for the purpose of allowing: (i) Ordnance Survey to deliver the OS OpenSpace service to the Developer and End Users; and (ii) Developer to deliver the Web Application to End Users. Such licence will terminate immediately the End User and/or the Developer (as the case may be) ceases to use the Web Application to submit, post or display such Derived Data, and/or the Developer ceases to deliver the Web Application.

2.4 End User's Data

In the event that End User submits, posts and displays End User's Data in or to the Web Application:

1. Ordnance Survey does not claim any ownership in such End User's Data. However, for the period during which End User submits, posts, or displays such End User's Data on the Web Application, End User, or Developer (as the case may be), grants to Ordnance Survey a revocable, world-wide, royalty-free, and non-exclusive licence to use, display and distribute such End User's Data solely for the purpose of allowing (i) Ordnance Survey to deliver the OS OpenSpace service to the Developer and End Users; and (ii) Developer to deliver the Web Application to End Users. Such licence will terminate immediately the End User and/or Developer ceases to use the Web Application to submit, post or display such End User's Data, and/or the Developer ceases to deliver the Web Application;
2. End User hereby warrants to Ordnance Survey that End User has all the necessary permissions and authorisations from the owners of any Intellectual Property Rights subsisting in the End User's Data to use and grant licences to use such Intellectual Property Rights under the terms of this EULA.

2.5 Restrictions

Except as expressly permitted under this EULA, the licences granted in paragraphs 2.2 - 2.3 above are subject to End User complying with the following conditions.

1. End User shall not submit, post or display any Unacceptable Advertising on or to the Web Application;
2. End User shall not use the Web Application for, or in connection with, any Financial Gain;
3. Subject to Clause 2.2(b) above and Sub-Clauses 2.5(d) below, End User shall not download, store, and/or archive the Ordnance Survey Data, in whole or in part. (However, for the avoidance of doubt, this does not prohibit the automatic, immediate and temporary storage (caching) of Ordnance Survey Data, which is in accordance with The Electronic Commerce (EC Directive) Regulations 2002 (SI 2002/2013) and/or The Copyright Designs and Patents Act 1988);
4. End User shall not create Waypoints or User Generated Routes using any postcode look-up facility;
5. End User shall not tamper with or remove any copyright, trade mark, trade mark symbol or other proprietary notice of Ordnance Survey or its licensors affixed to, or contained in the Ordnance Survey Data.

All rights and permissions not expressly set out in this Clause 2 are expressly excluded.

3 Limited Warranty; Disclaimer of Warranty

3.1 Exclusions

No warranty is given that the Ordnance Survey Data shall meet End User's particular requirements, whether operationally, functionally, accurately or otherwise, or that the Ordnance Survey Data shall be suitable for the End User's intended purpose or that operation of the Ordnance Survey Data shall be uninterrupted or error free. Under no circumstances shall Ordnance Survey or its licensors be liable for any loss or corruption of End User's data.

3.2 Disclaimer of Warranties

Ordnance Survey and its licensors disclaim all warranties and conditions, either express or implied, with respect to the Ordnance Survey Data. Ordnance Survey and its licensors further disclaim any warranty that the functions contained in the Ordnance Survey Data shall meet End User's requirements or shall operate in combinations or in a manner selected for use by End User, or that the operation and/or provision of the Ordnance Survey Data shall be uninterrupted or error free.

4 Limitation of Liability

4.1 Limitation of Liability

Save in respect of death or personal injury to the extent it results from negligence or fraud, Ordnance Survey and its licensors disclaim all liability whether in contract, tort (including negligence) or otherwise for any loss or damage of whatsoever nature arising from any use of the Ordnance Survey Data or from any interruption or failure of any electronic transmission of Ordnance Survey Data.

4.2 Exclusion of Consequential Damages

Under no circumstances shall Ordnance Survey and its licensors be liable (i) for costs of procurement of substitute products by End User; and (ii) in contract, tort (including negligence) or otherwise for any direct, indirect, special or consequential losses or damages, or any loss of profits, loss of business or loss of contracts.

4.3 Remedies of Ordnance Survey

Ordnance Survey and/or its licensors may directly recover from the End User all amounts lawfully due in respect of any breaches of the EULA by the End User (including but without limitation a breach of Clause 2.4) which cause Ordnance Survey to suffer loss or damage..

5 Data Protection

5.1 Data Protection

The Developer shall protect the End User's personal data in accordance with all applicable legislation.

6 Termination

6.1 Termination

The Developer has the right to terminate End User's use of the Web Application and/or the Ordnance Survey Data (but not the Derived Data owned by the End User pursuant to Clause 2.3(a)) forthwith on notice to the End User. On termination of the EULA, the End User shall take all steps reasonably possible to return or destroy the relevant Ordnance Survey Data.

7 Other Terms

7.1 Compliance with Laws

The End User shall comply with all applicable local and foreign laws and regulations which may govern the use of the Ordnance Survey Data and use the Ordnance Survey Data only for lawful purposes and in accordance with the EULA. End User acknowledges that the Developer and its licensors exercise no control whatsoever over the Ordnance Survey Data and that it is the sole responsibility of End User to ensure that any content End User transmits and receives by means of the Web Application and/or the Ordnance Survey Data complies with all applicable laws.

7.2 Survival

Clauses 1, 2.1, 2.3(a), 2.4(b), 3, 4 and 7.3 inclusive shall survive termination of the EULA for any reason.

7.3 Governing Law and Jurisdiction

The EULA shall be governed by and construed in accordance with English law and the parties submit to the exclusive jurisdiction of the English courts in respect of any proceedings issued by any party in connection with the EULA.