Walk Score Real Estate Tile Terms of Use
This document sets forth the terms on which Front Seat Management, LLC ("FSM") makes the Walk Score Real Estate Tile ("Walk Score Tile") available for use by approved licensees on other Web sites. The Walk Score Tile will allow you ("You") to display the Walk Score™ of a given property and a neighborhood map on your website.
By using the Walk Score Tile, You agree to be bound by the Walk Score Real Estate Tile Terms of Use ("Terms of Use"). FSM may modify or revise these Terms of Use at any time. Your continued use of the Walk Score Tile will constitute your acceptance of and agreement to any such changes.
1. Registration with Walk Score
In order to access or utilize the Walk Score Tile, you must first request a valid Walk Score I.D. ("WSID"). All queries sent to Walk Score requesting data must reference your valid WSID. This license is personal to you, and any affiliates must seek and obtain their own license and WSID.
2. Use of the Walk Score Tile
Subject to your full compliance with these Terms of Use, FSM hereby grants to You a non-exclusive, revocable, non-sublicensable, non-transferable license to display the Walk Score Tile on pages of your website and to reproduce and display the Walk Score name and logo solely in connection with the branding requirements of these Terms of Use.
You may not use the Walk Score Tile for any other purpose not expressly and unambiguously authorized by these Terms of Use, without FSM's prior written consent. All rights not expressly granted to You under these Terms of Use are reserved by FSM.
3. Acceptable Use
You agree not to use the Walk Score Tile in any way that is unlawful, or harms FSM, its service providers, its suppliers, your end users, or any other person. FSM may terminate your use if and when FSM, in its sole discretion, determines that your use is inappropriate.
You further agree not to otherwise reproduce, modify, distribute, decompile, disassemble or reverse engineer any portion of Walk Score. You will not provide a means to execute any "bulk download" or "bulk scoring" operations; cache or otherwise store any Walk Score Content; and/or modify any Walk Score Content, without FSM's prior written consent.
4. Branding Requirements
You agree that you will not modify the Walk Score Tile in any way except via approved parameters as documented on the Walk Score Real Estate Tile page. You agree to display the full Walk Score tile on your website and will not occlude or obscure any portion of the Walk Score Tile with other website elements.
5. Proprietary Rights
All Walk Score Content and intellectual property rights contained in any of the foregoing, are and shall at all times remain the sole and exclusive property of FSM and are protected by applicable intellectual property laws and treaties.
6. Termination
FSM reserves the right, in its sole discretion (for any reason or for no reason) and at any time without notice to You, to change, suspend or discontinue the Walk Score Tile and/or suspend or terminate your rights under these Terms of Use to access, use and/or display (as applicable) the Walk Score Tile. Any termination of these Terms of Use shall also immediately terminate the licenses granted to You hereunder. Upon any termination of these Terms of Use, You shall promptly delete and remove all calls to the Walk Score Tile from all web pages, scripts, widgets, applications, and other software in your possession or under your control.
7. Indemnity
You agree that your use of the Walk Score Tile is at your own risk and You agree to hold harmless and indemnify FSM and its subsidiaries, affiliates, officers, agents, employees and suppliers from and against any and all claims, damages, liabilities, costs and fees (including reasonable attorneys' fee) arising from, or in any way related to your or your users' use of the Walk Score Tile or any Walk Score content displayed on your website.
8. No Warranty; No Support
WALK SCORE AND THE WALK SCORE TILE ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. EXCEPT TO THE EXTENT REQUIRED BY APPLICABLE LAW, FSM DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY, REGARDING WALK SCORE DATA AND THE WALK SCORE INCLUDING, WITHOUT LIMITATION, ANY AND ALL IMPLIED WARRANTIES OF MERCHANTABILITY, ACCURACY, RESULTS OF USE, RELIABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, INTERFERENCE WITH QUIET ENJOYMENT AND NON-INFRINGEMENT OF THIRD-PARTY RIGHTS. FURTHER, FSM DISCLAIMS ANY WARRANTY THAT YOUR USE OF THE WALK SCORE TILE WILL BE UNINTERRUPTED OR ERROR FREE. FOR THE AVOIDANCE OF DOUBT, YOU ACKNOWLEDGE AND AGREE THAT THESE TERMS OF USE DO NOT ENTITLE YOU TO ANY SUPPORT FOR THE WALK SCORE TILE.
9. Liability Limitation
REGARDLESS OF WHETHER ANY REMEDY SET FORTH HEREIN FAILS OF ITS ESSENTIAL PURPOSE OR OTHERWISE, AND EXCEPT FOR BODILY INJURY, IN NO EVENT SHALL FSM OR ITS SUBSIDIARIES, AFFILIATES, OFFICERS, AGENTS, EMPLOYEES AND SUPPLIERS BE LIABLE TO YOU OR TO ANY THIRD PARTY UNDER ANY TORT, CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY FOR ANY LOST PROFITS, LOST OR CORRUPTED DATA, COMPUTER FAILURE OR MALFUNCTION, INTERRUPTION OF BUSINESS, OR OTHER SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND ARISING OUT OF THE USE OR INABILITY TO USE THE WALK SCORE TILE, EVEN IF FSM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGES AND WHETHER OR NOT SUCH LOSS OR DAMAGES ARE FORESEEABLE.
10. Limited Relationship
FSM and You are, and shall remain, independent contractors, and nothing in these Terms of Use shall be construed as creating an employer-employee relationship, partnership or joint venture. Although You are permitted to publicize your use of the Walk Score Tile, You agree not to make any other statements, without the prior written consent of FSM, implying a different kind of relationship between You and FSM including any implied endorsement of your content, products, or services by FSM. You do not have any authority of any kind to bind FSM in any respect whatsoever.
11. General
You represent that you have the authority to bind the organization (if any) identified in your application for the Walk Score Tile. You may not transfer, assign, or delegate the Terms of Use and your WSID to any third party. FSM's failure to act with respect to a breach by you or others does not waive its right to act with respect to subsequent or similar breaches. Except as expressly stated herein, these Terms of Use constitute the entire agreement between you and FSM with respect to the Services and supersede all prior or contemporaneous communications of any kind between you and FSM with respect to the Walk Score Tile.
12. Contact and Violations
Please contact Walk Score with any questions.
Last modified 9/27/2007
