GREEN MAP SYSTEM
Mapmaker License Agreement

You, as the Licensee (the individual, organization or team making a Green Map, referred to below as “Mapmaker” or “you”) are required to read this before ticking the two Terms and Conditions boxes of Part E of your Mapmaker Registration in the online Greenhouse.

This is your contract with Green Map System, Inc. (“GMS”) for your creation of one or more Green Maps. Green Map is defined as a locally-created map of the natural/ cultural/ sustainable environment that uses GMS Icons (“Green Map”). A Green Map may be printed or digital or in other formats, including an interactive Open Green Map (“OGM Map”) created with GMS’s Open Green Map mapmaking website (“OGM Tool”).

GMS has the right to remove inactive or inaccurate Green Mapmakers' Profiles, Maps or data from GreenMap.org, the OGM Tool or its Archive at its discretion.

TERMS & CONDITIONS

Refer to these TERMS & CONDITIONS as you develop and produce Green Maps. We recommend you keep a copy on file locally. Download at GreenMap.org > Participate > Registration or copy and save as you begin your online Registration. If you think you cannot fully comprehend these Terms and Conditions in legal English, a translated version is available there. Find the Glossary of Definitions there, too.

PLEASE NOTE: Your filling out, ticking your agreement to these Terms and Conditions and submitting a Mapmaker Registration is not an automatic registration. GMS will review and if, there are no more questions as to your application, you will receive a payment and/or service exchange instruction email. After payment or agreement regarding the service exchange, your receipt of the GMS welcoming email (the date of which will be considered your “Commencement Date”) will indicate to you that you can now access the Licensed Material (see A 4 below) and officially begin your Green Map Project.

A) Required Usage of Licensed Material

Required Registration: Every Mapmaker is required to make a separate registration (see GreenMap.org’s Participate section).

All Green Maps (and all Supporting Material, as defined below) must include and be used as follows:

1) GMS’s Copyright/Trademark Notice:

“Icons © Green Map System, Inc. 2008. All rights reserved. Green Map® is a registered trademark and used with permission.”

The Copyright/Trademark notice must be exactly reproduced and placed in a visible location on every Green Map and all promotional/educational materials for your Green Map, including digital materials (“Supporting Materials”). If your Green Map and Supporting Materials are in a language other than English, this notice must be in both English and your language.

2) Green Map Icons may be used only on Green Maps and Supporting Materials. Their placement on merchandise for sale, commercial advertising, or use in a money-making venture must be approved in writing by GMS prior to any manufacture and you must pay the percentage of the total production budget and any on-going participation in your profits as required in GMS’s approval email. You must send GMS a sample of all approved non-commercial or commercial manufactured products, educational, advertising, or money-making venture materials.

3) The Green Map Logo may be used in different colors, sizes and languages. The logo must be placed prominently on the Green Maps and Supporting Materials. You may choose the placement yourself or follow the preferred front cover placement described in the Style Guide and Trademark Usage Guidelines (located at GreenMap.org’s Resources section).

If you use the Green Map logo in another language, you must email GMS a copy of it before it is publicly disseminated in high-resolution digital format, suitable for printing.

4) All the protected material set forth in A1, A2, and A3 and specifically the GMS trademark, logo and icons shall be collectively referred to as the “Licensed Material”.

B) Mapmaker's Scope of Use

1) Your Exclusive and Non-Exclusive License:

(i) If your Green Map is no larger than a city’s municipal boundaries and is not a youth, student or business project, GMS grants to you an "exclusive" use of the Licensed Material for that exact area indicated in your Registration Agreement, unless you agree otherwise.

(ii) If your Green Map is larger than a city’s municipal boundaries, your use of the licensed material will be non-exclusive.

(iii) You are the copyright owner of your specific Green Map(s). However, you grant GMS the exclusive license to include your Green Map(s) in any and all digital or printed compilations; and the non-exclusive license to utilize your Green Map and all of its contents and Supporting Materials in furtherance of all Green Map purposes. You may not include your Green Map(s) in any compilation without GMS’s express written approval.

(iv) Because the OGM Tool will allow the general public to make data contributions anywhere in the world, your exclusive use of the Licensed Material for that specific area referred to in your Registration Agreement will not extend to the OGM Tool (see Terms of Use (linked to “Legal” on most pages of GreenMap.org) for details on your exclusivity). You are not required to add the green sites charted by others in your area to your OGM Maps.

(v) The OGM Tool uses an API (Application Programming Interface) that utilizes Google Map or other digital maps. Your usage of the Google Map API is free and not subject to your Service Support Fee. Your usage of GreenMap.org and the OGM Tool is subject to GreenMap.org's Terms of Use.

2) Inclusion in Archive

Green Map Archives, including your Green Map and Supporting Materials, are likely to be permanently deposited at an university, library or other archival institution, where they may be digitized and placed online, then linked to GMS websites, and potentially, other websites. You grant GMS permission to include your Maps and any and all related materials in this deposited Archive.

3) Use of Local Icons and Local Copyright:

(i) All Green Maps use Green Map Icons, but you may create unique place-based icons for your Green Map and use other existing symbols, as desired. 50% of the symbols used shall be Green Map Icons. Please consider sharing any new symbols you create with the GMS network, and add them to the local icon collection (in GreenMap.org’s About section).

(ii) GMS encourages you to credit your Mapmaking Team and organization, and include on the map your own copyright for your particular Green Map, base maps, map information, creative input, and supporters, along with your own contact information. A business organization must include its credit in at least the same prominence and size as any other mapmaking credit the GMS Copyright/Trademark Notice (“Green Map® Icons © Green Map System, Inc. 2008. All rights reserved. Green Map® is a registered trademark of Green Map System, Inc. and used with permission.”) must be as prominent as the rest of your credits.

(iii) When you provide GMS Licensed Material to contributors or sub-contractors for your Green Map, you must require that it be used ONLY in Green Maps and Supporting Materials. Any use of the Licensed Material in publications or writings promoting or publicizing your Green Map must include GMS’s Copyright/Trademark notice.

(iv) Financial Sponsors or other contributors to your Green Map may request a logo, promotional statement or promotion of their product or services (“Advertising”) on the Green Maps and/or Supporting Materials. All Advertising must be placed on the Green Map in a way not to be confused with the map’s editorial content and GMS’s Copyright/Trademark Notice. Whether or not they are credited or given Advertising space, commercial or governmental entities that sponsor or assist your project are not permitted to influence or make any demands upon the map’s editorial contents.

4) Generation of Additional Income

Mapmakers may generate income for their Green Map Project using the OGM Tool by collecting fees from sponsors whose messages will be featured in designated areas adjacent to their map(s), as described in GreenMap.org's Tool Center under Fundraising (login to download). Mapmakers may sell ads or generate donations on their own website pages that include OGM Maps (embedded in widget format, or otherwise).

In order to keep the Mapmaker Service Support Fees modest, GMS shall have the right to generate income by licensing all data contained in the OGM Tool. This shall include but not be limited to widgets, tools for mobile access, sponsorships, grants, donations, awards, media projects, customized features or data-sharing usage. All revenue generated from such licensing shall be retained by GMS. Notwithstanding this revenue retention, GMS may develop specific contractual ventures with Mapmakers to develop joint income projects.

5) Continuing Use:

(i) For your Green Map project to be considered active, you must report on the progress of your mapmaking activities often, but no less than in annual updates of your Mapmaker and Map Profiles in the GMS website. It is expected that your Green Map will be published no later than 2 years from the Commencement Date; however, explanation in your Mapmaker and Map Profiles regarding a longer development period will be acceptable.

(ii) For your Green Map project to be considered active, your Mapmaker Service Support Fee must be currently paid. Upon expiration of your current paid term, a reminder to update your fee will be emailed to the address in your Mapmaker Profile.

Restriction on Business and Umbrella (see Glossary for definition) Mapmakers: Business Green Maps must be made under a social or sustainability program, and have as an advisor a non-profit organization (preferably with Green Mapmaking experience). If Business and Umbrella Mapmakers are registering for Multiple Venue Mapmaking and the number of locales for which you have registered exceeds your payment level, you must inform GMS immediately, and arrange to pay the difference. Business and Umbrella Mapmakers are required to fill in and keep current Map Profiles for each Green Map. OGM Tool usage by Business and Umbrella projects is subject to limitations further described in GreenMap.org's Terms of Use.

6) Termination of License:

(i) Notice of Termination: If you do not update in your Mapmaker and Map Profiles your project’s data at least once a year, and/or have failed to contribute your current Mapmaker Service Support Fee, you will have 3 more months to comply with the reporting and fee payment requirement. You will be notified by email that it is renewal time when your current paid term has expired. If you do not respond within 6 weeks of this notification, you will receive a second email reminder that you are in breach of your License Agreement. If, 6 weeks after this second notice, you have not reported or paid your Mapmaker Service Support Fee, you will be notified by email that your Mapmaker License Agreement is terminated.

(ii) Consequences of Termination: We will not remove your Mapmaker and Map Profiles, but an Inactive button will show on your Profiles and a new Green Map project can be registered in your area. You will no longer have rights to use GMS’s Licensed Materials, nor have the right to print or publish any new versions or editions as an official Green Map. Any Green Map created during your Licensed Term can be displayed and disseminated “as is”, without any updating. From your notice of termination, you may not promote, announce or solicit funds or develop your Green Map. You may not in any way profit from your terminated license (although you may offer your research, base maps, expertise, etc. on a voluntary basis to a new Mapmaker in your area).

C) Payments

1) Your full payment for the Licensed Material (“Service Support Fee”) shall be determined by the online Fee Calculator, according to the organization type, country and length of term. The term of your use of the Licensed Material will begin on the date GMS acknowledges receipt of your Service Support Fee.

2) Your full renewal payment must be made pursuant to the terms of Paragraph B (6)(i) for each successive term of use.

3) Once a payment is made, it will not be refunded for any reason.

4) A low-income Mapmaker may choose to substitute part or all of its required payment for approved Exchange Services.

D) Warranties & Representations

You warrant and represent that:

(i) any and all material in the Green Map(s) and Supporting Material supplied to GMS for its use and dissemination is created and fully owned by you except for any illustrations, work product, statements, likenesses, base map, or other copyrighted works for which you have either obtained the signed Formal Release provided by GMS or otherwise obtained legally sufficient permission;

(ii) any material provided by you in or for the Green Map and/or Supporting Material contains no libelous or unlawful material, and does not infringe upon or violate any copyright, trademark, trade secret or any other right of any person or entity or material inappropriate for children;

(iii) all content asserted as fact in the Green Map or Supporting Materials are either true or based upon generally accepted professional research practices; and

(iv) any and all activities in which you engage in creating your Green Map will be lawful in every respect and not harmful to any person or entity.

(v) All Maps, data and Supporting Materials provided to GMS can be freely downloaded by the public and used in any lawful manner whatsoever.

GMS warrants and represents that:

(i) any and all material supplied to you pursuant to the Mapmaker Registration is original to GMS and/or has been granted to GMS to use in the manner described in these Terms and Conditions and the Mapmaker Release Form.

(ii) GMS’s sole responsibility to Licensee in using and displaying its Maps and Supporting Materials and making it available for downloading and use by the public is to display Licensee’s copyright notice.

(iii) Nothing herein shall indicate GMS's warranty or representation that your Green Maps and Supporting Materials, GreenMap.org, the OGM Tool, OGM Maps, widgets or other data will be consistently or permanently accessible online.

You and GMS reciprocally agree to indemnify and hold harmless each other, your respective subsidiaries, directors, officers, agents and employees from all claims, loss, liability, expenses or damages (whether actual, compensatory, special, punitive or however characterized), including reasonable attorneys' fees, due to breach of any of the warranties stated above. The indemnified party must, within 8 weeks of notice of a claim, give written notice of the claim of breach of warranty stating fully the details of such claim. Failure to notify in a timely fashion will be a waiver of the indemnification.

E) No Partnership, etc.:

This Agreement shall not constitute GMS and you as partners or create a joint venture or fiduciary relationship or employer/employee relationship between you, and neither party shall be deemed to be the representative or agent of the other. Neither GMS nor you shall have the right, expressly or by implication, to represent themselves as having any authority to make contracts in the name of or binding on the other, or to obligate or bind the other in any manner whatsoever, unless authorized in writing.

F) Notices:

All written notices required by your Mapmaker Registration may be made by email, or if impossible, by fax or international express mail. If by email or fax, except when a notice of bounce-back occurs, the date of notice will be on the subsequent day. If by express mail, the date of notice will be the date of signed acknowledgement of receipt.

All notices must be sent to GMS at:

Green Map System
Email: info@greenmap.org
Fax: +1.212.674.6206

For express mail and packages:
Green Map System, 220A East 4th St, New York, NY 10009 USA

Our permanent mailing address:
Green Map System, PO Box 249, New York, NY 10002 USA

Our legal corporate address:
Green Map System, Inc., 175 Rivington St. #1-D, New York, NY USA 10002

Tel: +1.212.674.1631
Skype: webrawer

All notices must be sent to Mapmaker at:

Email: the address in your Mapmaker Profile, updated as needed by you.
If impossible:
Fax: the number in your Mapmaker Profile, updated as needed by you.
Express mail: the address in your Mapmaker Profile, updated as needed by you.

G) These Terms and Conditions:

Will be your entire legal understanding with GMS when you tick the boxes in Part E of the online Mapmakers Agreement and Release Form; and, shall replace any prior writings between GMS and you. Any modification to these Terms and Conditions must be designated as such and confirmed by reciprocal emails.

Shall be deemed made and to be fully performed in New York regardless of your or the Green Map’s locale; shall be construed in accordance with the laws of the State of New York; and, shall be binding upon and inure to the benefit of the parties and respective heirs, executors, administrators, successors and assigns.

Are binding and no waiver of any provision hereunder by GMS shall apply only to that specific circumstance and shall not be construed as a continuing waiver or consent to any subsequent breach.

Headings in these Terms and Conditions are for reference only and shall not affect the obligations of any provision contained herein.

As indicated in the introductory paragraph of these Terms and Conditions, ticking the boxes in Part E of your Mapmaker Registration as Licensee indicates that you have read completely, fully understand and agree to all of the Terms and Conditions above.