Trimble SketchUp Extension Warehouse
Trimble Extension End User License Agreement
[Last revision: November 1, 2014]
By purchasing, downloading, installing, reinstalling or using an Extension created or developed by or on behalf of Trimble and made available to you from the Trimble SketchUp Extension Warehouse (and including any Updates as defined below) (a “Trimble Extension” or the “ Software”), you agree to the terms and conditions of this End User License Agreement (“EULA”). By agreeing to this EULA, you represent that you are capable of entering into a legally binding agreement. If you are a business entity, you also represent that you are duly authorized to do business in the country or countries where you operate and that your employees, officers, representatives, and other agents accessing the Software are duly authorized to access the Software and to legally bind you to this EULA. In this EULA, “Services” means any of Trimble's products, software, services and web sites.
1. USE OF THE PRODUCTS; CONTENT IN THE PRODUCTS
Subject to the terms and conditions of this EULA, Trimble Navigation Limited and/or its affiliates (“Trimble”) gives you a limited, worldwide, non-transferable, non-assignable and non-exclusive license to download, install, reinstall and use the executable version of the Software for your internal use only.
You may not, and you may not permit anyone else to:
(a) download, install or use the Software on more than one computer or device at a time, or use or host the Software in a virtual server environment;
(b) copy, modify, adapt, translate, create a derivative work of the Software or use it for any public display or performance, except as expressly authorized in this EULA;
(c) reverse engineer, decompile, disassemble or otherwise attempt to derive the source code of the Software, unless this is expressly permitted or required by law (and then only with reasonable advance notice to Trimble), or unless you have been specifically told that you may do so by Trimble, in writing;
(d) assign (or grant a sublicense of) your rights to use the Software, grant a security interest in or over your rights to use the Software, or otherwise transfer any part of your rights to use the Software;
(e) use the Software in any manner that could damage, disable, overburden, or impair the Services (e.g., you may not use the Software in an automated manner), nor may you use Software in any manner that could interfere with any other party's use and enjoyment of the Services;
(f) distribute, sell, sublicense, rent, lease, or use the Software (or any portion thereof) for time sharing, hosting, service provider, or like purposes;
(g) remove, obscure or alter any product identification, proprietary, copyright, trademark or other notices contained in the Software or accessed in conjunction with or through the Software; or
(h) take any action to circumvent or defeat the security or content usage rules provided, deployed or enforced by any functionality (including without limitation digital rights management functionality) contained in the Software.
In addition, in connection with your use of SketchUp Make or any other version of SketchUp software provided at no charge, you may only use the Software for non-commercial purposes. Non-commercial use means you may not sell, rent, lease or lend the output of the Software or the Services. You may, however, use the Software for commercial purposes in connection with your use of SketchUp Pro or such other version of commercial SketchUp software that Trimble may designate from time-to-time.
1.2. Trimble and Third Party Content
The Software allows you to access and view certain content owned by Trimble or its licensors (“Content”). By using the Software, you do not receive any ownership rights, and Trimble and/or its licensors retain all ownership rights, in such content. You may not use, access or allow others to use or access such content in any manner not permitted under this EULA, unless you have been specifically permitted to do so by Trimble or by the owner of the content in a separate agreement.
(a) satisfy any applicable law, regulation, legal process or governmental request;
(b) enforce this EULA, including investigation of potential violations hereof;
(c) detect, prevent, or otherwise address fraud, security or technical issues (including, without limitation, the filtering of spam);
(d) respond to user support requests; or
(e) protect the rights, property or safety of Trimble, its users, and the public.
3. PROPRIETARY RIGHTS
The Software is licensed, not sold. You acknowledge and agree that (a) the Software contains proprietary and confidential information that is protected by applicable intellectual property and other laws, and (b) Trimble and its suppliers own all right, title and interest in and to the Software and any software provided through or in conjunction with the Software, including without limitation all Intellectual Property Rights therein. "Intellectual Property Rights" means any and all rights existing from time to time under patent law, copyright law, trade secret law, trademark law, and any and all other proprietary rights, and any and all applications, renewals, extensions and restorations thereof, now or hereafter in force and effect worldwide.
4. U.S. GOVERNMENT RESTRICTED RIGHTS
The Software and any related documentation are deemed "commercial computer software" and "commercial computer software documentation", respectively, within the meaning of the applicable civilian and military Federal acquisition regulations and any supplement thereto. If the user of the Software is an agency, department, employee, or other entity of the United States Government, the use, duplication, reproduction, release, modification, disclosure, or transfer of the Software, including technical data or manuals, is restricted by the terms, conditions and covenants contained in this EULA. In accordance with Federal Acquisition Regulation 12.212 for civilian agencies and Defense Federal Acquisition Regulation Supplement 227.7202 for military agencies, use of the Software is further restricted by this EULA.
5. EXPORT RESTRICTIONS
The Software may be subject to export controls or restrictions by the United States or other countries or territories. You agree to (i) comply with the requirements of the U.S. Department of Commerce (DOC) Export Administration Regulations (EAR) (see http://www.bis.doc.gov) and all applicable international, national, state, regional and local laws, and regulations, including without limitation any applicable import and use restrictions, (ii) not export, or re-export, directly or indirectly, the Software to any country outlined in the EAR, nor to any person or entity on the DOC Denied Persons, Entities and Unverified Lists, the U.S. Department of State's Debarred List, or on the U.S. Department of Treasury's lists of Specially Designated Nationals, Specially Designated Narcotics Traffickers, or Specially Designated Terrorists, (iii) not export, or re-export the Software to any military entity not approved under the EAR, or to any other entity for any military purpose, and (iv) not license, sell, provide or distribute the Software for use in connection with chemical, biological, or nuclear weapons or missiles capable of delivering such weapons.
6. COMPLIANCE WITH LAWS
You agree to comply with all federal, state and local laws and regulations regarding the download, installation and/or use of the Software.
You may terminate this EULA at any time by manually deleting the Software from your computer or uninstalling the Software using the Trimble SketchUp Extension Warehouse uninstall feature. Your rights automatically and immediately terminate without notice from Trimble if you fail to comply with any provision of this EULA. In such event, you must immediately delete or uninstall the Software.
The provisions of Sections 3 (Proprietary Rights), 4 (U.S. Government Restricted Rights), 5 (Export Restrictions), 8 (Survival), 9 (Indemnity), 10 (Disclaimer of Warranties), 11 (Limitation of Liability), 12 (Exclusions and Limitations), and 13 (Miscellaneous Provisions) shall survive any termination or expiration of this EULA.
You agree to hold harmless and indemnify Trimble and its subsidiaries, affiliates, officers, agents, and employees from and against any claim, suit or action arising from or in any way related to your use of the Software or your violation of this EULA, including any liability or expense arising from all claims, losses, damages, suits, judgments, litigation costs and attorneys' fees, of every kind and nature. In such a case, Trimble will provide you with written notice of such claim, suit or action.
10. DISCLAIMER OF WARRANTIES
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
a) YOUR USE OF THE SOFTWARE IS AT YOUR SOLE RISK. THE SOFTWARE IS PROVIDED ON AN "AS IS" BASIS AND WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY LAW, TRIMBLE EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT.
b) TRIMBLE MAKES NO WARRANTY (i) THAT THE SOFTWARE WILL MEET YOUR REQUIREMENTS, (ii) THAT THE SOFTWARE WILL BE ERROR-FREE OR BUG-FREE, (iii) REGARDING THE SECURITY, RELIABILITY, TIMELINESS, OR PERFORMANCE OF THE SOFTWARE, (iv) THAT ANY ERRORS IN THE SOFTWARE WILL BE CORRECTED, (v) REGARDING THE RESULTS OR OUTPUT OF THE SOFTWARE, OR (vi) THAT THE SOFTWARE WILL INTERACT WITH SOFTWARE PRODUCTS OTHER THAN THOSE (IF ANY) SPECIFIED IN THE SYSTEM REQUIREMENTS ACCOMPANYING THE SOFTWARE.
c) ANY CONTENT OR MATERIAL DOWNLOADED OR OTHERWISE OBTAINED OR ACCESSED THROUGH THE USE OF THE SOFTWARE IS DONE AT YOUR OWN DISCRETION AND RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY USE OF SUCH CONTENT OR MATERIAL AND ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD, ACCESS OR USE OF ANY SUCH CONTENT OR MATERIAL. TRIMBLE AND ITS SUPPLIERS DO NOT WARRANT THAT ANY CONTENT WILL BE ACCURATE OR COMPLETE OR MEET YOUR REQUIREMENTS AND TRIMBLE DOES NOT ENDORSE ANY THIRD PARTY CONTENT.
d) NONE OF THE SOFTWARE IS INTENDED FOR USE IN THE OPERATION OF NUCLEAR FACILITIES, LIFE SUPPORT SYSTEMS, EMERGENCY COMMUNICATIONS, AIRCRAFT NAVIGATION OR COMMUNICATION SYSTEMS, AIR TRAFFIC CONTROL SYSTEMS, OR ANY OTHER SUCH ACTIVITIES IN WHICH CASE THE FAILURE OF THE SOFTWARE COULD LEAD TO DEATH, PERSONAL INJURY, OR SEVERE PHYSICAL OR ENVIRONMENTAL DAMAGE.
e) NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM TRIMBLE OR ANY THIRD PARTY OR THROUGH THE SOFTWARE SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS EULA.
11. LIMITATION OF LIABILITY
YOU EXPRESSLY UNDERSTAND AND AGREE THAT TRIMBLE SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF TRIMBLE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES) RESULTING FROM: (i) THE USE OR THE INABILITY TO USE THE SOFTWARE; (ii) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; (iii) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; OR (iv) ANY OTHER MATTER RELATING TO THE SOFTWARE. THE FOREGOING LIMITATIONS SHALL APPLY NOTWITHSTANDING A FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY AND TO THE FULLEST EXTENT PERMITTED BY LAW.
THESE LIMITATIONS AND EXCLUSIONS APPLY WITHOUT REGARD TO WHETHER DAMAGES ARISE FROM BREACH OF CONTRACT OR WARRANTY, NEGLIGENCE OR ANY OTHER CAUSE OF ACTION. TO THE EXTENT THAT APPLICABLE LAW DOES NOT PROHIBIT SUCH EXCLUSIONS AND LIMITATIONS, IN NO EVENT WILL TRIMBLE’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION, WHETHER IN CONTRACT, STRICT LIABILITY, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EXCEED THE AMOUNT YOU PAID TRIMBLE FOR THE SOFTWARE.
12. EXCLUSIONS AND LIMITATIONS
NOTHING IN THIS AGREEMENT IS INTENDED TO EXCLUDE OR LIMIT ANY CONDITION, WARRANTY, RIGHT OR LIABILITY WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR CONDITIONS OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR LOSS OR DAMAGE CAUSED BY NEGLIGENCE, BREACH OF CONTRACT OR BREACH OF IMPLIED TERMS, OR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, ONLY THE ABOVE LIMITATIONS IN SECTIONS 11 AND 12 WHICH ARE LAWFUL IN YOUR JURISDICTION WILL APPLY TO YOU AND TRIMBLE'S LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.
13. MISCELLANEOUS PROVISIONS
13.1 Entire Agreement. This EULA constitutes the entire agreement between you and Trimble relating to the Software and governs your use of the Software, superseding any prior or contemporaneous agreements between you and Trimble regarding the Software. The official canonical version of this EULA can be found online here. The official language of this EULA is English. If there is a conflict between the English language version and any translation, the English language version will control.
13.2 Choice of Law and Forum. If you obtained this Software in the United States of America, this Agreement is governed by the laws of the State of California and the United States without regard to conflicts of laws provisions thereof, and without regard to the United Nations Convention on the International Sale of Goods. In such case the jurisdiction and venue for actions related to the subject matter hereof are the State of California and United States federal courts located in Santa Clara County, California, and both parties hereby submit to the personal jurisdiction of such courts.
If you obtained this Software outside the USA, this Agreement is governed by the laws of The Netherlands, excluding its rules governing conflicts of laws and without regard to the United Nations Convention on the International Sale of Goods. In such case jurisdiction and venue for actions related to the subject matter hereof are the courts of Amsterdam, The Netherlands and both parties hereby submit to the personal jurisdiction of such courts.
13.3 Waiver and Severability of Terms. The failure of Trimble to exercise or enforce any right or provision of this EULA shall not constitute a waiver of such right or provision. If any provision of this EULA is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of this EULA shall remain in full force and effect.
13.4 Statute of Limitations. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Software or this EULA must be filed within one (1) year after such claim or cause of action arose or be forever barred.
13.5 Headings. The section headings in this EULA are for convenience only and have no legal or contractual effect.