The Terms of Service govern the access to and use of Earth Observation (“EO”) data solutions, analytics and services provided by Marble Imaging GmbH, Konrad-Zuse Straße 8, 28359 Bremen, Germany (“Marble”) to business customers. Marble does not offer data solutions, analytics and services to customers qualifying as consumers (“Verbraucher”) in terms of section 13 of the German Civil Code. Data solutions provided by Marble are protected by intellectual property laws and/or these Terms of Service and are of substantial business value to Marble. The use of the data products is subject to the agreement to be legally bound, without limitation, to the following terms and conditions.
1 Definitions
1.1 “Affiliate” means any corporation or other business entity that controls, is controlled by, or is under common control with the Customer. “Controls”, “control”, or “controlled” as used in this definition means direct or indirect ownership of more than fifty percent (50%) of the voting stock of such corporation, or more than a fifty percent (50%) interest, direct or indirect, in the decision-making authority of such other unincorporated corporation or business entity.
1.2 “Authorized Reseller” or “Reseller” means an authorised Third Party that has entered into a reseller agreement with Marble permitting it to market, sell and deliver Marble Data Products to customers, subject to the applicable resale conditions.
1.3 “Customer” means any customer who uses Data Products solely for its own internal purposes and does not further distribute, resell, license, sublicense, use as a service bureau, or otherwise convey to any other person or entity the Data Products, in whole or in part, or any rights in the Data Products expect for those cases, where the License Model allows the distribution of Customer’s own products that are processed using Data Products. The Customer may be an individual, legal entity, corporation, limited liability company, partnership, other organization or government agency, however, not a consumer (Verbraucher) in terms of section 13 of the German Civil Code.
1.4 “Commercial Use” means the use of the Data Products for any – directly or indirectly – revenue-generating activities, product creation, resale, or service delivery to Third Parties.
1.5 “Customer Agreement” means either the agreement between Marble or an Authorized Reseller on the one and the Customer on the other side, consisting of the applicable Order, License Model description and any applicable program terms (e.g. Early Access Program), technical specifications, relevant annexes and Data Product terms and conditions, each of which reference and incorporate these Terms of Service.
1.6 “Data Products”, “Products” or “Marble Data Products” means images, data (products/solutions), services, analytics, or works and deliverables licensed and/or made available by Marble to the Customer, including information products and digital data sets; Data Products are protected as Marble’s Intellectual Property Rights and/or by these Terms of Service and may only be used by the customer in accordance with the Customer Agreement.
1.7 “Governmental Use” means the use of the Data Products by public sector agencies performing governmental (non-commercial) tasks such as planning, monitoring, or regulatory enforcement.
1.8 “Group Project Use” means the use of the Data Products for collaboration across multiple specified organizations within one project; the organizations have to be listed in the Customer Agreement and any distribution of Data Products to other Third Parties is only allowed if and to the extent as defined in the Customer Agreement.
1.9 "Intellectual Property Rights" or “IPR” means any and all rights to, and interests in, or protecting any industrial or intellectual property of any kind, whether or not in a material form, including copyright, trademarks, design rights, patents, utility models, all rights relating to know-how, confidential information, trade secrets, names, brands, inventions, discoveries, works, data, databases, designs, circuit layouts, any right to apply for registration of any such rights, any right to claim priority under international convention for any such applications and all rights conferred by such applications or registrations.
1.10 “Internal Project Use” means the use of the Data Products by the Customer itself for its internal analysis and decision-making only; no sharing of the Data Products with any Third Party is allowed.
1.11 “License Model” is the license model chosen by the Customer in the Customer Agreement and can be (1) Internal Project Use, (2) Group Project Use, (3) Governmental Use, (4) Non-commercial Academic/Research/AI Training Use, or (5) Commercial Use; any other license model shall only apply if specifically agreed upon between Marble and the Customer or, if agreed between an Authorized Reseller and the Customer, if confirmed by Marble to the Customer.
1.12 “Non-commercial Academic/Research/AI Training Use” means the use of the Data Products by universities, research institutions, or AI model development without commercial exploitation or revenue-generating activities or sharing and publishing of imagery.
1.13 “Order” means the purchase order submitted by the Customer and accepted by Marble or an Authorized Reseller specifying the Data Products, License Model, any Additional Usage Options, and other relevant commercial terms, regardless whether such purchase order is submitted by the Customer via an online workflow on the Platform or outside such workflow.
1.14 “Platform” means the platform operated by Marble to provide the Data Products.
1.15 “Service Account” means a Customer account established by Marble for the provision of Data Products to a Customer under a Subscription.
1.16 “Subscription” means the right of a Customer to access and use a Service Account during an agreed term.
1.17 “Third Party” means any individual, legal entity, corporation, limited liability company, partnership, other organisation or government agency that is not a party to the Customer Agreement; for avoidance of doubt, if the Customer is a group company , any other company in the group qualifies as Third Party in terms of these Terms of Service.
2 Scope of the Terms of Service
2.1 These Terms of Service become effective and binding between the Parties upon the acceptance of the Order by Marble or an Authorized Reseller. The Terms of Service apply to the use of Data Products by the Customer regardless of the method of access to such Data Products, such as the Platform, an API, FTP, e-mail or any other method or format. The Customer Agreement may contain additional provisions on the use of Data Products subject to the method of access.
2.2 These Terms of Service are available at any time at https://marble-imaging.de/legal. The most recent version of the Terms of Service apply, provided that the Customer does not object to the validity of the new version according to section 2.6 of these Terms of Service. If Marble provides new, updated or amended Data Products, these Terms of Service also apply to such altered Data Products. Marble’ s obligation to provide Data Products in accordance with the respective applicable Customer Agreement remains unaffected.
2.3 The Customer, in case of an individual, warrants that it is lawfully able and has the capacity to enter into the Customer Agreement (e.g., it is not a minor) and that it is acting in exercise of its trade, business or profession. If any person is entering into the Customer Agreement as a representative for an entity, such as the company or a governmental organization for which it is working for, such person warrants to Marble that the respective entity is duly organized, validly existing and that has legal authority, permission, resolution, or power of attorney to contractually bind that entity.
2.4 Any general terms and conditions of the Customer shall not apply.
2.5 Contractual declarations and notifications to be given by the Customer in relation to the Customer Agreement (such as setting of deadlines, notification of defects, and declaration of withdrawal) must be provided at least in text form (e.g., email, letter) to be effective.
2.6 Marble reserves the right to modify the present Terms of Service, as far as the essential characteristics of the Terms of Service are retained. The Customer shall be notified of changes by e-mail no later than seven (7) weeks before the planned effective date of the changes. If the Customer does not object within six (6) weeks of receipt of the notification and continues to use the Data Products after expiry of the period for objection, the changes shall be deemed to have been effectively agreed.
3 General Customer obligations; notices
3.1 Information and data reasonably requested by Marble must be stated completely and correctly, e.g., company/entity/institution name, current address, VAT identification number (if applicable), telephone number, valid e-mail address and a representative’s name.
3.2 Marble will send all notices in electronic form to the email address provided to Marble by the Customer.
3.3 If the Customer uses the Platform or accesses Data Products via a Service Account, the Customer is liable for all activities performed under such account, unless it can prove that a third party has used its account without the Customer’s fault.
3.4 If the Customer has a Service Account, the Customer is obliged to provide in due time reasonable cooperation required from it. The Customer is particularly obliged to
a) immediately change all initial passwords assigned to it into passwords known only to the Customer. The Customer is required to carefully store its access credentials and protect them from unauthorized access. If the Customer becomes aware that a third party has used its access credentials, the Customer is required to notify Marble immediately;
b) correct or update the information in the Service Account in case of changes after activation of its account.
3.5 When using the Platform and/or accessing Data Products, the Customer shall not
a) use any automated or non-automated data collection or extraction tools, program, algorithm or methodology to search, access, acquire, copy or monitor any portion of the Platform and/or the Data Products other than via API endpoints provided (if applicable) by Marble within the Platform or any other method of access provided by Marble;
b) post or transmit any file which contains viruses, worms, trojan horses or any other contaminating or destructive features, or that otherwise interfere with the proper working of the Platform and/or the Data Products;
c) attempt to decipher, decompile, disassemble, or reverse-engineer or otherwise attempt to discover or determine the source code of any software or any proprietary algorithm used, comprising or in any way making up a part of the Platform and/or the Services;
d) attempt to probe, scan, or test the vulnerability of the Platform and/or the Data Products or breach or impair or circumvent any security or authentication measures protecting the Platform and/or the Data Products;
e) frame or mirror the Platform and/or the Data Products; or
f) use any device, software, or routine that interferes with any application, function, or use of the Platform and/or the Data Products, or is intended to damage, create undue load, detrimentally interfere with, surreptitiously intercept, or expropriate any system, data, or communication stored or transmitted therewith.
4 Use of the Platform and Data Products; Rights of use regarding Data Products
4.1 Under the condition the Customer has purchased access to the Platform and either the Customer or the Authorized Reseller have made all payments due for the use of the Platform by the Customer, Marble grants to the Customer the right to access the Platform and to use the Data Products in accordance with the Customer Agreement and the respective License Model during the term of the Customer Agreement.
4.2 Depending on the License Model agreed upon in the Customer Agreement, Marble grants the Customer a limited, non-exclusive, non-sublicensable, non-transferable license to use purchased Data Products for:
a) Internal Project Use, or
b) Group Project Use, or
c) Governmental Use, or
d) Non-commercial Academic/Research/AI Training Use, or
e) Commercial Use, or
f) As individually agreed in the Customer Agreement.
4.3 Regarding Data Products provided to the Customer by Marble, the Customer shall have no rights which are not explicitly granted to the Customer under the Customer Agreement and the respective License Model. The Customer shall not be entitled to use the Platform and/or Data Products provided to the Customer by Marble or to make the Platform and or Data Products available to third parties beyond the scope and right of use expressly granted in the Customer Agreement and the respective License Model.
4.4 Any use of Data Products not expressly permitted to the Customer under the Customer Agreement shall be prohibited regardless of whether the Data Products are protected by copyright as a work within the meaning of applicable copyright laws, in particular
a) as a linguistic work or as a scientific or technical representation, or
b) as a database,
c) or is not subject to such protection.
The Customer therefore undertakes not to use the Data Products beyond the scope defined in the Customer Agreement and shall also impose this obligation on all third parties to whom it transfers the data in accordance with the Customer Agreement.
4.5 The Customer shall ensure – using adequate organizational measures – that the Customer’s employees and service providers employed by the Customer and any third party the Customer makes available the Data Products are notified of the rights to use (including the respective prohibitions) the Data Products prior to using the Data Products. The Customer shall furthermore ensure by means of appropriate measures that the use of the Data Products by the Customer, the Customer’s employees and service providers employed by the Customer and any third party the Customer makes available the Data Products do not exceed the scope of use agreed in the Customer Agreement. If the Customer is entitled under the Customer Agreement and makes - in compliance with its rights as set out in the Customer Agreement – available any of the Data Products – in parts or in total - to any third party (including Affiliates), the Customer must at least:
a) Legally binding require the third party to abide to the rights of use of the Customer Agreement (including Marble's right to enforce violations against such third party) and on request provide to Marble a notification of such third party and the respective agreement;
b) Legally binding require the third party to flow down the terms and conditions of this section 4 (including Marble's right to enforce violations against such third party) with regard to the Data Products to any further third party;
c) Include any ownership, copyright or database right notices provided with the Data Products.
4.6 The Customer shall not use Data Products to develop a service or product that is substantially similar to or that otherwise imitates the Platform and/or Data Products offered by Marble.
4.7 Under the condition the Customer has purchased access to Data Products and Customer and/or the Authorized Reseller have made all payments due for the use of the Data Products under the Customer Agreement. the Data Products are provided via the method of access agreed upon in the Customer Agreement.
4.8 If Data Products provided to the Customer by Marble include notices of confidentiality, copyrights, trademark rights, patent rights and other intellectual property rights, the Customer shall not remove such notices.
4.9 Marble reserves the right to use technical protection mechanisms to enforce compliance with the restrictions on use of Data Products.
4.10 If the Customer violates any of the provisions of this section 4 or section 3 above or if the Customer and/or the Authorized Reseller fail to make payments owed to Marble, Marble shall be entitled to suspend the Customer’s access to the Platform and the Data Products, provided that such suspension remedies the violation. The Customer may be informed prior to such suspension. In case of repeated or severe violations by the Customer, Marble shall be entitled to terminate the Service Account for cause without the need for a reasonable cure period, unless the Customer can prove it is not responsible for the violation.
4.11 If the Customer fails to comply with the obligation under this section 4 or section 3 above, the Customer shall be obliged to compensate the resulting damage, unless the Customer can prove it is not responsible for the violation. The damages shall at least cover any loss of remuneration for Data Products and further actual loss due to such breach.
5 Provision of Data Products; Limitation of availability
5.1 Data Products are provided as a service and not as work, no results are due by Marble.
5.2 Marble owes an availability of the Data Products according to the Customer Agreement, which also sets out the technical specifications of the Data Products owed by Marble.
5.3 The Customer acknowledges and agrees that Data Products covering specific areas of interest (images and data relating to a specific part of the earth's surface) may temporarily or permanently not be available due to exclusivities granted to other customers or legal requirements under applicable law.
5.4 Data Products made available via the Platform or any other online access are provided at the point of connection to the internet at the datacenter(s) used by Marble. The Customer is solely responsible for providing the access devices (e.g., PC, tablet, smartphone, etc.) required for the use of the Data Products. The Customer Agreement may stipulate minimum requirements for such access devices. If such minimum requirements are not met, resulting degradations, interruptions or other limitations in the usability and availability are not under the responsibility of Marble.
6 Purchase of Data Products
6.1 The fees and payment options for the Data Products are based on the respective price lists and additional payment information stipulated or referenced in the Customer Agreement. Unless otherwise stated, the prices are net prices plus value added tax (VAT) as applicable.
6.2 If not agreed otherwise in the Customer Agreement, Subscription fees are payable in advance for the respective accounting period. Unless a different payment method has been expressly agreed, the year shall be deemed to be the accounting period.
6.3 If not agreed otherwise in the Customer Agreement, Subscriptions cover the access to Data Products covering square kilometers in areas of interest named by the Customer, both as agreed upon in the Customer Agreement.
6.4 If not agreed otherwise in the Customer Agreement, the prices for purchases of Data Products is computed based square kilometers in areas of interest named by the Customer.
6.5 Payment terms shall be specified in each Customer Agreement. Unless expressly agreed, the term shall be fourteen (14) days. All amounts agreed upon in the Customer Agreement are denominated in EUR unless otherwise stipulated in the Customer Agreement.
6.6 If Marble provides individual services not governed by the Customer Agreement which have to be paid for separately, these will be agreed upon and invoiced separately.
6.7 To use the Data Products, the Customer may be required to accept one of the payment methods offered by Marble. The Customer remains responsible for payment of any outstanding amounts. If a payment cannot be successfully processed because the payment method has expired, has insufficient funds, or fails for any other reason, access to Data Products may be suspended until Marble has received payment.
6.8 If Marble offers third-party payment options, these will be provided in accordance with the terms and conditions applicable to them. Such terms and conditions must be expressly accepted by the Customer when activating the corresponding payment option. The Customer is aware that Marble has no influence on the terms of payment offered by third parties and that the corresponding usage option depends on whether it is enabled by the respective provider; a separate agreement between the Customer and the respective provider of payment options may be required. Unless expressly agreed otherwise, Marble is not obligated to offer specific payment options.
6.9 The Customer expressly agrees that Marble may name the Customer as a reference user vis-à-vis third parties.
7 Limitation of Liability
7.1 Marble is liable without limitation for damages resulting from culpable injury to life, body, or health in accordance with applicable laws.
7.2 For other forms of damages Marble is only liable if the damage is based on a wilful act or gross negligence on the part of its legal representatives, employees, or vicarious agents. In addition, Marble is liable in case of negligence with regard to fee-based services and functionalities if material contractual obligations („material obligations”) are violated. Material obligations are those duties whose fulfilment only make the proper execution of the contract possible and on whose fulfilment the user may regularly rely. Except in case of wilful act, the liability for damages under this paragraph shall in any case be limited to the foreseeable damage typically occurring in such contracts.
7.3 Mandatory laws and regulations remain unaffected by the limitations of liability of the preceding paragraphs.
8 Term and Termination of Subscriptions
8.1 The term of the subscription shall be as specified in the Customer Agreement.
8.2 If no term is specified in the Customer Agreement, the initial term shall be one (1) year.
8.3 Unless terminated by either party with at least four (4) weeks’ notice prior to the end of the then-current term, given in at least text form, the Subscription shall automatically renew for successive terms of equal length.
8.4 The right to terminate for cause without notice remains unaffected.
9 Applicable law and place of jurisdiction
9.1. The contractual relationships between Marble and the Customer with regard to the use of the Data Products shall be governed by the laws of the Federal Republic of Germany with the exclusion of its conflict of laws rules and the provisions of the UN Convention on Contracts for the International Sale of Goods (CISG).
9.2. The exclusive place of jurisdiction for any legal disputes arising from or in connection with these Terms of Service and the Customer Agreement shall be the registered place of establishment of Marble, currently Bremen, Germany. Marble is however entitled to call the competent courts at the place of business of the Customer.
10 Miscellaneous
10.1 If one or more of the aforementioned clauses of these Terms of Service or the Customer Agreement are or become invalid over time, the remaining clauses remain unaffected.
10.2 The Customer can only set off against claims of Marble with undisputed or legally established own claims against Marble.
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