Traffic.com, Inc. and its subsidiaries, affiliates, directors, officers and/or employees (collectively, "Traffic.com") provide the materials, products and services contained, offered or otherwise available on or through this web site and its related web pages (including, but not limited to, the one located at URL www.traffic.com) and its successor, co-branded and/or derivative sites (collectively, the "Traffic.com Site") as a service (the "Traffic.com Service") to our customers and visitors, subject to the terms of use set forth herein.
IMPORTANT - READ THESE TERMS OF USE CAREFULLY BEFORE ACCESSING, SUBSCRIBING, DOWNLOADING AND/OR OTHERWISE USING THE TRAFFIC.COM SITE, TRAFFIC.COM SERVICES, AND THE RELATED TRAFFIC.COM PRODUCTS, SOFTWARE, DATA AND/OR TECHNOLOGY USED, STORED, LICENSED OR ACCESSED IN CONNECTION THEREWITH AND THE RELATED INTELLECTUAL PROPERTY RIGHTS EMBODIED THEREIN (COLLECTIVELY, THE "TRAFFIC.COM TECHNOLOGY").
TRAFFIC.COM IS WILLING TO PROVIDE THE TRAFFIC.COM TECHNOLOGY TO YOU ONLY UPON THE CONDITION THAT YOU ACCEPT ALL OF THE TERMS OF USE SET FORTH HEREIN, ON ANY REGISTRATION FORMS SUBMITTED BY YOU TO TRAFFIC.COM IN CONNECTION WITH TRAFFIC.COM TECHNOLOGY (COLLECTIVELY, "REGISTRATION FORM") AND ON ANY DOCUMENTS REFERENCED HEREIN (COLLECTIVELY, THE "AGREEMENT"). IF YOU DO NOT AGREE TO THE TERMS OF USE OF THIS AGREEMENT, PROMPTLY CEASE USING THE TRAFFIC.COM TECHNOLOGY AND/OR EXIT THIS PAGE BEFORE DOWNLOADING, ACCESSING, SUBSCRIBING OR INSTALLING THE TRAFFIC.COM TECHNOLOGY.
Authority
BY ACCESSING, SUBSCRIBING, DOWNLOADING AND/OR OTHERWISE USING THE TRAFFIC.COM TECHNOLOGY, YOU
- (I) CERTIFY THAT YOU ARE AT LEAST 18 YEARS OF AGE, AND THAT, IF YOU ARE ACTING ON BEHALF OF ANY PERSON OR ENTITY, YOU ARE AUTHORIZED TO ACT ON BEHALF OF SUCH PARTY;
- (II) HAVE READ THIS AGREEMENT AND HAVE AGREED TO BE LEGALLY BOUND BY THIS AGREEMENT; AND
- (III) AGREE TO ALL OPERATING RULES AND POLICIES OF TRAFFIC.COM THAT MAY BE PUBLISHED WITHIN THE TRAFFIC.COM TECHNOLOGY OR ON THIS TRAFFIC.COM SITE.
Trademark and Copyright Information
This Web Site is owned by Traffic.com, Inc. The contents of this Web Site are ©2007 Traffic.com, Inc. All rights reserved. Traffic.com, Inc., and all logos, artwork, stories, information, names and other elements associated thereto are the sole and exclusive property of Traffic.com, Inc. The sale, auction, loan, lease, gift, trade, barter or use of any of the text, graphics, photographs, audio and/or video materials or stills from any materials contained on this Web Site for any purpose other than for private, non-commercial viewing purposes without the prior written consent of Traffic.com, Inc. is strictly prohibited. The creation of derivative works based on the materials contained on this Web Site including, without limitation, products, services, icons, logos, link buttons, wallpaper, desktop themes, and unlicensed merchandise is expressly prohibited. All other names are trademarks and/or registered trademarks of their respective owners.
Traffic.com's Proprietary and Confidential Rights
You acknowledge and agree that the Traffic.com Technology contains Traffic.com's proprietary and confidential information that is protected by applicable intellectual property rights and laws, including, without limitation, copyright, trademark, trade secret and patent laws. The compilation and arrangement of all content data and other information found within the Traffic.com Technology is also the sole and exclusive property of Traffic.com and is protected by U.S. and international intellectual property laws. The "look and feel" of the Traffic.com Technology, meaning, the structure, sequence and layout of the audiovisual components of such technology as perceived by you, including, but not limited to, the color combinations, button shapes, and all other graphical and navigational elements, are also proprietary to Traffic.com and fully protected under U.S. and international intellectual property laws.
Use of the Traffic.com Technology
Subject to the terms of use set forth herein, Traffic.com grants you a non-transferable, non-exclusive and non-sublicenseable limited right and license to view, use and access the Traffic.com Technology and incidentally view and download the images, text, graphics, photographs, audio, video and other content available within the Traffic.com Technology solely for your informational purposes and for your immediate, private, personal and non-commercial use provided you retain all Traffic.com copyright and proprietary notices contained in the original materials or any copies thereof. Without limiting the foregoing, Traffic.com specifically prohibits the use of the Traffic.com Technology in television, radio, web, telephone, or telematics applications without the specific written approval of Traffic.com.
All rights not expressly stated herein are reserved by Traffic.com and Traffic.com disclaims any and all implied licenses. Without limiting the foregoing, you agree not to:
- (i) reverse engineer, decompile, reverse compile, translate, adapt, or disassemble or otherwise access the Traffic.com
- Technology, or any part thereof;
- (ii) copy or reproduce the Traffic.com Technology, or any part thereof, in any form;
- (iii) publish, display, disclose, sell, rent, lease, modify, store, loan, distribute, publicly display or perform, co-brand, frame, permit third parties to link to, or create compilations or derivative works of the Traffic.com Technology, or any part thereof;
- (iv) assign, sublicense, convey, transfer, pledge as security or otherwise encumber the rights and licenses granted hereunder; or
- (v) use the Traffic.com Technology in any fashion that may infringe any patent, copyright, trademark, trade secret or any other intellectual property or proprietary right of Traffic.com, its third party suppliers or any other third party. You agree not to access the Traffic.com Technology by any means other than through the interface that is provided to you by Traffic.com for use in accessing the Traffic.com Technology.
The posting of information or other materials on the Traffic.com Site or within the Traffic.com Technology by Traffic.com does not constitute a waiver of any proprietary right in and to the Traffic.com Technology (including, but not limited to, copyright, service mark, trademark, patent, trade secret or other intellectual property or proprietary right) and does not transfer any rights to a user of the Traffic.com Technology except for the limited license expressly granted herein.
Access to Traffic.com Technology
You shall be responsible for obtaining access to the Traffic.com Technology and for all equipment necessary to access the Traffic.com Technology and you acknowledge that obtaining the foregoing may involve third-party fees (such as internet service provider or airtime charges). You are responsible for all charges associated with connecting you to the Traffic.com Technology, including, without limitation, all telephone, equipment, airtime and internet service provider charges.
Links
Links in the Traffic.com Technology (including, but not limited to, links on the Traffic.com Site) may allow you to access other web sites and are provided as a convenience to you. Traffic.com has not reviewed all of these other web sites and does not control and is not responsible for any of these web sites or their content. You access these web sites at your own risk. WITHOUT LIMITING THE FOREGOING, TRAFFIC.COM HEREBY DISCLAIMS ALL LIABILITY FOR, ANY INFORMATION, MATERIALS, PRODUCTS OR SERVICES POSTED OR OFFERED AT ANY OF THE THIRD PARTY SITES. BY CREATING A LINK TO THIRD PARTY SITES, OR BY PROVIDING A DESCRIPTION OR REFERENCE TO SUCH THIRD PARTY SITES, TRAFFIC.COM DOES NOT ENDORSE OR RECOMMEND ANY PRODUCTS OR SERVICES OFFERED OR INFORMATION CONTAINED AT THE THIRD PARTY SITES, NOR IS TRAFFIC.COM LIABLE FOR ANY FAILURE OF PRODUCTS OR SERVICES OFFERED OR ADVERTISED AT THOSE SITES. SUCH THIRD PARTIES MAY HAVE A PRIVACY POLICY DIFFERENT FROM THAT OF TRAFFIC.COM AND THIRD PARTY SITES MAY PROVIDE LESS SECURITY THAN USED BY TRAFFIC.COM.
Without limiting the foregoing, the Traffic.com Technology (including, but not limited to, the Traffic.com Site) may contain offers for Traffic.com or for the purchase or lease of merchandise or services. Such merchandise and services may be obtained only by linking to the merchant web site in order to make the transaction. Terms of the offer shown on the Traffic.com Technology, including, but not limited to, price, color, quantity, availability, and description may vary from those shown on the merchant's web site. Any differences in the terms of an offer between the Traffic.com Technology and a merchant's site will be governed by the terms shown on the merchant's site. Traffic.com is not responsible or liable for any such differences or discrepancies.
Submission of Materials
Other than personally identifiable information, which is addressed under our Privacy Statement, any and all comments, suggestions, ideas, graphics, or other information that you transmit to Traffic.com through the Traffic.com Technology ("Submission") become and will remain the sole and exclusive property of Traffic.com and may be used by Traffic.com anywhere, anytime and for any reason whatsoever. Personally identifiable information will also remain the property of Traffic.com and may be used by Traffic.com subject only to our Privacy Statement found on www.traffic.com. To the extent Traffic.com does not acquire ownership to your Submission, you hereby assign all right, title and interest in and to such information to Traffic.com without the payment of any further consideration to you by Traffic.com. You agree to execute any instruments and to do all things reasonably requested by Traffic.com to vest in Traffic.com all right, title and interest in and to your Submission. You also hereby irrevocably designate and appoint Traffic.com and its duly authorized officers and agents as its agent and attorney in fact, which appointment is coupled with an interest, to act for and in its behalf to execute, verify and file any document and do any other lawfully permitted acts to further the purpose of the foregoing sentences with respect to the ownership of the Submission.
Passwords and Your Obligations
You may be asked to sign up as a member on certain pages or services within the Traffic.com Technology and to select a unique username and password in order to be able to access your account and use any of the Traffic.com Technology. As a registered member, you are responsible for maintaining the confidentiality and security of your username and password and shall be responsible for all uses of your username and password, including, but not limited to, any purchases facilitated through the use thereof, whether or not in fact authorized by you. You agree to immediately notify Traffic.com in writing of any breach of security, including, without limitation, unauthorized use of your username or password. You also understand that exiting immediately from your account ( i.e. "logging off") at the end of each session will enhance your account security and that failure to do so may permit other persons having access to your computer to use, or modify, your account. If you permit any person to use your username and password, you may be liable for all activity and transactions made by that person including transactions for which you may not have intended to be liable.
Please notify us immediately of any unauthorized use of your user name and password through the
Support service in www.traffic.com, or via email to
Representations
Subject to the terms of use set forth herein, you may use the Traffic.com Technology only for lawful purposes. The Traffic.com Technology is subject to, and you agree that you shall at all times comply with, all applicable local, state, national, and international laws, statutes, rules, regulations and ordinances that are applicable to the use of the Traffic.com Technology. You shall not transmit to the Traffic.com Technology or use the Traffic.com Technology to send, any material which could constitute or encourage conduct that would be considered a criminal offense, give rise to civil liability, infringe on a third party's intellectual property right, offensive or disruptive (including, but not limited to, spam, offensive sexual, racial or gender related material, and material that violates Traffic.com's then current policies). Even though Traffic.com may monitor and review transmissions, we assume no responsibility or liability which may arise from the content thereof, including, but not limited to, claims for defamation, libel, slander, obscenity, pornography, profanity or misrepresentation.
Security
The Traffic.com Technology resides on the public internet. Traffic.com uses commercially reasonable measures to protect the confidentiality and security of any communications transmitted to Traffic.com and any information stored on servers controlled by Traffic.com. Notwithstanding these efforts, Traffic.com cannot guarantee the confidentiality and security of such electronic communications and storage devices used to store such information (including, personally identifiable information) and disclaims all liability arising therefrom.
Without limiting the foregoing, you shall not
- (i) violate or attempt to violate the security of the Traffic.com Technology;
- (ii) access data or materials not intended for you;
- (iii) log into a server or account which you are not authorized to access;
- (iv) attempt to probe, scan or test the vulnerability of a system or network or to breach security or authentication measures; or
- (v) attempt to interfere with service to any user, host or network, including, without limitation, by means of submitting a virus to the Traffic.com Technology, overloading, "flooding," "mailbombing" or "crashing" the Traffic.com Technology.
Violations of system or network security may result in civil or criminal liability. Traffic.com reserves the right to investigate occurrences that may involve such violations and may involve and cooperate with, law enforcement authorities in prosecuting users who have participated in such violations.
Termination
You agree that Traffic.com, at its sole discretion, may terminate or suspend your access to and use of the Traffic.com Technology (or any part thereof) at any time and for any reason whatsoever, including, without limitation, for lack of use by you or if Traffic.com believes that you have violated or acted inconsistently with the terms of use of this Agreement. Traffic.com reserves the right at any time to modify or discontinue, temporarily or permanently your access to and use of the Traffic.com Technology (or any part thereof) without notice. You agree that Traffic.com shall not be liable to you or to any third party for any modification, suspension or discontinuance of your use of or access to the Traffic.com Technology. Your obligations under this Agreement continue even after Traffic.com has done this.
Disclaimer of Warranty
Although Traffic.com uses reasonable efforts to make available accurate, traffic information, you assume total responsibility and risk for use of the Traffic.com Technology. To the extent you use any Traffic.com Technology in connection with a handheld or telephone device, it is your responsibility to use your device safely at all times and not to be distracted while driving. THE TRAFFIC.COM TECHNOLOGY IS PROVIDED TO YOU ON AN "AS IS" AND "AS AVAILABLE" BASIS AND WITHOUT ANY WARRANTY OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, TITLE OR NON-INFRINGEMENT. Traffic.com further does not warrant the accuracy, completeness, or timeliness of the materials within the Traffic.com Technology. Traffic.com may make changes to the materials in the Traffic.com Technology, or to the products or services described in it, at any time without notice. Further, Traffic.com, assumes no liability or responsibility for any errors or omissions in the content of the Traffic.com Technology. The materials in the Traffic.com Technology may be out of date, and Traffic.com specifically disclaims any duty to update the information in the Traffic.com Technology.
Limitation of Liability
NEITHER TRAFFIC.COM, ITS SUPPLIERS, OTHER THIRD PARTIES MENTIONED WITHIN THE TRAFFIC.COM TECHNOLOGY, NOR ANY PARTY INVOLVED IN CREATING, PRODUCING OR DELIVERING TRAFFIC.COM TECHNOLOGY AND SERVICES WILL BE LIABLE FOR ANY INCIDENTAL, CONSEQUENTIAL, DIRECT, INDIRECT, PUNITIVE DAMAGES, OR ANY OTHER LOSSES, COSTS, OR EXPENSES OF ANY KIND WHICH MAY ARISE, DIRECTLY, OR INDIRECTLY, FROM YOUR USE OF, OR ACCESS TO THE TRAFFIC.COM TECHNOLOGY OR FROM YOUR INABILITY TO ACCESS AND USE THE TRAFFIC.COM TECHNOLOGY, INCLUDING, WITHOUT LIMITATION, DAMAGES OR INJURY FROM OR RELATING TO: THE DOWNLOADING OF ANY MATERIAL CONTAINED WITHIN THE TRAFFIC.COM TECHNOLOGY; THE LINKING TO OTHER WEB SITES FROM THE TRAFFIC.COM TECHNOLOGY; THE SERVICES, PRODUCTS OR INFORMATION OFFERED ON, MADE AVAILABLE THROUGH, OR OBTAINED FROM THE TRAFFIC.COM TECHNOLOGY; COMPUTER VIRUS OR SYSTEM FAILURE; AND/OR THE UNAVAILABILITY OF ANY SERVICES OR PRODUCTS MENTIONED WITHIN THE TRAFFIC.COM TECHNOLOGY WHETHER OR NOT TRAFFIC.COM HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. SUBJECT TO THE FOREGOING, IN NO EVENT SHALL TRAFFIC.COM'S LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, STRICT LIABILITY OR TORT, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE OR OTHERWISE) EXCEED THE LESSER OF THE FEES, IF ANY, PAID BY YOU TO TRAFFIC.COM, FOR ACCESSING THE TRAFFIC.COM TECHNOLGY OR FIVE DOLLARS ($5.00).
SOME STATES DO NOT ALLOW THE DISCLAIMER OF WARRANTIES OR THE EXCLUSION OF LIABILITY FOR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU IN ALL CASES.
Indemnification by User
You agree to indemnify and hold Traffic.com and its subsidiaries, affiliates, agents, co-branders and their officers, directors, employees and agents ("Traffic.com Parties") harmless from any liability, loss, claim, action, debt and expense, including, without limitation, attorneys' fees, and, you agree, at Traffic.com's request, to defend the Traffic.com Parties from and against any and all claims arising out of or relating to:
- (i) your use of (or inability to use) the Traffic.com Technology;
- (ii) your breach of any of the representations, warranties, covenants or other terms of use set forth herein;
- (iii) the infringement by you, or any other person using your password and account, of any right of any person or entity including, but not limited to, patent, trademark, copyright, trade secret, publicity and/or privacy right;
- (iv) any other activities of yours attempted or accomplished using the Traffic.com Technology;
- (v) any use of your account and password information;
- (vi) any use by the Traffic.com Parties of your Submission; and
- (vii) your Submission and/or the Traffic.com Parties, use of your Submission infringing on any intellectual property and/or proprietary right including, but not limited to, patent, trademark, copyright, trade secret, publicity and/or privacy right.
Confidentiality
At all times during the term hereof and at all times thereafter, you shall keep confidential and not disclose, directly or indirectly, and shall not use for the benefit of yourself or any other individual or entity any Confidential Information of Traffic.com. "Confidential Information" means any trade secrets or confidential or proprietary information whether in written, digital, oral or other form that is unique, confidential or proprietary to Traffic.com or its licensors, including, but not limited to, all parts of the Traffic.com Technology and any other materials or information related to the business or activities of Traffic.com that are not generally known to others engaged in similar businesses or activities.
Jurisdiction
Traffic.com does not imply that the materials published on or through the Traffic.com Technology are designed or appropriate for use outside of the United States. If you access our Traffic.com Technology from outside of the United States, please be aware you are responsible for compliance with any applicable local laws. To the extent any applicable local laws prohibit your viewing and use of the Traffic.com Technology, you may not view or use the Traffic.com Technology.
This Agreement shall be governed and construed in all respects by the laws of the Commonwealth of Pennsylvania, without regard to principles of conflict of laws and without application of the Uniform Computer Information Transaction Act and the United Nations Convention of Controls for International Sale of Goods. The parties agree that the exclusive jurisdiction and venue of any dispute amongst the parties shall be entered in the state or federal courts within Pennsylvania and each of the parties hereby submit to the exclusive jurisdiction and venue of such courts for the purposes of such action. To the fullest extent permitted by applicable law, each of the parties hereby waives and covenants that it will not assert (whether as plaintiff, defendant, or otherwise), any right to trial by jury in any forum in respect of any claim arising out of or based upon this Agreement.
Severability and Integration
This Agreement, our Privacy Statement and any other document referenced herein constitute the entire agreement between you and Traffic.com with respect to the Traffic.com Technology; provided, however, that certain provisions of the Agreement may be superseded by expressly designated legal notices or terms which may be located on particular pages on the Traffic.com Site or within the Traffic.com Technology. If any part of this Agreement is held to be invalid or unenforceable, the remaining parts shall remain in full force and effect. Any waiver of any provisions contained in this Agreement by Traffic.com shall not be deemed to be a waiver of any other right, term, or provision of the Agreement.
Arbitration
In case of any controversy or claim arising out of or related to this Agreement, the parties agree that the matter (other than claims for which injunctive relief is sought) shall be settled by arbitration administered by the American Arbitration Association in accordance with such entity's expedited arbitration rules, and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. The arbitration shall be conducted in Philadelphia, Pennsylvania. Notwithstanding anything to the contrary herein, any claim or controversy involving intellectual property rights, the payment of any fees owed to Traffic.com or a breach of a confidentiality obligation owed to Traffic.com shall be excluded from the foregoing mediation and arbitration requirements. Subject to the foregoing, each party hereby submits to the personal jurisdiction of the State and Federal Courts in the Commonwealth of Pennsylvania for purposes of the enforcement of any arbitral awards and for purposes of the appropriate court providing injunctive relief.
Traffic.com Privacy Statement
Traffic.com has a Privacy Statement that discloses what information Traffic.com collects about you, how Traffic.com uses such information, the steps Traffic.com takes to secure such information, how you can view and correct such information and how you can decline to have such information about you collected or used. The policy is available on this Traffic.com Site and is incorporated herein by this reference.
Traffic.com Intellectual Property Notice
Traffic.com respects the intellectual property of others, and Traffic.com asks our users to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please provide Traffic.com's Copyright Agent the following information (the "Notice"):
- (i) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
- (ii) a description of the copyrighted work or other intellectual property that you claim has been infringed;
- (iii) a description of where the material that you claim has been infringed is located in the Traffic.com Technology;
- (iv) your address, telephone number and email address;
- (v) a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent or the law; and (vi) a statement by you, made under penalty of perjury, that the information in your Notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf.
Traffic.com's Agent for Notice of claims of copyright or other intellectual property infringement can be reached at:
Traffic.com, Inc.
851 Duportail Road - Suite 220
Wayne, Pennsylvania 19087
Attn: Traffic.com Corporate Counsel
Order of Preference
This Agreement governs your use and access to the Traffic.com Technology. This Agreement does not modify, alter or amend any other specific agreement you have entered or will enter into with Traffic.com. To the extent that any provision of this Agreement, or any supplemental agreement offered as any part of any registration for additional services on this Traffic.com Site or within the Traffic.com Technology, conflicts with any provision of your other agreements with Traffic.com, the terms of such other agreement shall, take precedence over the conflicting term(s) of this Agreement.
Deep Links; Spidering
You shall not "deep-link" to the Traffic.com Technology, meaning that you will not create, post, display, publish or distribute any link to any page other than the front (home) page of the Traffic.com Technology, for any purpose whatsoever, unless specifically authorized in writing by Traffic.com. The use of any tools, programs, robotic algorithms or products to automatically download or "spider" the Traffic.com Technology or any of the pages of the Traffic.com Site is expressly prohibited and infringes on Traffic.com's intellectual property rights.
Revisions and Consents
Traffic.com reserves the right to revise this Agreement at any time and for any reason. We also reserve the right to make changes at any time, without notice or obligation, to any of the information or services contained on or offered through the Traffic.com Technology or on the Traffic.com Site. By entering this Traffic.com Site and/or using the Traffic.com Technology, you acknowledge and agree that you shall be bound by any such revisions. Accordingly, you should periodically visit this page to review these terms of use. In fact, we hope you will return to our Traffic.com Site often.
Contact Information
Requests for the consent or approval of Traffic.com should be made in writing and directed to
The terms of use of this Agreement were last updated June 12, 2005. Please check back periodically for updates and changes.