Microsoft Bing Maps Platform APIs Terms Of Use
Last Updated: July 2017
Sections 1, 2 and 3 apply.
To find out more about a Bing Maps Agreement, please contact maplic@microsoft.com.
Sections 1, 2 and 4 apply.
To find out more about a Volume Licensing Agreement, please contact maplic@microsoft.com.
Sections 1, 2, 5 and 8 apply.
Sections 1, 2, 6 and 8 apply.
Sections 1, 2, 7 and 8 apply.
Sections 1, 2, 8 and 9 apply.
Sections 1, 2, 8 and 10 apply.
Sections 1, 2 and 12 apply.
Sections 1, 2 and 7 apply.
1. What does this Contract cover? This is a contract between you and Microsoft Corporation ("Microsoft").
Sometimes you are referred to as "Company", "you" or "your" and Microsoft is referred to as "we," "us" or "our". This Microsoft
Bing Maps Platform APIs’ Terms of Use (the "TOU") applies to the Microsoft Bing Maps Platform APIs listed
here and the Maps
Platform APIs for the Universal Windows Platform ("UWP") listed
here (collectively, the "Services").
The rights and obligations that you have under this TOU depend on your use of the Services as follows:
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If you are using the Services as part of a Bing Maps Agreement that incorporates this TOU by reference,
Sections 1, 2 and 3 apply. If you would like to find out more about a Bing Maps Agreement, please contact us here.
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If you are using the Services as part of a Volume Licensing Agreement, Sections 1, 2 and 4 apply. If
you would like to find out more about a Volume Licensing Agreement, please contact us here.
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If you are using the Services only for Education or Non-Profit Organization Use (as defined in Section
2), Sections 1, 2, 5 and 8 apply.
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If you are using the Services only for Limited Website and Consumer App Use (as defined in Section 2),
Sections 1, 2, 6 and 8 apply.
- If you are using the Cognitive Services Labs APIs, Sections 1, 2 and 7 apply.
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If you are using the Services only for Limited Commercial Windows App Use (as defined in Section 2),
Sections 1, 2, 8 and 9 apply.
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If you are using the Services only for Windows App and Windows Phone App Development (as defined in Section
2), Sections 1, 2, 8 and 10 apply.
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If you are using the Services only for Broadcast, the Bing Maps Media, Entertainment and Broadcast Use Terms of Use apply.
- If you are using the Services as part of an Azure Marketplace subscription, Sections 1, 2 and 12 apply.
3. Use with a Bing Maps Agreement. If you have separately entered into a Bing Maps Agreement, the following
terms also apply to your use of the Services.
Please note that we do not provide warranties for the Services under this section. This TOU also limits our liability. These terms are in Sections 3.8 and 3.9 and we ask you to read them carefully.
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3.1. License Rights. In exchange for the fees set forth in your Bing Maps Agreement and subject to your
compliance with Sections 1, 2, and 3 of this TOU, you may use the Services solely in conjunction with and integrated
into Company Applications using only methods and means of access that are documented in the SDKs. You will set the user
region parameter in the Services in compliance with applicable laws, including those regarding mapping, of the country
where the Content is made available. Your use shall be subject to any additional restrictions or rights included in your
Bing Maps Agreement. In the event of any conflict between this TOU and your Bing Maps Agreement, the Bing Maps Agreement
shall prevail. In using the Services and developing Company Applications you must: obey the law (including local, state,
federal or other applicable consumer privacy regulations); not violate the rights of any third party; and obey any codes
of conduct or other notices we provide.
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3.2. General Restrictions. We do have some restrictions on your use of the Services. In developing Company
Applications, and in using the Services, you may not, nor may you permit your customers to:
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(a) Upload any content to the Services, or use the Services to display or perform in your Company
Application, any content:
- for which you do not have all necessary permissions from the copyright holder(s);
- which includes nudity or is obscene, indecent, pornographic or libelous;
- which is intended to exploit minors in any way;
- which incites, advocates, or expresses hatred, bigotry, racism, or gratuitous violence; or
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which is intended to threaten, harass, stalk, defame, defraud, degrade, victimize, or intimidate an individual or
group of individuals for any reason, including on the basis of age, gender, disability, ethnicity, sexual orientation,
race, or religion, or to incite or encourage anyone else to do so.
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(b) Copy, store, archive, or create a database of the Content, except that geocodes may be stored
locally only for use with your Company Applications.
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(c) Exceed a total of 1,000,000 batch geocode entities non-billable transactions or 10,000,000 non-billable
transactions total using the Bing Spatial Data Services API per calendar year (all transactions above either of these
limits will be billable).
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(d) Use Content, including geocodes, other than via an authenticated call to the Services and/or in
conjunction with a Bing Map.
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(e) Present or alert an end user to individual maneuvers of a route in any way that is synchronized
with the end-user’s sensor-based position along the route (e.g. turn by turn navigation that tracks end-user’s position
using GPS and communicates a maneuver as the end-user approaches the location for such maneuver).
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(f) Change, obscure, or minimize any logo, trademark, copyright or other notice of Microsoft or its
suppliers, or digital watermarks in the Content; except that we may make alternative logo, trademark and copyright
attribution requirements available for use with small maps or on small devices; if available you will find them
here.
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(g) Use the Services for business asset tracking, fleet management, or dispatch including, without
limitation, to monitor or track the location or movement of Asset(s), including to provide guidance based on the position
or routing of multiple objects tracked using GPS or other sensor-generated methods, unless such use is specifically
allowed in your Bing Maps Agreement, provided you may use the Services to track Assets only when lost, stolen or experiencing
mechanical difficulties.
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(h) Use Content that consists of points of interest data to generate sales leads information in the
form of ASCII or other text-formatted lists of category-specific business listings which (i) include complete mailing
address for each business; and (ii) contain a substantial portion of such listings for a particular country, city,
state or zip code region.
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(i) Use Content other than in combination with the Services and not separately.
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(j) Transmit, sell, license or deliver any infringing, defamatory, offensive, or illegal products,
services or materials.
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(k) Violate any applicable U.S. Export Administration Regulations or end-user, end-use and destination
restrictions issued by U.S. and other governments. The Services are subject to U.S. export jurisdiction.
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(l) Use the Services in any way that threatens the integrity, performance or reliability of the Services
including performance or stress testing, or in any manner that works around any technical limitations in the Services;
except that you may test the performance of the Services provided such testing is not at levels above Company’s peak
performance levels during the prior three (3) months.
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(m) Syndicate, redistribute, resell or sublicense access to the Services or Content on a standalone
basis, unless specifically allowed in your Bing Maps Agreement.
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(n) Falsify or alter any unique referral identifier in, or assigned to, a Company Application, or
otherwise obscure or alter the source of queries coming from a Company Application.
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(o) Reverse engineer, decompile or disassemble the Services, except and only to the extent that applicable
law expressly permits, despite this limitation.
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(p) Integrate road maps from the Services with road maps supplied by any third party. You may not
replace aerial imagery from the Services with imagery supplied by any other mapping platform. Notwithstanding the foregoing,
you may overlay aerial imagery that you have the rights to use, provided that such imagery does not substantially replace
the base aerial imagery provided by the Services. You may incorporate various data layers of types not available through
the Services, in the Company Applications (for example, demographic or school location data). You may combine or overlay
Ordnance Survey's United Kingdom mapping data or data derived from Ordnance Survey’s United Kingdom mapping data (but
not Ordnance Survey roads data) with the Services, provided that you have procured all such rights to the Ordnance
Survey United Kingdom mapping data, that such use of the Ordnance Survey United Kingdom mapping data with the Services
is consistent with your Ordnance Survey license, and that you indemnify Microsoft for such use pursuant to Section
3.8.
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(q) Use bird’s eye aerial imagery (if it is made available through the Bing Maps Platform APIs) to
reveal latitude, longitude, altitude or other metadata.
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(r) Save, download, print, distribute, transmit or manipulate the bird’s eye imagery, or offer others
that ability, through your Company Application.
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(s) Allow use of bird’s eye imagery of the United States, Canada, Mexico, New Zealand, Australia,
and/or Japan by a government entity.
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(t) Use Content from Ordnance Survey for non-publicly available Company Applications.
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(u) Use the Services or Content with a vehicle’s dashboard, or a device connected to a vehicle’s dashboard,
systems or sensors, except that the device may be connected to the vehicle power source for charging purposes.
Additional restrictions may apply to use of particular Content or functionalities, as set forth in the SDKs from time to
time
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3.3. Developer Accounts. Microsoft will provide Company with access to developer accounts which may
be used for up to 10,000 cumulative transactions, of any type including sessions, both billable or non-billable, within
any 30 day period, across all Company developer accounts. Developer accounts may only be used by Company for developing,
testing and maintenance of the Services with Company Applications consistent with all other terms in this Section 3.
If you are a registered Microsoft Certified Partner, you may also use your developer account to demonstrate your Company
Application. If these limits interfere with your ability to use the Services, please contact us here.
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3.4. Account Access. We require use of Access Credentials to use the Services, and require use of transaction
tracking and/or session tracking methods for all uses of the Services, as described in the applicable SDKs. Company will
use the Access Credentials to: (a) access the Services; and (b) access an administrative customer service site. Company
will not make its Access Credentials available to any third party except a third party authorized to act on its behalf.
Company is responsible for all use of the Services through its Access Credentials. Company will promptly notify us if
it learns of a security breach related to your Access Credentials and use of the Services.
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3.5. Bing Maps TOU. You must provide a hypertext link to the Bing Maps TOU: (i) at the bottom of each page in your Company Application where the Services
can be viewed or accessed, or (ii) within the terms of use of your Company Application. Microsoft may change the Bing
Maps TOU from time to time and will provide notice as set forth in Section 3.10(a). Company is responsible for notifying
its end users of changes as appropriate and will comply with Microsoft’s reasonable instructions in doing so. You may
not encourage or require any end user to breach the terms of the Bing Maps TOU.
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3.6. Privacy. Microsoft may collect information such as, but not limited to, an end user’s IP address,
requests, time of submissions and the results returned to the user, in connection with transaction requests to the Services.
All access to and use of the Services is subject to the data practices set forth in the then-current Privacy Statement,
a current copy of which is available at http://aka.ms/BingMapsMicrosoftPrivacy.
You are responsible for providing end users with adequate notice of the privacy practices applicable to your Company
Application.
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3.7. Intellectual Property and Reservation of Rights. All rights to the Services and the Content, including
rights of use, not specifically granted under this TOU or your Bing Maps Agreement are reserved by Microsoft and its
suppliers. Except as set forth in your Bing Maps Agreement, this TOU does not grant Microsoft any right or license to
any Company Application or Company intellectual property, including intellectual property that Company has licensed from
third parties.
Except for material that we may license to you, we do not claim ownership of the content you post or otherwise provide
to us, that is hosted by Microsoft or a third party hosting provider on Microsoft’s behalf, related to the Services
(called a "Submission"). However, except as set forth herein, by posting or otherwise providing your Submission (and
for the avoidance of doubt, where Microsoft hosts content on your behalf including by a third party hosting provider,
this constitutes a Submission, but where you host or a third party hosts content on your behalf, other than Microsoft
or a third party hosting provider on behalf of Microsoft, this does not constitute a Submission), you are granting to
Microsoft free permission to use, copy, distribute, display, publish, transcode and otherwise modify your Submission,
each in connection with the Services, and sublicense these rights to others in order to provide the Services. For every
Submission you make, you must have all rights necessary for you to grant the permissions in this section. Content that
you upload to the Bing Spatial Data Services API will only be used by Microsoft to provide the Services to you, unless
you agree to grant Microsoft additional rights under this section by way of your Bing Maps Agreement or the process
detailed in the SDKs.
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3.8. Duty to Defend.
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(a) Microsoft. Microsoft agrees at its expense to defend Company in a lawsuit or other judicial action,
and pay the amount of any adverse final judgment (after any appeals) or settlement to which Microsoft consents, for
any claim made by an unaffiliated third party that the Services infringe its copyright, trademark or patent, or misappropriates
a trade secret (individually and collectively, an "Infringement Claim").
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(b) Company. Company agrees at its expense to defend Microsoft in a lawsuit or other judicial action,
and pay the amount of any adverse final judgment (after any appeals) or settlement to which Company consents, for any
claim made by an unaffiliated third party to the extent based on the operation of any Company Application (together
with any Infringement Claim, individually and collectively, a "Claim").
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(c) Conditions. With regard to any Claim, either party’s obligations are subject to the following
conditions: (a) the party seeking defense (the "Defended party") must promptly notify the other party
(the "Defending party") in writing of the Claim; (b) the Defending party will have sole control over
defense or settlement of the Claim; and (c) the Defended party must provide the Defending party with reasonable assistance
in the defense of the Claim, for which the Defending party will reimburse Defended party’s reasonable out of pocket
expenses. Defended party will have the right to employ separate counsel and participate in the defense at Defended
party’s expense. Defending party may not settle the Claim without the Defended party’s prior written consent, if such
settlement would result in any admission, liability or limitation upon future actions of the Defended party.
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(d) Exceptions. Microsoft’s obligations will not apply to the extent any Claim or adverse final judgment
is based on: (a) any unauthorized use, disposition or promotion of the Services or a Microsoft trademark by Company;
(b) a patent or copyright owned or controlled by Company or its Affiliate; (c) combining the Services with a non-Microsoft
product, data or business process, if the basis of the Claim would not have existed but for such combination; or (d)
continued use of any part of the Services after notice from Microsoft to stop use because of any alleged infringement.
Company will reimburse Microsoft for all damages, costs, and expenses resulting from such actions.
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(e) Mitigation. In addition to the obligations in Section 3.8(a) above, Microsoft may, in connection
with a potential Infringement Claim, at its expense and option, take further action such as: (a) procuring for Company
the rights or licenses necessary to address the Infringement Claim; (b) replacing or modifying the Services to make
it non-infringing, or (c) terminating the Services and refunding any fees prepaid by Company for undelivered Services.
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(f) Exclusive Remedy. This Section 3.8 provides Company’s exclusive remedy for third party Infringement
Claims.
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3.9. Limitation of Liabilities and Disclaimer.
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(a) Limitation of Liabilities. Neither party nor Microsoft’s suppliers will be liable for any indirect
damages, (including, without limitation, consequential, special or incidental damages, damages for loss of profits
or revenues, business interruption, or loss of business information) arising out of or related to the Services, Content,
TOU or Bing Maps Agreement, even if advised of the possibility of such damages or if the possibility was reasonably
foreseeable. Neither party nor Microsoft’s suppliers’ aggregate liability for all claims, actions and/or omissions
arising from or related to this TOU, the Bing Maps Agreement, the Services or the Content will exceed the greater of
(a) the amount of fees paid by Company to Microsoft in the twelve (12) months preceding the date the claim arises,
or (b) two hundred and fifty thousand dollars ($250,000). These limitations will apply even if any remedy fails its
essential purpose. None of the limitations and exclusions in this section apply to claims related to either party’s
violation of the other party’s intellectual property rights, under Section 3.8 (Duty to Defend), or to any obligation
to pay fees.
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(b) Disclaimer of Warranties. The Services and all Content are provided "as is" without warranty of
any kind by Microsoft or its suppliers. To the maximum extent permitted by law, any and all representations, warranties
or conditions of any kind whatsoever (including, but not limited to, implied or statutory warranties of merchantability,
fitness for a particular purpose, title, non-infringement, accuracy or satisfactory quality), all with regard to the
Services and any Content, are expressly excluded by Microsoft and its suppliers. Microsoft and its suppliers make no
warranty that the Services will operate properly as integrated with the Company Applications, that the Services will
be uninterrupted, or that any Content will be accurate or complete.
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(c) Disclaimer of Reliance. Microsoft and its suppliers specifically disclaim any liability for end
users’ reliance on the Services. Without limiting the foregoing, Microsoft and its suppliers shall have no liability
for harm to end users resulting from reliance on any map or direction provided hereunder.
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3.10. General Legal Terms.
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(a) Notices. All legal notices in connection with the Bing Maps Agreement or this TOU must be sent
by post, express courier, facsimile or email to the addresses and numbers indicated in the Address Schedule of the
Bing Maps Agreement. You are responsible for keeping your contact information up to date.
This TOU is in electronic form. We have promised to send you certain information in connection with the Services
and have the right to send you certain additional information, including that which may be required by law, which
we may send in electronic form. If you do not consent to receive notices electronically, you must stop using the Services.
We may provide required information to you:
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at the e-mail address in your Bing Maps Agreement or any email address you specified via www.bingmapsportal.com (you are responsible for keeping your contact information up to date);
or
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by posting on any portion of this TOU or to another Microsoft web site that will be designated in advance for this purpose.
Notices will be deemed given on the date shown on the postal return receipt or on the courier, facsimile or email confirmation
delivery.
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(b) How We May Change the TOU. We may update the TOU from time to time and the impact of such changes
is governed by your Bing Maps Agreement. If you have a Bing Maps Agreement as of May 1, 2014, the limits set forth
in Section 3.2(c) will be effective as set forth in your Bing Maps Agreement or January 1, 2015, whichever is later.
Until the limits set forth in Section 3.2(c) above are effective, the limitation set forth below will continue to apply.
In developing Company Applications, and in using the Services, you may not, nor may you permit your customers to: Exceed
a total of 10,000,000 non-billable transactions using the Bing Spatial Data Services API per calendar year.
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(c) Force Majeure. Microsoft and Company will not be in default of the Bing Maps Agreement or this
TOU if performance is delayed or prevented for reasons beyond its control, so long as it resumes performance as soon
as practical.
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(d) Survival. Sections 3.1, 3.2 and 3.7 through and including 3.10 will survive the termination or
expiration of your Bing Maps Agreement for any reason.
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(e) Assignment. The Bing Maps Agreement and TOU will be binding on the parties and their successors
and assigns. We may assign the Bing Maps Agreement and TOU, in whole or in part, at any time with notice to you. Company
may assign the Bing Maps Agreement to an Affiliate or to a third party on prior notice to Microsoft, provided that
the assignee agrees in writing to be liable for all debts and obligations of the Company under the Bing Maps Agreement.
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(f) Enforceability and Interpreting the TOU. All parts of this TOU apply to the maximum extent permitted
by law. If any provision of the Bing Maps Agreement or this TOU is unenforceable, the parties (or, if the parties cannot
agree, a court) will revise it so that it can be enforced. Even if no revision is possible, the rest of the Bing Maps
Agreement and this TOU will remain in place. This TOU, together with your Bing Maps Agreement, constitutes the entire
agreement between you and us regarding your use of the Services.
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(g) Taxes. The amounts to be paid by Company to Microsoft under a respective Bing Maps Agreement do
not include any foreign, U.S. federal, state, local, municipal or other governmental taxes, duties, levies, fees, excises
or tariffs, arising as a result of or in connection with the transactions or sessions contemplated under the Bing Maps
Agreement. Company shall pay to Microsoft any applicable value added, sales or use taxes or like taxes that are owed
by Company solely as a result of entering into the Bing Maps Agreement and which are permitted to be collected from
Company by Microsoft under applicable law. Company may provide to Microsoft a valid exemption certificate in which
case Microsoft shall not collect the taxes covered by such certificate. Microsoft is not liable for any of the taxes
of Company that Company is legally obligated to pay ("Company’s Taxes") which are incurred or arise in connection with
or related to the sale of goods and services under the Bing Maps Agreement, and all such taxes (including, but not
limited to, net income or gross receipts taxes, franchise taxes, and property taxes) shall be the financial responsibility
of Company. Company agrees to indemnify, defend and hold Microsoft harmless from Company’s Taxes or claims, causes
of action, costs (including, without limitation, reasonable attorneys’ fees) and any other liabilities of any nature
whatsoever related to such taxes. If any taxes are required by law to be withheld on payments made by Company to Microsoft,
Company may deduct such taxes from the amount owed Microsoft and pay such taxes to the appropriate taxing authority;
provided however, that Company shall promptly secure and deliver to Microsoft an official receipt for any such taxes
withheld or other documents necessary to enable Microsoft to claim a U.S. Foreign Tax Credit. Company will make certain
that any taxes withheld are minimized to the extent possible under applicable law.
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(h) Choice of Law and Location for Resolving Disputes. If you are headquartered anywhere other than
Europe: (i) Washington State law governs the interpretation of this TOU and your Bing Maps Agreement and applies to
claims for breach, regardless of conflict of laws principles; and (ii) you and we irrevocably consent to the exclusive
jurisdiction and venue of the state or federal courts in King County, Washington, USA, for all disputes arising out
of or relating to the Bing Maps Agreement and TOU. If you are headquartered in Europe, the Bing Maps Agreement and
TOU will be construed and governed by the substantive laws of England and Wales. The parties waive all defenses of
lack of personal jurisdiction and forum non conveniens. Process may be served on either party in the manner authorized
by applicable law or court rule. In any dispute relating to the Bing Maps Agreement or TOU the prevailing party will
be entitled to recover reasonable attorneys' fees and costs.
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(i) No Third Party Beneficiaries. This TOU is solely for your and our benefit. It is not for the benefit
of any other person, except for permitted successors and assigns.
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(j) No Joint Venture/Independent Development. The parties are operating as independent contractors,
and nothing in this TOU will be construed as creating a partnership, franchise, joint venture, employer-employee or
agency relationship.
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(k) Waiver. Any delay or failure of either party to exercise a right or remedy will not result in
a waiver of that, or any other, right or remedy. No waiver will be effective unless made in writing and signed by an
authorized representative of the waiving party.
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(l) Logos; Marketing. Except as otherwise agreed to by the parties in writing, neither party will
use any logo or trademark of the other party for marketing or any other purpose without the other party’s prior written
approval.
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(l) Print Rights. If print rights are available for the Services, such rights will be included
here.
