End User License Agreement

 

AWTY LOGISTICS, LLC / AWTY MAPS END-USER LICENSE AGREEMENT
 
This is a legally binding agreement between you (either an individual, single entity or company), referred to herein
as “YOU”, and AWTY LOGISTICS, LLC / AWTY MAPS, and referred to herein as “AWTY MAPS”.
 
These maps (either in physical or digital form i.e., ‘MY MAPS’) or AWTY Compass navigational software and all
documents and materials included with AWTY MAPS Subscriptions, Map Books, Wall Maps, MY MAPS Viewer or
AWTY Compass, are referred to herein as ”AWTY MAPS” or the “DOCUMENTS”. Using all or any portion of AWTY
Maps indicates your acceptance of all the terms and conditions of this End-User License Agreement referred to
herein as “EULA” and that this agreement is equivalent to a written agreement signed by you. By selecting the
box “I AGREE & ACCEPT” or performing a similar electronic function, you are providing your acceptance of the
terms of this agreement. This agreement is enforceable against you and any legal entity that has obtained AWTY
Maps and on whose behalf it is used. If you do not agree to the terms of this agreement, please do not purchase or
use AWTY MAPS products.
 
IT IS ILLEGAL AND STRICTLY PROHIBITED TO SHARE SUBSCRIPTION OR PASSWORDS, OR LAMINATE, COPY, PUBLISH,
DISTRIBUTE, OFFER FOR SALE, LICENSE OR SUBLICENSE, GIVE OR DISCLOSE TO ANY OTHER PARTY, ANY PORTION
OF AWTY MAPS OR THE DOCUMENTS IN HARD COPY, DIGITAL FORM OR ANY OTHER MEDIUM WHETHER EXISTING
OR NOT YET EXISTING, EXCEPT AS SPECIFICALLY PERMITTED BELOW.
 
The use of AWTY MAPS is governed by the terms and conditions set forth herein. Please read them carefully. This
EULA is applicable to all of the DOCUMENTS included with AWTY MAPS in whole or part. You are deemed to have
read, understood and accepted the terms of this EULA when you use any or all of the DOCUMENTS.
 
1. LIMITED LICENSE. You are granted a limited, non-exclusive license to purchase and view on one individual
computer for your own use provided that such computer does not render AWTY MAPS accessible to other users
through shared, local or Internet networks or other methods. Only the individual that has purchased an AWTY
MAPS map book or subscription(s), will have the license to use the DOCUMENTS. Use by any other person,
company, affiliate, corporation, Limited Liability Company, trust, or other separate legal entity will require a
separate purchase. This includes companies that may be affiliated to you by ownership or otherwise. The
agreement stated herein shall remain in effect perpetually, but shall terminate upon your violation of any term or
condition hereof. All protections with which AWTY MAPS is provided under this EULA shall survive the termination
of your use.
 
2. PROPRIETARY RIGHTS. AWTY MAPS and its business partners retain all title, ownership, and intellectual property
rights, including but not limited to all supporting documentation, files, marketing material, images, multimedia and
applets. AWTY MAPS is protected by copyright and other intellectual property laws. AWTY MAPS may include
security measures designed to control access and prevent unauthorized copying and use. You agree not to
interfere with any such security components. AWTY MAPS permits you to view, use, or otherwise benefit from the
functionality or intellectual property of its maps or software only in accordance with the terms of this EULA. Use of
third party material included in the software may be subject to the terms and conditions typically found in the
party's own license agreement.
 
3. CONFIDENTIALITY. Each party agrees that it shall not disclose to any third party any information concerning the
customers, trade secrets, methods, processes or procedures or any other confidential, financial or business
information of the other party which it learns during the course of its performance of this EULA, without the prior
 
written consent of such other party. This obligation shall survive the cancellation or other termination of this EULA.
The DOCUMENTS contains trade secrets and proprietary know-how that belong to AWTY MAPS and it is being
made available to you in strict confidence. ANY USE OR DISCLOSURE OF AWTY MAPS TRADE SECRETS,
PROPRIETARY DATA, OR OF ITS ALGORITHMS, PROTOCOLS OR INTERFACES, OTHER THAN IN STRICT ACCORDANCE
WITH THIS EULA, MAY BE ACTIONABLE AS A VIOLATION OF AWTY MAPS TRADE SECRET RIGHTS.
 
4. NON-TRANSFER OF RIGHTS. You may not rent, lease, sell, sublicense, assign or transfer your use rights in the
DOCUMENTS, or authorize any portion of the AWTY MAPS to be laminated, or copied onto another individual or
legal entity's computer.
5. ALLOWED USAGE. Upon fulfilling your obligations towards properly purchasing and viewing AWTY MAPS, or
obtaining valid viewing privileges, you are permitted to do only the following:
 
(a) Use the Documents for discerning road route selection (however, route selection is the sole responsibility of
the user), in which you are one of the parties are interested. You are encouraged to obtain competent legal
counsel to advise you on the use of the Documents and/or the contractual relationship you are establishing based
on this data.
 
(b) If you are an attorney, you may review the Documents and use them only for preparing documents for your
immediate clients (whom have purchased the map(s) or subscriptions) with whom you have an attorney-client
relationship.
 
(c) With prior authorization from AWTY MAPS, the DOCUMENTS may be included in the packaging and shipment of
your product or in your product documentation Documents that are meant to be distributed. You may make one
copy of the original media on which you obtained The DOCUMENTS solely for backup or archival purposes only.
You may not otherwise make copies of the DOCUMENTS. You agree that any copy of the DOCUMENTS which you
make pursuant to this EULA shall bear all copyright, trademark and other proprietary notices included therein by
AWTY MAPS and, except as expressly authorized herein, you shall not distribute the same to any third party
without AWTY MAPS prior written consent.
 
6. DISTRIBUTION. You may not remove Documents and distribute them in any way except as prescribed by the
Allowed Usage defined in section 5. Only distribution of the full and complete unaltered DOCUMENTS is allowed
provided that AWTY MAPS has given you prior written authorization and that all trademarks, ownership and
copyright notices remain in and with the DOCUMENTS
 
7. RESTRICTIONS. You may not: (i) modify (laminate) or create any derivative works of the DOCUMENTS, including
customization, any modifications or enhancements, translation or localization without AWTY MAPS express
written consent; (ii) reverse engineer, decompile, disassemble, make or otherwise attempt to derive a unique
duplication of the DOCUMENT formats or the underlying ideas or algorithms of any software; (iii) attempt to gain
unauthorized access to Documents, AWTY MAPS servers or any other service, account, computer system or
network associated with AWTY MAPS , its affiliates, agents, partners and customers; (iv) remove or alter any
trademark, logo, copyright or other proprietary notices or symbols of the DOCUMENTS; (v) block, disable, or
otherwise affect any advertising, banner window, tab, link to websites and services, or other features that are part
of AWTY MAPS; (vi) incorporate, integrate or otherwise include the DOCUMENTS or any portion thereof into any
software, program or product; (vii) provide false information when purchasing AWTY MAPS products or software;
(viii) digitally transmit or make available AWTY MAPS or its content through local networks, intranets, extranets,
FTP, online discussion boards, forums, list-serve, peer-to-peer networks or technologies, newsgroups, bulletin
 
boards, or any other mode of shared communication system, or place any DOCUMENTS onto a server so that it is
accessible via a pubic network such as the Internet; (ix) use the DOCUMENTS in any way that violates this EULA or
any law; or (x) authorize or assist any third party to do any of the things described in this section.
 
9. SOFTWARE LICENSE KEY. Certain features or content of AWTY MAPS or AWTY Compass may require the
purchase of a Software license key. You agree not to attempt to, and not to, control, disable, modify or remove any
component of the Software license key protection system. You also agree not to access, attempt to access, copy,
share or distribute the license key for any purpose.
 
10. SOFTWARE UPDATES. AWTY COMPASS is configured to automatically check for updates. By using AWTY
Compass, you consent to receiving software updates, modifications, and/or patches that address issues such as
security, interoperability, and performance. Your use of the updates shall be governed by this EULA unless you are
asked to agree to a new EULA at the time of download or installation.
 
11. PRIVACY
 
(a) SOFTWARE ENHANCEMENT PROGRAM. By participating in the AWTY Compass Software Enhancement Program,
you allow AWTY Compass to collect anonymous information relating to your use of the software, such as the
frequency of use and of certain features, and information on errors occurring during your use of the software. This
anonymous usage data will be used to diagnose performance issues and improve the reliability of the software and
its features. This data will not be tied to any information that would personally identify you.
 
(b) PERSONAL INFORMATION. During the AWTY Compass installation process, or at some time thereafter, you may
be asked to provide certain information that will be used to personalize certain Documents, send you AWTY
Compass information via email or mail, and customize some information presented to you through the software.
For example, you may be asked for your state/province/country, which could be used by the software to provide
you with locally relevant Documents and/or related products. All personal and billing information is transmitted
using the secure SSL protocol. Both personal and non-personal information collected by the software is
safeguarded according to the highest privacy and data protection standards adopted worldwide, and will not be
shared or given without your consent as described in our Privacy Policy (available at http://www.http://
www.awtymaps.com/privacypolicy1.html).
 
12. LIMITATION OF LIABILITY. EXCEPT AS REQUIRED BY LAW, AWTY MAPS AND ITS EMPLOYEES, DIRECTORS,
LICENSORS, CONTRIBUTORS AND AGENTS WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL,
CONSEQUENTIAL OR EXEMPLARY DAMAGES ARISING OUT OF OR IN ANY WAY RELATING TO THIS EULA OR THE USE
OF OR INABILITY TO USE THE DOCUMENTS, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF GOODWILL,
WORK STOPPAGE, LOST PROFITS, LOSS OF DATA, AND COMPUTER FAILURE OR MALFUNCTION, EVEN IF ADVISED
OF THE POSSIBILITY OF SUCH DAMAGES AND REGARDLESS OF THE THEORY (CONTRACT, TORT OR OTHERWISE)
UPON WHICH SUCH CLAIM IS BASED. AWTY MAPS LIABILITY UNDER THIS EULA IS LIMITED TO REPLACEMENT OF
DOCUMENTS AND WILL NOT EXCEED TEN DOLLARS (US$10.00)
 
13. DISCLAIMER OF WARRANTY. YOU ACCEPT THE DOCUMENTS “AS IS” AND WITH ALL FAULTS (IF ANY). AWTY
MAPS DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF
MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. AWTY MAPS MAKES NO WARRANTY OR
REPRESENTATIONS WHATSOEVER REGARDING THE CONTENT OF THE DOCUMENTS AND YOUR USE OF THE
DOCUMENTS, OR THE SUITABILITY OF THE DOCUMENTS TO MEET YOUR SPECIFIC NEEDS. THE DOCUMENTS ARE
 
DETAILED, BUT GENERIC IN FORM. THERE MAY BE LAWS APPLICABLE IN YOUR STATE/PROVINCE/COUNTRY THAT
NEED TO BE ADDRESSED IN ANY FINAL DOCUMENT. YOU ARE STRONGLY URGED TO OBTAIN COMPETENT LEGAL
COUNSEL TO REVIEW THE DOCUMENTS YOU UTILIZE AND TO ADVISE YOU ON ANY TRANSACTION IN WHICH YOU
INEND TO ENGAGE.
 
AWTY MAPS makes no warranties with respect to the Documents as described above and as such, there should be
no reason for you to bring any grievance against AWTY MAPS. However, if you do bring any action, claim, suit,
threat or demand against AWTY MAPS, and you do not substantially prevail, you shall pay AWTY MAPS entire
attorney fees and costs attached to such action. In the same token, if AWTY MAPS is forced to take legal action to
enforce this EULA or any Copyright or proprietary claims or any of its rights described herein or under any state or
federal law, you will pay AWTY MAPS attorney fees and costs.
 
14. VIOLATIONS OF THIS EULA. AWTY MAPS reserves all rights not specifically granted to you above. AWTY MAPS
will have the right to proceed against you in the event that you infringe against AWTY MAPS rights. Any use not
within the precise scope of the agreement set forth herein will be considered an infringement. You acknowledge
and agree that AWTY MAPS damages in the event of your violation of this EULA will be substantial and that AWTY
MAPS will suffer irreparable harm in such event. As such, AWTY MAPS shall have the right to obtain equitable
remedies, including but not limited to recovery of damages, obtaining injunctions, recovering statutory damages,
recovering attorney fees, and any other available legal remedy.
 
15. TERMINATION. AWTY MAPS shall have the sole and exclusive right to immediately terminate this EULA and
suspend your permissions to use the DOCUMENTS should you fail to perform any obligation required under this
EULA, engage in activity that AWTY MAPS deems harmful to its well-being or if you become bankrupt or insolvent.
This EULA takes effect upon your purchase of the DOCUMENTS or software and remains effective until terminated.
Upon termination of this EULA by AWTY MAPS, you shall return to AWTY MAPS the original and all copies of the
DOCUMENTS including partial copies and modifications.
 
16. WAIVER & SEVERABILITY. AWTY MAPS waiver of any breach of this EULA shall not constitute an amendment to
this EULA or AWTY MAPS waiver of subsequent breaches. If any part of this EULA is found void and unenforceable,
it will not affect the validity of the balance of this EULA, which will remain valid and enforceable according to its
terms.
 
17. RESTRICTED RIGHTS LEGEND FOR GOVERNMENTAL USE. AWTY MAPS in its whole, like any software,
Documents, or other information that is downloaded through accessing AWTY MAPS website, partner websites
and download sites for or on behalf of the United States of America, its agencies and/or instrumentalities (“U.S.
Government”), is provided with Restricted Rights. Use, duplication, or disclosure by the U.S. Government is subject
to restrictions as set forth in subparagraph (c)(1)(ii) of the Rights in Technical Data and Computer Software clause
at DFARS 252.227-7013 or subparagraphs (c)(1) and (2) of the Commercial Computer Software--Restricted Rights at
48 CFR 52.227-19, as applicable.
 
18. ELECTRONIC NOTICES. You consent that AWTY MAPS may provide you with information and notices regarding
the DOCUMENTS and AWTY MAPS via the email address you designate when purchasing the DOCUMENT or
software or thereafter. AWTY MAPS may provide notices to you via (i) email if you have provided AWTY MAPS with
a valid email address, or (ii) by posting the notice on the AWTY MAPS website or the software download site which
AWTY MAPS owns and operates. You may withdraw your consent for electronic notices.
 
19. AMENDMENTS. AWTY MAPS reserves the right to unilaterally amend all offers, pricing terms or other matters
pertaining to the DOCUMENTS, AWTY MAPS website or this EULA. No course of dealing or trade usage shall be
deemed to amend the terms of this EULA.
 
20. GOVERNING LAW. This EULA shall be governed by and construed under the laws of the State of North Dakota.
You consent and agree that all legal proceedings relating to the subject matter of this EULA shall be maintained in
courts sitting within the State of North Dakota, and that jurisdiction and venue for such proceedings shall lie
exclusively with such courts.
 
21. COMPLETE AGREEMENT. This is the entire EULA between AWTY MAPS and you relating to the AWTY Maps,
map books, AWTY Compass smart phone navigation, AWTY XY Garmin navigation, AWTY Trax, which supersedes
any prior representations, discussions, undertakings, warranties, communications or advertising relating to the
DOCUMENTS.
 
For inquiries please contact:
 
AWTY MAPS, 2151 I-94 Business Loop East, Dickinson, ND 58601 USA
AWTY MAPS, AWTY Compass, AWTY XY and AWTY Trax are either the registered trademarks or trademarks of
AWTY LOGISTICS, LLC in the United States and/or other countries.