This document «2GIS Software Products and / or Online Services License Agreement» is an offer of 2GIS LIMITED, a legal entity registered under the laws of the Republic of Cyprus (hereinafter — «the Rightholder») to enter into an agreement on the terms and conditions stated below.
Before using 2GIS Software Products and / or Online Services, please read the terms of this license agreement attentively.
1. General Provisions
1.1. By using 2GIS Software Products and / or Online Services, you agree that:
а) You have read the terms of this Agreement prior to beginning of use of 2GIS Software Products and / or Online Services.
b) Use of 2GIS Software Products and / or Online Services in any form means that you accept all terms of this Agreement without any exceptions or restrictions on your part. 2GIS Software Products and / or Online Services may not be used on any other terms and conditions.
c) If you do not agree with the terms of or are not authorized to enter into this Agreement, you should immediately cease any use of 2GIS Software Products and / or Online Services.
d) The Rightholder may alter the Agreement (including any part of it) without any notice. A new version of the Agreement shall enter into force upon posting thereof on the Rightholder’s Website unless otherwise provided for in such version. Your continued use of any 2GIS Software Products and / or Online Services constitutes your agreement to the amended terms of the Agreement.
1.3. The current version of this Agreement is available on the Rightholder’s Website at http://law.2gis.it/rules.
1.4. In case of conflict between a version of the Agreement distributed together with copies of 2GIS Software Products and a latest version of the Agreement posted on the Rightholder’s Website, the latter shall prevail.
Words and expressions used in this License Agreement have the following meanings unless otherwise expressly defined hereafter:
2.1. The License (the Agreement) — the present License Agreement to use of 2GIS Software Products and / or Online Services.
2.2. 2GIS Online Services — a complex of 2GIS Software Products and hardware of the Rightholder available for the Users through the Rightholder’s Website.
2.3. The Rightholder — 2GIS LIMITED, a legal entity registered under the laws of the Republic of Cyprus, having its registered address at: 12 Esperidon Street, 4th floor, 1087 Nicosia, Cyprus.
2.4. The User — a person or an entity (physical or legal) who has entered into this Agreement with the Rightholder for its own benefit or for the benefit of third parties in accordance with the requirements of the applicable law and this Agreement.
2.5. 2GIS Software Products — 2GIS software systems owned by the Rightholder that combine the Digital Maps and/or the Business Listings, as well as each computer program or database incorporated in them or used in conjunction with them, and also all their subsequent updates and modifications, intended for use on desktop and pocket personal computers, mobile phones, communicators, smartphones.
2.6. The Business Listing — a database of an electronic business listing that includes information about names, addresses, phone numbers, e-mail addresses and websites, types of goods produced and sold (work done, services rendered), and other details of organizations and entrepreneurs residing within a particular territory coinciding with boundaries of the Digital Map combined with the Business Listing, as well as any other organizations at the discretion of the Rightholder.
2.7. The Rightholder’s Website — websites located in the domain at 2gis.it, and other domains included in the domain 2gis.it
2.8. The Digital Map — a database of an electronic map which includes GIS data on geographical locations and settlements within an area bounded by certain geographical coordinates.
2.9 The Commercial Use — use of 2GIS Software Products and / or Online Services or other Intellectual Property that is beyond the permitted use under this Agreement, the functional application and / or granted rights to use map fragments, in order to obtain an income (profit) (when the user is an individual) or to derive business profit, including providing access to or delivering the abovementioned products and services on a commercial basis, i.e. for a fee or any counter provision of goods, works, services, or with simultaneous provision of goods, works, services on a commercial basis, in one form or another (when the user is a company or sole proprietor).
The Commercial Use of 2GIS Software Products and / or Online Services or other Intellectual Property may be authorized by the Rightholder on the basis of a separate agreement with the User.
2.10. PIN — a unique sequence of figures generated by the soft hardware of the Rightholder at request of the User and intended for communication between separate 2GIS Software Products and / or Online Services as well as communication between 2GIS Software Products and / or Online Services and other software and services.
2.12 The Consumer Protection Legislation — the laws and regulations on consumer rights protection in effect in Italy. If the User under this Agreement is an individual, and in accordance with the laws of Italy is considered to be a consumer in relations under this Agreement, the mandatory rules of the consumer protection legislation shall apply to relations under this Agreement when the individual is a party.
3. Exclusive (Proprietary) Rights
3.1. 2GIS Software Products and Online Services in general, and computer programs, databases, cartographic, reference, information and other text materials, images and other objects of copyright and / or related rights incorporated in or used in conjunction with 2GIS Software Products and Online Services, as well as objects of patent rights, trade marks, brands and trade names, as well as other parts of 2GIS Software Products and / or Online Services (irrespective of, whether they are incorporated therein or are additional components and whether their extraction from the structure and independent use is possible) (hereinafter—“the Intellectual Property") are protected under Copyright Law of Cyprus Cap. 59/1976 as amended from time to time and other applicable laws and regulations regarding intellectual property and owned by the Rightholder subject to the exclusive rights unless otherwise specified in the notice of rights.
3.2. The Rightholder reserves the exclusive rights to any results of processing (modification) of the Intellectual Property permitted by this License, and may at any time revoke its permission to their use at its discretion, without compensation of any expenses incurred by the User in creating and applying them.
3.3. The notice of rights to the Intellectual Property shall be attached to or communicated to the User at the moment of provision of such Intellectual Property. Absence of notification of rights does not mean lack of legal protection or permission to its free use.
4. Grant of License
4.1. 2GIS Software Products and / or Online Services shall be used in strict compliance with the terms of this License. If the User does not accept any and all terms of this License, the User shall not be entitled to use 2GIS Software Products and / or Online Services for any purpose. 2GIS Software Products and / or Online Services may not be used with violation (non-performance) of any conditions of this License.
4.2. The rights to and ways of use of 2GIS Software Products and / or Online Services that are not expressly provided / allowed to the User under the present Agreement are considered not-granted/forbidden by the Rightholder.
4.3. 2GIS Software Products and / or Online Services are allowed for non-commercial use at no monetary cost, subject to the terms and conditions of this License.
4.4. The Rightholder may place any information and / or Advertising Materials and links to websites of third parties on 2GIS Software Products and / or Online Services, and to provide the right to use 2GIS Software Products and / or Online Services in the manner given as aforesaid to any third party under a separate agreement.
5. Rights of the User
5.1. The Rightholder hereby grants to the User a worldwide non-exclusive nontransferable license to use 2GIS Software Products and / or Online Services in the ways specified in the present section.
5.2. Functional Use of 2GIS Software Products
The User has the right to use 2GIS Software Products for their direct functional purpose in accordance with the User's Manual, and to that end, to install them on a desktop or pocket personal computer(-s), smartphone(-s) or other devices (hereinafter — the «Devices»).
In accordance with this paragraph, the User may install 2GIS Software Products on an unlimited number of Devices as well as to store a copy of 2GIS Software Products in or install it on a data storage device (such as a network server) designed and used solely for installation and operation of the Software on other computers within a LAN.
5.3. Reproduction of 2GIS Software Products
The User may reproduce 2GIS Software Products, copies of which are distributed by the Rightholder, for non-commercial purposes at no monetary cost on any Devices and other types of physical media provided that no modifications are made in the combination, composition and content of 2GIS Software Products as compared with the way they are provided and / or recommended for use by the Rightholder.
5.4. Distribution of 2GIS Software Products
The User may distribute 2GIS Software Products by delivering copies thereof reproduced in accordance with paragraph 4.3 of this Agreement, for non-commercial purposes at no cost and with respect for their integrity unless otherwise provided for by a written permission of the Rightholder.
5.5. Purpose of use of 2GIS Online Services
The User has the right to use 2GIS Online Services for their direct functional purpose on an unlimited number of devices in accordance with the terms of this License. For use of some 2GIS Online Services or their additional features, the User may be required to accept terms of a separate agreement at the discretion of the Rightholder.
5.6. Use of links to map fragments originated from 2GIS Online Services, on the Internet
The User may use html-links to map fragments originated from 2GIS Online Service on the following conditions.
To see the location of the required building, you have to put a special link to the Digital Map contained in 2GIS Online Service, in the following form:
To find out an address of the link to the fragment of the Digital Map, you should:
1. Go to the Rightholder’s Website: 2gis.it
2. Select the building in question (whereupon a card will appear on the map with the address of the building).
3. Click on the text "Link to this place" located in the right corner above the map. Under the cursor there will be a window with a link to the chosen fragment.
The link will open exactly the same fragment that was selected by clicking on the text "Link to this place." For the convenience of users, 2GIS Online Service provides the following features: navigation on the map, view nearby stops, information about companies located in buildings.
Use of the links to 2GIS Online Service is the simplest and most expeditious option for its use and therefore is recommended for websites with a large number of addresses (catalogs of companies, new buildings, etc.). 2GIS Online Service is updated monthly.
5.7 Use of map fragments originated from 2GIS Software Products and/or Online Services, on the Internet.
When using the Digital Map, the User may create map fragments by copying a visual image of cartographic data generated by 2GIS Software Products/Online Services, as well as derivatives of these map fragments (with additions, reductions, changes in the angle of rotation, and other modifications) and avail them to the public through the Internet provided that each fragment is accompanied by a notice indicating source of data and an active link to the website: www.2gis.it in the following form:
5.8. Use of map fragments originated from 2GIS Software Products and / or Online services, in mass media, printed materials and outdoor advertising.
The User may reproduce map fragments by copying a visual image of cartographic data generated by 2GIS Software Products/Online Services, as well as derivatives of such map fragments (with additions, reductions, changes in the angle of rotation, and other modifications) in periodicals, printed materials, outdoor advertising and other printed and electronic publications provided that each fragment is accompanied by the following notice:
The size of the font used in the notice to map fragments in publications and printed materials shall be no less than 5 pt, in outdoor advertising — at least 2% of the layout area.
5.9. Use of 2GIS Software Products/Online Services by the ways specified above is allowed subject to simultaneous observance of the following conditions:
а) further use of map fragments is possible only in informational purposes (for example, to display a location and travel directions to a particular object);
b) volume of use of cartographic materials (an area of a map fragment) is justified by the abovementioned informational purposes.
5.10. To enjoy communication between separate 2GIS Software Products and / or Online Services as well as communication between 2GIS Software Products and / or Online Services and other software and services, the User shall enter PIN received from the Rightholder.
5.11. Use of 2GIS cartographic materials in accordance with this section is permitted subject to the User’s observance of restrictions imposed by this Agreement.
6. Restrictions on Use (Extent of permitted Use)
6.1. The User has no right, by its own efforts or with the assistance of third parties, to:
6.1.1. Hack technology, emulate, create new versions, modify, decompile, disassemble, decrypt and perform other actions with a code of 2GIS Software Products/Online Services in order to breach the security system protecting 2GIS Software Products/Online Services from unauthorized use, to extract cartographic, reference and other materials from the databases, as well as to receive information on implementation of the algorithms used in 2GIS Software Products/Online Services.
6.1.2 Create software or reference products and / or services using 2GIS Software Products/Online Services and text, cartographic and information materials included in or retrieved (extracted) from the databases of 2GIS Software Products/Online Services as well as other Intellectual Property specified in paragraph 2.1 of this Agreement.
6.1.3. Reproduce and distribute 2GIS Software Products for commercial purposes without a written consent of the Rightholder.
6.1.4. Extract from databases contained in 2GIS Software Products any cartographic, reference and other materials and to subsequently use them in any form and by any way.
6.1.5. Use databases contained in 2GIS Software Products apart from such 2GIS Software Products.
6.1.6. Provide access to 2GIS Online Services for commercial purposes, including by transmitting data obtained from 2GIS Online Services by any means, including with the use of frames and other programming methods and means intended for receipt of data from 2GIS Online Services and representation thereof on websites of third parties, unless otherwise provided by a separate agreement with the Rightholder.
6.1.7. Remove or in any way modify the trademarks, industrial designs and notices of copyright and any other rights, contained in 2GIS Software Products and/or Online Services and attached to the Digital Maps and other cartographic materials.
6.2. For avoidance of any doubt, copying, reproduction, processing, distribution, placement for free access (publication) on the Internet, use in mass media and/or commercial use of cartographic and reference materials, either directly extracted from databases contained in 2GIS Software Products/Online Services or received by copying data processing results with use of 2GIS Software Products/Online Services, as well as products derivative of such materials (with additions, reductions and other modifications) is hereby PROHIBITED except for cases expressly authorized by this License.
7. Automatic Updates
7.1. 2GIS Software Products may periodically interact with the Rightholder’s software and hardware to check for updates of 2GIS Software Products, such as modifications of or additional plug-ins for 2GIS Software Products, as well as updates to city databases (hereinafter — the «Updates»).
7.2. By installing 2GIS Software Products, the User agrees that they may make queries and receive and install the Updates in an automatic mode.
8.1. The Users are not required to provide personal information to use 2GIS Software Products/Online Services unless otherwise expressly provided by a separate agreement on use of such 2GIS Software Products/Online Services.
9. Liability under the License
9.1. Seeing that under this License the right to use 2GIS Software Products/Online Services are granted for non-commercial purposes and at no cost, the laws and regulations concerning the protection of consumer rights shall not be applicable to the relations of the Parties under this License.
9.2. 2GIS Software Products/Online Services are granted on an "as is" basis which means that the Rightholder does not provide to the User any guarantee that: 2GIS Software Products/Online Services will meet User's requirements, 2GIS Software Products/Online Services will be provided in a continuous, timely, reliable and error-free manner; results which can be received with their use will be accurate and reliable; all errors will be corrected.
9.3. The Rightholder shall make every effort to ensure that the information contained in business listings and maps will be accurate, but it does not give any guarantee as to the accuracy of such information and assumes no responsibility for it. The User applies any materials and data extracted from 2GIS Software Products/Online Services at its own risk, the Rightholder shall not be responsible for any loss of profit or other damage incurred as a result of use of 2GIS Software Products/Online Services.
9.4. All information and / or Advertising Materials placed in 2GIS Software Products/Online Services are provided by third parties. The Rightholder shall not be responsible for the reliability of information and / or Advertising Materials of third parties, the availability and content of their websites, or for any consequences of use of information and / or advertising or websites of third parties.
9.5. Since 2GIS Software Products/Online Services are subject to the continuous process of updating and adding new features, the form and nature of provided products and services may be changed from time to time without prior notice. The Rightholder shall have the right, at its sole discretion, to stop (permanently or temporarily) providing 2GIS Software Products/Online Services (or any parts of the products or services facilities) to all Users in general or to a specific User in particular, and also change or revoke the License without prior notice. Your continued use of any 2GIS Software Products and / or Online Services constitutes your agreement to the amended terms of the Agreement.
9.6. The User shall be held liable for any breach of the obligations set forth in this Agreement and (or) the applicable law, as well as for any consequences of such violations (including any damage that may be incurred by the Rightholder or third parties)..
9.7. The Rightholder reserves the right to prosecute violators of its exclusive rights on the Intellectual Property in accordance with the civil, administrative and criminal law at its own discretion.
10. Governing Law and Arbitration
10.1. The construction, validity and performance of this Agreement, the representations, legal obligations and duties of the parties hereunder shall be decided and governed in all respects by Cyprus law, including the relevant Arbitration laws.
10.2. The parties hereunder shall, in case of a dispute arising in connection with the interpretation or implementation of this Agreement, or any breach, termination or invalidity of this agreement by, between and amongst any or all of the parties, attempt to first resolve such dispute in an amicable manner and through discussions. In the event that the dispute that arose may or cannot be resolved in an amicable manner within fifteen (15) days after the date of attempt to resolve the dispute, then any or all Parties to the dispute may refer the dispute to Arbitration in accordance to clause 3 herein below.
10.3. All and any dispute, controversy or claim arising out of or relating to this agreement or the breach, termination or invalidity thereof shall be settled by Arbitration in accordance with the Cyprus Arbitration & Mediation Centre, Arbitration Rules in force at the time of such dispute..
10.4. The reference shall be to one Arbitrator to be appointed by the President of the Cyprus Arbitration and Mediation Centre (CAMC) and the place of arbitration shall be in Nicosia Cyprus. It is further agreed that the language to be used in the Arbitral proceedings shall be English. The arbitral award shall be final and binding on the parties. Nothing in this clause shall preclude the right of any party from bringing proceedings against the other party before the Cyprus courts or any other courts of competent jurisdiction for the purpose of (a) making a claim for interim or injunctive relief and/or (b) enforcing an arbitration award rendered in accordance to this clause.
10.5. If the User hereunder is subject to the Consumer Protection Legislation the provisions of this Agreement (including but not limited on the applicable law, arbitration, etc.) which contradict to the mandatory rules of the Consumer Protection Legislation are considered to be replaced by appropriate provisions which are in line with the Consumer Protection Legislation. As for other Users that are not subject to the Consumer Protection Legislation, all provisions of this Agreement shall apply to them.
10.6. If any provisions of this Agreement contradict to the mandatory rules of Italy legislation such provisions are considered to be replaced by appropriate provisions which are in line with the mandatory rules of Italy legislation and such appropriate provisions shall apply.
11. Right of the Rightholder to Terminate
The Rightholder may unilaterally amend or terminate this Agreement without prior notice and without payment of any compensation to the User without prejudice to any other of its rights and remedies and without being liable to the User for any loss or damage whatsoever that may be occasioned. Your continued use of any 2GIS Software Products and / or Online Services constitutes your agreement to the amended terms of the Agreement.
12. Post Termination
12.1. On termination of the license however caused the User’s authorization to use the 2GIS Online Services will automatically cease and the User undertakes immediately to cease to use these Services and delete, destroy or otherwise make permanently unusable the Software within the User’s control or possession, if applicable.
12.2. Termination of the 2GIS Online Services however caused will not affect the rights of either party under this Agreement which may have accrued up to the date of termination.
13. Force Majeure
Neither party will be liable for any delay in performing or failure to perform its obligations under this Agreement due to any cause outside its reasonable control. Such delay or failure will not constitute a breach of this Agreement and the time for performance of the affected obligation will be extended by such period as is reasonable.
If any part of this Agreement is found by a court of competent jurisdiction or other competent authority or arbitrator to be invalid, unlawful or unenforceable then such part will be severed from the remainder of this Agreement which will continue to be valid and enforceable to the fullest extent permitted by law.
No delay or failure by either party to exercise any of its powers, rights or remedies under this Agreement will operate as a waiver of them nor will any single or partial exercise of any such powers, rights or remedies preclude any other or further exercise of them. Any waiver to be effective must be in writing. The remedies provided in this Agreement are cumulative and not exclusive of any remedies provided by law.
Headings in this Agreement have been included for convenience only and will not be used in construing any provision of this Agreement.
Agreement Last Updated: March 12, 2013