Terms of Service
Date of Last Revision: May 27, 2009
Welcome to Socrata. This Web site located at www.Socrata.com (the “Site”) is owned and operated by Socrata, Inc., formerly known as blist, Inc. (“Company”). These terms and conditions of use (“Terms of Service”) apply solely to your access to, and use of, the Site and the features and services provided through the Site (the “Socrata Service”). These Terms of Service do not alter in any way the terms or conditions of any other agreement you may have with Company, or its subsidiaries or affiliates, for products, services or otherwise. If you are using the Site or the Socrata Service on behalf of any entity, you represent and warrant that you are authorized to accept these Terms of Service on such entity’s behalf, and that such entity agrees to indemnify you and Company for violations of these Terms.
PLEASE READ THESE TERMS OF SERVICE CAREFULLY. BY ACCESSING OR USING THIS WEB SITE, YOU AGREE TO BE BOUND BY THE TERMS AND CONDITIONS DESCRIBED HEREIN AND ALL TERMS INCORPORATED BY REFERENCE. IF YOU DO NOT AGREE TO ALL OF THESE TERMS, DO NOT USE THIS WEB SITE. YOU MUST BE 13 YEARS OF AGE OR OLDER TO USE SOCRATA.
Company reserves the right to change or modify any of the terms and conditions contained in the Terms of Service or any policy or guideline of the Site or the Socrata Service, at any time and in its sole discretion. Any changes or modification will be effective immediately upon posting of the revisions on the Site, and you waive any right you may have to receive specific notice of such changes or modifications. Your continued use of this Site following the posting of changes or modifications will confirm your acceptance of such changes or modifications. Therefore, you should frequently review the Terms of Service and applicable policies from time-to-time to understand the terms and conditions that apply to your use of the Site. If you do not agree to the amended terms, you must stop using the Site.
If you have any question regarding the use of the Site or the Socrata Service, please refer first to the Help Section or the Frequently Asked Questions. All other questions or comments about the Site or its contents or the Socrata Service should be directed to termsofservice@Socrata.com.
2. Your Account
In order to access some features of the Site, you will have to create a Socrata account. In creating your account, you agree to (a) provide accurate, current and complete information about you as may be prompted by any registration forms on the Site (“Registration Data”); (b) maintain the security of your password and identification; (c) maintain and promptly update the Registration Data, and any other information you provide to Company, to keep it accurate, current and complete; and (d) accept all risks of unauthorized access to the Registration Data and any other information you provide to Company. You are responsible for all activity that occurs under your account, and you should not share your password with anyone. In order to create an account, you must be 13 years of age or older. By registering, you represent and warrant that you are 13 or over and that all information you provide in the registration form is complete and accurate.
3. Copyright and Limited License
Unless otherwise indicated in the Site, the Site and all content and other materials on the Site, including, without limitation, the Company logo, and all designs, text, graphics, pictures, information, data, datasets, tables, spreadsheets, software, sound files, other files and the selection and arrangement thereof (collectively, the “Site Materials”) are the proprietary property of Company or its licensors or users and are protected by U.S. and international copyright laws. You are granted a limited, non-sublicensable license to access and use the Site and electronically copy, (except where prohibited without a license) and print to hard copy portions of the Site Materials for your informational, non-commercial and personal use only. Such license is subject to these Terms of Service and does not include: (a) any resale or commercial use of the Site or the Site Materials therein; (b) the distribution, public performance or public display of any Site Materials, (d) modifying or otherwise making any derivative uses of the Site and the Site Materials, or any portion thereof, except as expressly permitted on the Site,; (e) use of any data mining, robots or similar data gathering or extraction methods; (f) downloading (other than the page caching) of any portion of the Site, the Site Materials or any information contained therein, except as expressly permitted on the Site; or (g) any use of the Site or the Site Materials other than for its intended purpose. Any use of the Site or the Site Materials other than as specifically authorized herein, without the prior written permission of Company, is strictly prohibited and will terminate the license granted herein. Such unauthorized use may also violate applicable laws including without limitation copyright and trademark laws and applicable communications regulations and statutes. Unless explicitly stated herein, nothing in these Terms of Service shall be construed as conferring any license to intellectual property rights, whether by estoppel, implication or otherwise. This license is revocable at any time.
Socrata, Socrata.com, the Company logos and any other product or service name or slogan contained in the Site are trademarks of Company and its suppliers or licensors, and may not be copied, imitated or used, in whole or in part, without the prior written permission of Company or the applicable trademark holder.. You may not use any metatags or any other “hidden text” utilizing “Company” or any other name, trademark or product or service name of Company without our prior written permission. In addition, the look and feel of the Site, including all page headers, custom graphics, button icons and scripts, is the service mark, trademark and/or trade dress of Company and may not be copied, imitated or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product names and company names or logos mentioned in the Site are the property of their respective owners. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof by us.
5. User Content
The Site includes user profiles, datasets, discussion forums, and other interactive areas, features or services in which you or other users create, post or store content, messages, materials, data, datasets, data structures, spreadsheets, entries, information, text, music, sound, photos, video, graphics, code or other items or materials on the Site (“User Content”). You are solely responsible for your User Content and your use of such interactive areas. You agree not to post, upload to, transmit, distribute, store, create or otherwise publish through the Site (including in your datasets) any of the following:
a. User Content that is unlawful, libelous, defamatory, obscene, pornographic, indecent, lewd, suggestive, harassing, threatening, invasive of privacy or publicity rights, abusive, inflammatory, fraudulent or otherwise objectionable;
b. User Content that would constitute, encourage or provide instructions for a criminal offense, violate the rights of any party, or that would otherwise create liability or violate any local, state, national or international law, including, without limitation, the regulations of the U.S. Securities and Exchange Commission or any rules of a securities exchange such as the New York Stock Exchange, the American Stock Exchange or the NASDAQ;
c. User Content that may infringe any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party. By posting any User Content, you represent and warrant that you have the lawful right to distribute and reproduce such User Content;
d. User Content that impersonates any person or entity or otherwise misrepresents your affiliation with a person or entity;
e. user Content that is subject to any export control laws or regulations;
f. Unsolicited promotions, political campaigning, advertising or solicitations;
g. Private information of any third party, including, without limitation, addresses, phone numbers, email addresses, Social Security numbers and credit card numbers;
h. Viruses, corrupted data or other harmful, disruptive or destructive files; and
i. User Content that, in the sole judgment of Company, is objectionable or which restricts or inhibits any other person from using or enjoying the Site or the Socrata Service, or which may expose Company or its users to any harm or liability of any type.
6. Rights to User Content
Except for Suggestions as described in Section 10 below, you retain the copyright in and all ownership of the User Content you post. However, you grant Company and its affiliates a nonexclusive, royalty-free, perpetual, irrevocable and fully sublicensable right to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, analyze, perform and display such User Content on or in connection with the Site, provided that Company shall not make User Content you designate as private publicly available through the applicable privacy settings. You also hereby grant users of the Site a non-exclusive license to access your User Content through the Site, and to use, reproduce, distribute, display and perform such User Content as permitted through the functionality of the Site and under these Terms of Service, except that with respect to data and datasets that you designate as private, such license shall only be granted to those users to whom you have permitted access to such data and datasets. You grant Company and its affiliates and sublicensees the right to use the name that you submit in connection with such content, if they choose. You represent and warrant that (a) you own and control all of the rights to the User Content that you post or you otherwise have the right to post such User Content to the Site; (b) the User Content is accurate and not misleading; and (c) use and posting of the User Content you supply does not violate these Terms of Service and will not violate any rights of or cause injury to any person or entity. You agree that Company may collect and analyze the data and data structures you post on the Site, whether private or public, and your other activities on the Site in order to tailor the Socrata Service and advertising on Socrata to individual user needs and interests and make the Socrata Service the best possible user experience.
7. User Conduct
Although as an online service provider, we are not responsible for the conduct of our users, we want the Site to be a safe place on the Web. Therefore, in using the Site and the Socrata Service, you may not:
a. Violate any local, state, national or international law or post any User Content that would encourage or provide instructions for a criminal offense
b. Impersonate any person or entity or otherwise misrepresent yourself, your age or your affiliation with any person or entity
c. Forge or otherwise manipulate identifies in order to disguise the origin of any User Content transmitted through the Site
d. Use the Site to send or make available any unsolicited or unauthorized advertising, solicitations, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation
e. Post or share any personally identifiable or private information of any third party or collect or store personally identifiable or private information of any third party without authorization
f. Solicit passwords or personal information from anyone under 18 years old
g. Post any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment
h. Register for more than one account or use or attempt to use another’s account, service or system without authorization or create a false identity on the Service or the Site
i. Engage in any predatory or stalking conduct
j. Interfere with or disrupt the Socrata Service, servers or networks connected to the Socrata Service or disobey any requirements, procedures, policies or regulations of networks connected to the Socrata Service
k. Submit or post any User Content in violation of the rules set forth in Section 8 above.
Any use of the Site or the Socrata Service in violation of the foregoing violates these Terms of Service and may result in, among other things, termination or suspension of your rights to use the Site and the Socrata Service.
8. Premium Features
Some features may be subject to a Premium Service. By subscribing to a Premium Service, you agree to pay all applicable service fees in accordance with the terms set forth in these Terms of Service and the Site. Unless otherwise agreed to by the parties, Premium Services are provided on a month-to month basis and will automatically renew each month on the same day of each month that the service commenced unless and until you cancel a Premium Service or it is terminated by Company. You authorize Company to charge the payment method designated on your account for all service fees and any applicable taxes at the commencement of the Premium Service and at the beginning of each monthly renewal period unless and until you cancel your subscription or it is terminated by Company. You also authorize Company to obtain pre-approval from your credit card issuer. All service fees are nonrefundable and there are no refunds or credits for partially used periods. Company may change the service fees and the terms of the Premium Service at any time, or add new fees and charges from time to time, but we will give you advance notice of these changes by e-mail, and such charges will apply to your next renewal term.
You acknowledge and agree that any materials you submit regarding the Site, the Company or Company’s products or services, including but not limited to questions, comments, suggestions, ideas, plans, notes, drawings, original or creative materials or other information (“Suggestions”), are non-confidential and shall become the sole property of Company. Company shall own exclusive rights, including all intellectual property rights, and shall be entitled to the unrestricted use and dissemination of these materials for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
10. Third Party Content
Company may provide third party content on the Site and may provide links to Web pages and content of third parties (collectively the “Third Party Content”) as a service to those interested in this information. Company does not monitor or have any control over any Third Party Content or third party Web sites. Company does not endorse or adopt any Third Party Content and can make no guarantee as to its accuracy or completeness. Company does not represent or warrant the accuracy of any information contained therein and undertakes no responsibility to update or review any Third Party Content. Users use such Third Party Content contained therein at their own risk.
11. Advertisements and Promotions; Third-Party Products and Services
Company may run advertisements and promotions from third parties on the Site or may otherwise provide information about or links to third-party products or services on the Site. Your business dealings or correspondence with, or participation in promotions of, such third parties, and any terms, conditions, warranties or representations associated with such dealings or promotions, are solely between you and such third party. Company is not responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or promotions or as the result of the presence of such non-Company advertisers or third party information on the Site.
You are granted a limited, non-exclusive right to create a text hyperlink to the Site for noncommercial purposes, provided such link does not portray Company or any of its products and services in a false, misleading, derogatory or otherwise defamatory manner and provided further that the linking site does not contain any adult or illegal material or any material that is offensive, harassing or otherwise objectionable. This limited right may be revoked at any time. You may not use a Company logo or other proprietary graphic of Company to link to this Site without the express written permission of Company. Further, you may not use, frame or utilize framing techniques to enclose any Company trademark, logo or other proprietary information, including the images found at the Site, the content of any text or the layout/design of any page or form contained on a page on the Site without Company’s express written consent. Except as noted above, you are not conveyed any right or license by implication, estoppel or otherwise in or under any patent, trademark, copyright or proprietary right of Company or any third party. Company makes no claim or representation regarding, and accepts no responsibility for, the quality, content, nature or reliability of third-party Web sites accessible by hyperlink from the Site, or Web sites linking to the Site. Such sites are not under the control of Company and Company is not responsible for the contents of any linked site or any link contained in a linked site, or any review, changes or updates to such sites. Company provides these links to you only as a convenience, and the inclusion of any link does not imply affiliation, endorsement or adoption by Company of any site or any information contained therein. When you leave the Site, you should be aware that our terms and policies no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any site to which you navigate from the Site.
13. Repeat Infringer Policy
In accordance with the Digital Millennium Copyright Act (DMCA) and other applicable law, Company has adopted a policy of terminating, in appropriate circumstances and at Company’s sole discretion, subscribers or account holders who are deemed to be repeat infringers. Company may also at its sole discretion limit access to the Site and/or terminate the accounts of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.
14. Copyright Complaints
If you believe that anything on the Site infringes upon any copyright which you own or control, you may file a notification of such infringement with our Designated Agent as set forth below.
Name of Agent Designated to Receive Notification of Claimed Infringement: Patrick Behrens
Full Address of Designated Agent to Which Notification Should be Sent: 101 Yesler Way, Suite 502, Seattle, WA 98104
Telephone Number of Designated Agent: Phone (206) 340-8008
E-Mail Address of Designated Agent: copyright@Socrata.com
We may give notice of a claim of copyright infringement to our users by means of a general notice on the Site, electronic mail to a user’s email address in our records, or by written communication sent by first-class mail to a user’s address in our records.
You agree to defend, indemnify and hold harmless Company, its independent contractors, service providers and consultants, and their respective directors, employees and agents, from and against any claims, damages, costs, liabilities and expenses (including, but not limited to, reasonable attorneys’ fees) arising out of or related to any User Content you post, store or otherwise transmit on or through the Site or your use of the Site or the Socrata Service, including without limitation any actual or threatened suit, demand or claim made against Company and/or its independent contractors, service providers, employees, directors or consultants, arising out of or relating to the User Content, your conduct, your violation of these Terms of Service or your violation of the rights of any third party.
EXCEPT AS EXPRESSLY PROVIDED TO THE CONTRARY IN A WRITING BY COMPANY, THE SITE, THE SITE MATERIALS CONTAINED THEREIN AND THE SOCRATA SERVICE ARE PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. COMPANY DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT AS TO THE INFORMATION, CONTENT AND MATERIALS IN THE SITE. COMPANY DOES NOT REPRESENT OR WARRANT THAT MATERIALS IN THE SITE OR THE SOCRATA SERVICE ARE ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE. COMPANY DOES NOT REPRESENT OR WARRANT THAT THE SITE OR ITS SERVERS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. COMPANY IS NOT RESPONSIBLE FOR TYPOGRAPHICAL ERRORS OR OMISSIONS. WHILE COMPANY ATTEMPTS TO MAKE YOUR ACCESS AND USE OF THE SITE AND THE SOCRATA SERVICE SAFE, COMPANY CANNOT AND DOES NOT REPRESENT OR WARRANT THAT THE SITE OR ITS SERVER(S) ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; THEREFORE, YOU SHOULD USE INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND DISINFECT VIRUSES FROM ANY DOWNLOAD. Company reserves the right to change any and all content contained in the Site and any services or features offered through the Site at any time without notice. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof, or any affiliation therewith, by Company.
17. Limitation of Liability
IN NO EVENT SHALL COMPANY, ITS DIRECTORS, MEMBERS, EMPLOYEES OR AGENTS BE LIABLE FOR ANY DIRECT, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, OR ANY OTHER DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OF PROFITS OR LOSS OF DATA, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE) OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF OR INABILITY TO USE THE SITE, THE SOCRATA SERVICE, THE CONTENT OR THE MATERIALS CONTAINED IN OR ACCESSED THROUGH THE SITE OR THE SOCRATA SERVICE, INCLUDING WITHOUT LIMITATION ANY DAMAGES CASED BY OR RESULTING FROM RELIANCE BY USER ON ANY INFORMATION OBTAINED FROM COMPANY, OR THAT RESULT FROM MISTAKES, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR EMAIL, ERRORS, DEFECTS, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO COMPANY’S RECORDS, PROGRAMS OR SERVICES. IN NO EVENT SHALL THE AGGREGATE LIABILITY OF COMPANY, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY, STRICT LIABILITY OR OTHER THEORY, ARISING OUT OF OR RELATING TO THE USE OF OR INABILITY TO USE THE SITE OR THE SOCRATA SERVICE EXCEED ANY FEES YOU PAY, IF ANY, TO COMPANY FOR ACCESS TO OR USE OF THE SITE OR THE SOCRATA SERVICE.
18. Applicable Law and Venue
These Terms of Service and your use of the Site shall be governed by and construed in accordance with the laws of the State of Washington, applicable to agreements made and to be entirely performed within the State of Washington, without resort to its conflict of law provisions. With respect to any disputes or claims not subject to arbitration, you agree that any action at law or in equity arising out of or relating to these Terms of Service shall be filed only in the state and federal courts located in King County, Washington and you hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction of such courts over any suit, action or proceeding arising out of these Terms of Service.
Notwithstanding any of these Terms of Service, Company reserves the right, without notice and in its sole discretion, to terminate your right to use the Site and the Socrata Service, and to block or prevent future your access to and use of the Site and the Socrata Service. Company also reserves the right to discontinue the Site and the Service, or any features thereof, at any time without notice. YOU ARE SOLELY RESPONSIBLE FOR CREATING BACKUP COPIES OF AND REPLACING ANY USER CONTENT YOU POST OR STORE ON THE SITE AT YOUR SOLE COST AND EXPENSE.
If any provision of these Terms of Service shall be deemed unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms of Service and shall not affect the validity and enforceability of any remaining provisions.
YOU AND COMPANY AGREE THAT THE SOLE AND EXCLUSIVE FORUM AND REMEDY FOR ANY AND ALL DISPUTES AND CLAIMS RELATING IN ANY WAY TO OR ARISING OUT OF THESE TERMS OF SERVICE, THE SITE AND/OR THE SOCRATA SERVICE SHALL BE FINAL AND BINDING ARBITRATION, except that with respect to any claims that a party has infringed upon or violated or threatened to infringe upon or violate the other party’s patent, copyright, trademark or trade secret rights, or you have otherwise violated any of the user conduct rules set forth above, then the parties acknowledge that arbitration is not an adequate remedy at law and that injunctive or other appropriate relief may be sought Arbitration under this Agreement shall be conducted by the American Arbitration Association (the “AAA”) under its Commercial Arbitration Rules and, in the case of consumer disputes, the AAA’s Supplementary Procedures for Consumer Related Disputes ( the “AAA Consumer Rules”) (collectively the “AAA Rules”). The location of the arbitration and the allocation of costs and fees for such arbitration shall be determined in accordance with such AAA Rules and shall be subject to the limitations provided for in the AAA Consumer Rules (for consumer disputes). If such costs are determined to be excessive in a consumer dispute, [the Company will be responsible for paying all arbitration fees and arbitrator compensation in excess of what is deemed reasonable.] The arbitrator’s award shall be binding and may be entered as a judgment in any court of competent jurisdiction.
To the fullest extent permitted by applicable law, NO ARBITRATION OR CLAIM UNDER THESE TERMS OF SERVICE SHALL BE JOINED TO ANY OTHER ARBITRATION OR CLAIM, INCLUDING ANY ARBITRATION OR CLAIM INVOLVING ANY OTHER CURRENT OR FORMER USER OF THE SERVICE, AND NO CLASS ARBITRATION PROCEEDINGS SHALL BE PERMITTED. In no event shall any claim, action or proceeding by you related in any way to the Site and/or the Socrata Service be instituted more than three (3) year after the cause of action arose.
22. Questions & Contact Information
Questions or comments about the Site may be directed to Company at the email address email@example.com or by calling us at (206) 340-8008.