Purchase from Reseller. Notwithstanding anything to the contrary in this Agreement, if Customer purchased the Service through a Reseller, the following terms are applicable and shall prevail in event of any conflict with any other provisions of this Agreement. a) The terms of this Agreement constitute the only terms applicable to the provision of the Service to Customer and no terms between Customer and Reseller shall apply to Customer’s access to or use of the Service. b) Reseller has no authority to make any statements, representations, warranties or commitments on Xxxxxxx’x behalf and any such statements, representations, warranties or commitments are null and void. c) Customer may place orders for the Service by executing an Order Form with Reseller and paying Reseller fees as specified therein. d) In the event Customer is entitled to a refund under this Agreement, Customer must request such refund through Reseller. Any request sent directly to Trimble may be redirected to Reseller. Trimble will refund any applicable fees to Reseller and Reseller shall be solely responsible for refunding such fees to Customer. Trimble shall have no further liability to Customer in the event Reseller fails to refund such fees to Customer. e) If Reseller fails to pay Trimble applicable fees for Customer’s use of the Service, Trimble reserves the right to terminate this Agreement including all rights granted hereunder. f) Unless otherwise set forth in the Order Form, Customer may purchase renewal subscriptions under this Agreement directly from Trimble pursuant to an Order Form. g) Unless otherwise set forth in the Order Form, Customer shall receive end user support, if applicable, directly from Trimble during the applicable Subscription Term in accordance with the terms of this Agreement. h) If Reseller is providing Customer with consulting or other professional services related to the Service, such services shall be provided under the terms of a separate agreement between Reseller and Customer. i) This Agreement shall survive any termination of Customer’s agreement with Reseller so long as Trimble has received payment for Customer’s current Subscription Term. j) If you purchased the Service from a Reseller in the Unites States, then the Trimble entity for purposes of this Agreement is Xxxxxxx Inc. Otherwise, the Trimble entity for purposes of this Agreement is Xxxxxxx Europe B.V.
Appears in 3 contracts
Samples: Terms of Service, Terms of Service, Terms of Service
Purchase from Reseller. Notwithstanding anything to If Customer obtained the contrary in this AgreementProduct(s) through an authorized dealer, if Customer purchased the Service through a distributor or reseller of Trimble (“Reseller”), the following terms are applicable and shall will prevail in event of any conflict with any other provisions of this Agreement.:
a1. This Agreement is between Trimble and Customer and governs all access and use of the Product(s) The terms of by Customer. Resellers are not authorized to modify this Agreement constitute the only terms applicable to the provision of the Service or make any promises or commitments on Xxxxxxx’x behalf, and Trimble is not bound by any obligations to Customer and no terms other than as set forth in this Agreement. Trimble is not party to (or responsible under) any separate agreement between Customer and Reseller shall apply and is not responsible for the Reseller’s acts, omissions, products or services. The applicable Product(s) list price for the applicable Utilization Term will be deemed the amount paid or payable by Customer to Customer’s access to or use Trimble under this Agreement for purposes of the ServiceSection 11 (Limitations of Liability).
b) Reseller has no authority to make any statements, representations, warranties or commitments on Xxxxxxx’x behalf and any such statements, representations, warranties or commitments are null and void.
c) Customer may place orders for the Service by executing an Order Form with Reseller and 2. Instead of paying Reseller fees as specified therein.
d) In the event Customer is entitled to a refund under this AgreementTrimble, Customer must request such refund through will pay the applicable amounts to the Reseller, as agreed between Customer and the Reseller. Any request sent directly to Trimble may be redirected to Reseller. Trimble will refund any applicable fees to Reseller and Reseller shall be solely responsible for refunding such fees to Customer. Trimble shall have no further liability to Customer in If the event Reseller fails to refund such fees to Customer.
e) If Reseller fails to pay Trimble the applicable fees for Customer’s use of the ServiceProduct(s), Trimble reserves the right to terminate this Agreement including the applicable Utilization Term for such Product(s) and all related rights granted hereunder.
f) Unless otherwise set forth in the Order Form, . Customer may purchase renewal subscriptions Utilization Terms for the Product(s) under this Agreement directly from Trimble pursuant to an Order FormOrder.
g3. Customer’s order details (e.g., the applicable Product(s), the Utilization Term, Usage Limitations, Authorized Users, and any additional scope of use restrictions) Unless otherwise set forth will be as stated in the Order Formissued by Trimble (i.e., Customer shall receive end user supportentitlement confirmation), if applicable, directly from Trimble during and the applicable Subscription Term in accordance with the terms of this Agreement.
h) If Reseller is providing responsible for the accuracy of any such information as communicated to Trimble. Unless otherwise designated by Trimble, the Reseller is solely responsible for delivering to Customer with consulting or other professional services related to the Serviceany Product(s), such services shall be provided under the terms of a separate agreement between Reseller and Customer.
i) This Agreement shall survive any termination of Customer’s agreement with Reseller so long as Trimble has received payment no liability for Customerthe Reseller’s current Subscription Termfailure to deliver such materials.
j) If you purchased the Service from a Reseller in the Unites States, then the Trimble entity for purposes of this Agreement is Xxxxxxx Inc. Otherwise, the Trimble entity for purposes of this Agreement is Xxxxxxx Europe B.V.
Appears in 2 contracts
Samples: General Product Terms, General Product Terms
Purchase from Reseller. Notwithstanding anything to the contrary in this Agreement, if Customer purchased the Service Software through a Reseller, the following terms are applicable and shall prevail in event of any conflict with any other provisions of this Agreement.
a) The terms of this Agreement constitute the only terms applicable to the provision of the Service Software to Customer and no terms between Customer and Reseller shall apply to Customer’s access to or use of the ServiceSoftware.
b) Reseller has no authority to make any statements, representations, warranties or commitments on Xxxxxxx’x Paxata’s behalf and any such statements, representations, warranties or commitments are null and void.
c) Customer may place orders for the Service Software by executing an Order Form with Reseller and paying Reseller fees as specified therein.
d) In the event Customer is entitled to a refund under this Agreement, Customer must request such refund through Reseller. Any request sent directly to Trimble Paxata may be redirected to Reseller. Trimble Paxata will refund any applicable fees to Reseller and Reseller shall be solely responsible for refunding such fees to Customer. Trimble Paxata shall have no further liability to Customer in the event Reseller fails to refund such fees to Customer.
e) If Reseller fails to pay Trimble Paxata applicable fees for Customer’s use of the ServiceSoftware, Trimble Paxata reserves the right to terminate this Agreement including all rights license granted hereunder.
f) Unless otherwise set forth in the Order Form, Customer may purchase renewal subscriptions or Professional Services under this Agreement directly from Trimble Paxata pursuant to an Order FormForm and SOW (if applicable).
g) Unless otherwise set forth in the Order Form, Customer shall receive end user support, if applicable, support directly from Trimble Paxata, or from an authorized third-party Reseller, during the applicable Subscription Term in accordance with the terms of this Agreement.
h) If Reseller is providing Customer with consulting or other professional services related to the ServiceSoftware, such services shall be provided under the terms of a separate agreement between Reseller and Customer. For clarity, the provisions regarding Professional Services in this Agreement apply solely to services provided by Paxata.
iI) This Agreement shall survive any termination of Customer’s agreement with Reseller so long as Trimble Paxata has received payment for Customer’s current Subscription Term.
j) If you purchased the Service from a Reseller in the Unites States, then the Trimble entity for purposes of this Agreement is Xxxxxxx Inc. Otherwise, the Trimble entity for purposes of this Agreement is Xxxxxxx Europe B.V.
Appears in 1 contract
Samples: Software End User License Agreement
Purchase from Reseller. Notwithstanding anything to the contrary in this Agreement, if Customer purchased the Service Paxata Product through a Reseller, the following terms are applicable and shall prevail in event of any conflict with any other provisions of this Agreement.
a) The terms of this Agreement constitute the only terms applicable to the provision of the Service Paxata Product to Customer and no terms between Customer and Reseller shall apply to Customer’s use or access to or use of the ServicePaxata Product.
b) Reseller has no authority to make any statements, representations, warranties or commitments on Xxxxxxx’x Paxata’s behalf and any such statements, representations, warranties or commitments are null and void.
c) Customer may place orders for the Service Paxata Product by executing an Order Form with Reseller and paying Reseller fees as specified therein.
d) In the event Customer is entitled to a refund under this Agreement, Customer must request such refund through Reseller. Any request sent directly to Trimble Paxata may be redirected to Reseller. Trimble Paxata will refund any applicable fees to Reseller and Reseller shall be solely responsible for refunding such fees to Customer. Trimble Paxata shall have no further liability to Customer in the event Reseller fails to refund such fees to Customer.
e) If Reseller fails to pay Trimble Paxata applicable fees for Customer’s use of the ServicePaxata Product, Trimble Paxata reserves the right to terminate this Agreement including all rights granted hereundersuspend provision of the Paxata Product in accordance with Section 5.3 (Suspension of Service).
f) Unless otherwise set forth in the Order Form, Customer may purchase renewal subscriptions or Professional Services under this Agreement directly from Trimble Paxata pursuant to an Order FormForm and SOW (if applicable).
g) Unless otherwise set forth in the Order Form, Customer shall receive end user support, if applicable, support directly from Trimble Paxata, or an authorized third-party Reseller, during the applicable Subscription Term in accordance with the terms of this Agreement.
h) If Reseller is providing Customer with consulting or other professional services related to the ServicePaxata Product, such services shall be provided under the terms of a separate agreement between Reseller and Customer. For clarity, the provisions regarding Professional Services in this Agreement apply solely to services provided by Paxata.
iI) This Agreement shall survive any termination of Customer’s agreement with Reseller so long as Trimble Paxata has received payment for Customer’s current Subscription Term.
j) If you purchased the Service from a Reseller in the Unites States, then the Trimble entity for purposes of this Agreement is Xxxxxxx Inc. Otherwise, the Trimble entity for purposes of this Agreement is Xxxxxxx Europe B.V.
Appears in 1 contract
Samples: Cloud Subscription Terms of Service
Purchase from Reseller. Notwithstanding anything to If you obtained the contrary in this Agreement, if Customer purchased the Service Software through a Reseller, the following terms are applicable and shall prevail in event of any conflict with any other provisions of this Agreement.:
a) The terms of this Agreement constitute the only terms applicable to the provision license of the Service Software to Customer you, and no terms between Customer you and the Reseller shall apply to Customer’s access to or your use of the ServiceSoftware.
b) Instead of paying Trimble, you will pay the applicable amounts to the Reseller, as agreed between you and the Reseller. If the Reseller fails to pay Trimble the applicable fees for your use of the Software, Trimble reserves the right to terminate the applicable License Term for such Software and all related rights granted hereunder. Unless otherwise specified by Trimble, you may purchase renewal License Terms for Software licensed on a subscription basis under this Agreement directly from Trimble pursuant to an Order Form.
c) Your order details (e.g., the Software you are licensing, the License Term, and the Scope of Use) will be as stated in the order placed with Trimble by the Reseller, and the Reseller is responsible for the accuracy of any such order as communicated to Trimble. The Reseller is solely responsible for delivering to you the Software, Documentation and any License Keys (if applicable), and Trimble has no liability for the Reseller’s failure to deliver such materials.
d) The Reseller may fulfill Xxxxxxx’x warranty obligations under Section 7.1 (Limited Warranty) on behalf of Trimble. Notwithstanding the foregoing, the Reseller has no authority to make any statements, representations, warranties or commitments on Xxxxxxx’x behalf and any such statements, representations, warranties or commitments are null and void. If the Reseller agrees to provide front-line support and maintenance services or Professional Services to you, Trimble has no responsibility for such Reseller-provided support and maintenance services or Professional Services.
c) Customer may place orders for the Service by executing an Order Form with Reseller and paying Reseller fees as specified therein.
de) In the event Customer is you are entitled to a refund under this Agreement, Customer you must request such refund through the Reseller. Any request sent directly to Trimble may be redirected to the Reseller. Trimble will refund any applicable fees to the Reseller and the Reseller shall be solely responsible for refunding such fees to Customeryou. Trimble shall have no further liability to Customer you in the event the Reseller fails to refund such fees to Customeryou.
e) If Reseller fails to pay Trimble applicable fees for Customer’s use of the Service, Trimble reserves the right to terminate this Agreement including all rights granted hereunder.
f) Unless otherwise set forth in the Order Form, Customer may purchase renewal subscriptions under this Agreement directly from Trimble pursuant to an Order Form.
g) Unless otherwise set forth in the Order Form, Customer shall receive end user support, if applicable, directly from Trimble during the applicable Subscription Term in accordance with the terms of this Agreement.
h) If Reseller is providing Customer with consulting or other professional services related to the Service, such services shall be provided under the terms of a separate agreement between Reseller and Customer.
i) This Agreement shall survive any termination of Customer’s agreement with Reseller so long as Trimble has received payment for Customer’s current Subscription Term.
j) If you purchased the Service from a Reseller in the Unites States, then the Trimble entity for purposes of this Agreement is Xxxxxxx Inc. Otherwise, the Trimble entity for purposes of this Agreement is Xxxxxxx Europe B.V.
Appears in 1 contract
Samples: Software End User License Agreement
Purchase from Reseller. Notwithstanding anything to If Customer obtained the contrary in this AgreementProduct(s) through an authorized dealer, if Customer purchased the Service through a distributor or reseller of Trimble (“Reseller”), the following terms are applicable and shall will prevail in event of any conflict with any other provisions of this Agreement.:
a) The terms This Agreement is between Trimble and Customer and governs all access and use of the Product(s) by Customer. Resellers are not authorized to modify this Agreement constitute the only terms applicable to the provision of the Service or make any promises or commitments on Xxxxxxx’x behalf, and Trimble is not bound by any obligations to Customer and no terms other than as set forth in this Agreement. Trimble is not party to (or responsible under) any separate agreement between Customer and Reseller shall apply and is not responsible for the Reseller’s acts, omissions, products or services. The applicable Product(s) list price for the applicable Utilization Term will be deemed the amount paid or payable by Customer to Customer’s access to or use Trimble under this Agreement for purposes of the ServiceSection 11 (Limitations of Liability).
b) Instead of paying Trimble, Customer will pay the applicable amounts to the Reseller, as agreed between Customer and the Reseller. If the Reseller fails to pay Trimble the applicable fees for Customer’s use of the Product(s), Trimble reserves the right to terminate the applicable Utilization Term for such Product(s) and all related rights granted hereunder. Customer may purchase renewal Utilization Terms for the Product(s) under this Agreement directly from Trimble pursuant to an Order.
c) Customer’s order details (e.g., the applicable Product(s), the Utilization Term, Usage Limitations, Authorized Users, and any additional scope of use restrictions) will be as stated in the Order issued by Trimble (i.e., entitlement confirmation), and the Reseller is responsible for the accuracy of any such information as communicated to Trimble. Unless otherwise designated by Trimble, the Reseller is solely responsible for delivering to Customer any Product(s), and Trimble has no liability for the Reseller’s failure to deliver such materials.
d) The Reseller may fulfill Xxxxxxx’x warranty obligations under Section 8.1 (Limited Warranty) on behalf of Trimble, to the extent authorized by Trimble in writing. Notwithstanding the foregoing, the Reseller has no authority to make any statements, representations, warranties or commitments on Xxxxxxx’x behalf and any such statements, representations, warranties or commitments are null and void. If the Reseller agrees to provide front-line support or professional services to Customer, Trimble has no responsibility for such Reseller-provided support or professional services.
c) Customer may place orders for the Service by executing an Order Form with Reseller and paying Reseller fees as specified therein.
de) In the event Customer is entitled to a refund under this Agreement, Customer must request such refund through the Reseller. Any request sent directly to Trimble may be redirected to the Reseller. Trimble will refund any applicable fees to the Reseller and the Reseller shall will be solely responsible for refunding such fees to Customer, unless otherwise specified by Trimble. Trimble shall will have no further liability to Customer in the event the Reseller fails to refund such fees to Customer.
e) If Reseller fails to pay Trimble applicable fees for Customer’s use of the Service, Trimble reserves the right to terminate this Agreement including all rights granted hereunder.
f) Unless otherwise set forth in the Order Form, Customer may purchase renewal subscriptions under this Agreement directly from Trimble pursuant to an Order Form.
g) Unless otherwise set forth in the Order Form, Customer shall receive end user support, if applicable, directly from Trimble during the applicable Subscription Term in accordance with the terms of this Agreement.
h) If Reseller is providing Customer with consulting or other professional services related to the Service, such services shall be provided under the terms of a separate agreement between Reseller and Customer.
i) This Agreement shall survive any termination of Customer’s agreement with Reseller so long as Trimble has received payment for Customer’s current Subscription Term.
j) If you purchased the Service from a Reseller in the Unites States, then the Trimble entity for purposes of this Agreement is Xxxxxxx Inc. Otherwise, the Trimble entity for purposes of this Agreement is Xxxxxxx Europe B.V.
Appears in 1 contract
Samples: General Product Terms
Purchase from Reseller. Notwithstanding anything to If you obtained the contrary in this Agreement, if Customer purchased the Service SoGware through a Reseller, the following terms are applicable and shall prevail in event of any conflict conflict with any other provisions of this Agreement.:
a) The terms of this Agreement constitute the only terms applicable to the provision license of the Service SoGware to Customer and you and, except for terms of purchase, no terms between Customer you and the Reseller shall apply to Customer’s access to or your use of the ServiceSoGware.
b) Instead of paying Trimble, you will pay the applicable amounts to the Reseller, as agreed between you and the Reseller. If the Reseller fails to pay Trimble the applicable fees for your use of the SoGware, Trimble reserves the right to terminate the applicable License Term for such SoGware and all related rights granted hereunder. Unless otherwise specified by Trimble, you may purchase renewal License Terms for SoGware licensed on a subscription basis under this Agreement directly from Trimble pursuant to an Order Form.
c) Your order details (e.g., the SoGware you are licensing, the License Term, and the Scope of Use) will be as stated in the order placed with Trimble by the Reseller, and the Reseller is responsible for the accuracy of any such order as communicated to Trimble. The Reseller is solely responsible for delivering to you the SoGware, Documentation and any License Keys (if applicable), and Trimble has no liability for the Reseller’s failure to deliver such materials.
d) The Reseller may fulfill Xxxxxxx’x warranty obligations under Section 7.1 (Limited Warranty) on behalf of Trimble. Notwithstanding the foregoing, the Reseller has no authority to make any statements, representations, warranties or commitments on Xxxxxxx’x behalf and any such statements, representations, warranties or commitments are null and void. If the Reseller agrees to provide front-line support and maintenance services or Professional Services to you, Trimble has no responsibility for such Reseller-provided support and maintenance services or Professional Services.
c) Customer may place orders for the Service by executing an Order Form with Reseller and paying Reseller fees as specified therein.
de) In the event Customer is you are entitled to a refund under this Agreement, Customer you must request such refund through the Reseller. Any request sent directly to Trimble may be redirected to the Reseller. Trimble will refund any applicable fees to the Reseller and the Reseller shall be solely responsible for refunding such fees to Customeryou. Trimble shall have no further liability to Customer you in the event the Reseller fails to refund such fees to Customer.
e) If Reseller fails to pay Trimble applicable fees for Customer’s use of the Service, Trimble reserves the right to terminate this Agreement including all rights granted hereunderyou.
f) Unless otherwise set forth If you obtained the SoGware in the Order Form, Customer may purchase renewal subscriptions under this Agreement directly from Trimble pursuant to an Order Form.
g) Unless otherwise set forth in the Order Form, Customer shall receive end user support, if applicable, directly from Trimble during the applicable Subscription Term in accordance with the terms of this Agreement.
h) If Reseller is providing Customer with consulting or other professional services related to the Service, such services shall be provided under the terms of a separate agreement between Reseller and Customer.
i) This Agreement shall survive any termination of Customer’s agreement with Reseller so long as Trimble has received payment for Customer’s current Subscription Term.
j) If you purchased the Service from a Reseller in the Unites United States, then the Trimble entity for purposes of this Agreement is Xxxxxxx Inc. Otherwise, the Trimble entity for purposes of this Agreement is Xxxxxxx Europe B.V., unless otherwise specified in the Product-Specific Terms.
Appears in 1 contract
Samples: Software End User License Agreement
Purchase from Reseller. Notwithstanding anything to If Customer obtained the contrary in this Agreement, if Customer purchased the Service Offering through a Reseller, the following terms of this Section 9.3 (Purchase from Reseller) are applicable and shall will prevail in event of any conflict with any other provisions of this the Agreement.:
a) The terms of this Agreement constitute the only terms applicable to the provision is between Trimble and Customer and governs all access and use of the Service Offering by Customer. Resellers are not authorized to modify the Agreement or make any promises or commitments on Xxxxxxx’x behalf, and Trimble is not bound by any obligations to Customer and no terms other than as set forth in the Agreement. Trimble is not party to (or responsible under) any separate agreement between Customer and the Reseller shall apply and is not responsible for the Reseller’s acts, omissions, products or services. For Subscriptions, the applicable Offering list price for the applicable Subscription Term will be deemed the amount paid or payable by Customer to Customer’s access to or use Xxxxxxx under the Agreement for purposes of the ServiceSection 13 (Limitations of Liability).
b) Instead of paying Xxxxxxx, Customer will pay the applicable amounts to the Reseller, as agreed between Customer and the Reseller. If the Reseller fails to pay Xxxxxxx the applicable fees for Customer’s use of the Offering, Trimble reserves the right to terminate the applicable Term for such Offering and all related rights granted hereunder. Customer may purchase renewal Terms for the Offering under the Agreement directly from Trimble pursuant to an Order.
c) Customer’s order details (e.g., the applicable Offering, the Term, Usage Limitations, Authorized Users, and any additional scope of use restrictions) will be as stated in the entitlement confirmation issued by Xxxxxxx, and the Reseller is responsible for the accuracy of any such information as communicated to Xxxxxxx. Unless otherwise designated by Trimble, the Reseller is solely responsible for delivering to Customer any Offering, and Trimble has no liability for the Reseller’s failure to deliver.
d) The Reseller may fulfill Xxxxxxx’x warranty obligations under Section 10.1 (Limited Warranty) on behalf of Trimble, to the extent authorized by Trimble in writing. Notwithstanding the foregoing, the Reseller has no authority to make any statements, representations, warranties or commitments on Xxxxxxx’x behalf behalf, and any such statements, representations, warranties or commitments are null and void. If the Reseller agrees to provide front-line support or professional services to Customer, Trimble has no responsibility for such Reseller-provided support or professional services.
c) Customer may place orders for the Service by executing an Order Form with Reseller and paying Reseller fees as specified therein.
de) In the event Customer is entitled to a refund under this the Agreement, Customer must request such refund through the Reseller. Any request sent directly to Trimble Xxxxxxx may be redirected to the Reseller. Trimble will refund any applicable fees to the Reseller and the Reseller shall will be solely responsible for refunding such fees to Customer, unless otherwise specified by Trimble. Trimble shall will have no further liability to Customer in the event the Reseller fails to refund such fees to Customer.
e) If Reseller fails to pay Trimble applicable fees for Customer’s use of the Service, Trimble reserves the right to terminate this Agreement including all rights granted hereunder.
f) Unless otherwise set forth in the Order Form, Customer may purchase renewal subscriptions under this Agreement directly from Trimble pursuant to an Order Form.
g) Unless otherwise set forth in the Order Form, Customer shall receive end user support, if applicable, directly from Trimble during the applicable Subscription Term in accordance with the terms of this Agreement.
h) If Reseller is providing Customer with consulting or other professional services related to the Service, such services shall be provided under the terms of a separate agreement between Reseller and Customer.
i) This Agreement shall survive any termination of Customer’s agreement with Reseller so long as Trimble has received payment for Customer’s current Subscription Term.
j) If you purchased the Service from a Reseller in the Unites States, then the Trimble entity for purposes of this Agreement is Xxxxxxx Inc. Otherwise, the Trimble entity for purposes of this Agreement is Xxxxxxx Europe B.V.
Appears in 1 contract
Samples: Trimble Offering Terms
Purchase from Reseller. Notwithstanding anything to If you obtained the contrary in this Agreement, if Customer purchased the Service Software through a Reseller, the following terms are applicable and shall prevail in event of any conflict with any other provisions of this Agreement.:
a) The terms of this Agreement constitute the only terms applicable to the provision license of the Service Software to Customer you and no terms between Customer you and the Reseller shall apply to Customer’s access to or your use of the ServiceSoftware.
b) Instead of paying Trimble, you will pay the applicable amounts to the Reseller, as agreed between you and the Reseller. If the Reseller fails to pay Trimble the applicable fees for your use of the Software, Trimble reserves the right to terminate the applicable License Term for such Software and all related rights granted hereunder. Unless otherwise specified by Trimble, you may purchase renewal License Terms for Software licensed on a subscription basis under this Agreement directly from Trimble pursuant to an Order Form.
c) Your order details (e.g., the Software you are licensing, the License Term, and the Scope of Use) will be as stated in the order placed with Trimble by the Reseller, and the Reseller is responsible for the accuracy of any such order as communicated to Trimble. The Reseller is solely responsible for delivering to you the Software, Documentation and any License Keys (if applicable), and Trimble has no liability for the Reseller’s failure to deliver such materials.
d) The Reseller may fulfill Xxxxxxx’x warranty obligations under Section 7.1 (Limited Warranty) on behalf of Trimble. Notwithstanding the foregoing, the Reseller has no authority to make any statements, representations, warranties or commitments on Xxxxxxx’x behalf and any such statements, representations, warranties or commitments are null and void. If the Reseller agrees to provide front-line support and maintenance services or Professional Services to you, Trimble has no responsibility for such Reseller-provided support and maintenance services or Professional Services.
c) Customer may place orders for the Service by executing an Order Form with Reseller and paying Reseller fees as specified therein.
de) In the event Customer is you are entitled to a refund under this Agreement, Customer you must request such refund through the Reseller. Any request sent directly to Trimble may be redirected to the Reseller. Trimble will refund any applicable fees to the Reseller and the Reseller shall be solely responsible for refunding such fees to Customeryou. Trimble shall have no further liability to Customer you in the event the Reseller fails to refund such fees to Customer.
e) If Reseller fails to pay Trimble applicable fees for Customer’s use of the Service, Trimble reserves the right to terminate this Agreement including all rights granted hereunderyou.
f) Unless otherwise set forth specified in the applicable Order Form, Customer may purchase renewal subscriptions under this Agreement directly from Trimble pursuant to an Order Form.Form or the Product-Specific Terms:
g) Unless otherwise set forth in the Order Form, Customer shall receive end user support, if applicable, directly from Trimble during the applicable Subscription Term in accordance with the terms of this Agreement.
h) If Reseller is providing Customer with consulting or other professional services related to the Service, such services shall be provided under the terms of a separate agreement between Reseller and Customer.
i) This Agreement shall survive any termination of Customer’s agreement with Reseller so long as Trimble has received payment for Customer’s current Subscription Term.
j(1) If you purchased obtained the Service from a Reseller in Software inside the Unites United States, then the Trimble entity “Trimble” for purposes of this Agreement is Xxxxxxx Inc. OtherwiseInc., and if you obtained the Trimble entity Software outside the United States, then “Trimble” for purposes of this Agreement is Xxxxxxx Europe B.V.; and (2) the governing law, jurisdiction and venue for purposes of this Agreement are as specified in Section 14.3 (Governing Law; Jurisdiction and Venue).
Appears in 1 contract
Samples: Software End User License Agreement
Purchase from Reseller. Notwithstanding anything to If Customer obtained the contrary in this Agreement, if Customer purchased the Service Offering through a Reseller, the following terms of this Section 9.3 (Purchase from Reseller) are applicable and shall will prevail in event of any conflict with any other provisions of this the Agreement.:
a) The terms of this Agreement constitute the only terms applicable to the provision is between Trimble and Customer and governs all access and use of the Service Offering by Customer. Resellers are not authorized to modify the Agreement or make any promises or commitments on Xxxxxxx’x behalf, and Trimble is not bound by any obligations to Customer and no terms other than as set forth in the Agreement. Trimble is not party to (or responsible under) any separate agreement between Customer and the Reseller shall apply and is not responsible for the Reseller’s acts, omissions, products or services. For Subscriptions, the applicable Offering list price for the applicable Subscription Term will be deemed the amount paid or payable by Customer to Customer’s access to or use Trimble under the Agreement for purposes of the ServiceSection 13 (Limitations of Liability).
b) Instead of paying Trimble, Customer will pay the applicable amounts to the Reseller, as agreed between Customer and the Reseller. If the Reseller fails to pay Trimble the applicable fees for Customer’s use of the Offering, Trimble reserves the right to terminate the applicable Term for such Offering and all related rights granted hereunder. Customer may purchase renewal Terms for the Offering under the Agreement directly from Trimble pursuant to an Order.
c) Customer’s order details (e.g., the applicable Offering, the Term, Usage Limitations, Authorized Users, and any additional scope of use restrictions) will be as stated in the entitlement confirmation issued by Trimble, and the Reseller is responsible for the accuracy of any such information as communicated to Trimble. Unless otherwise designated by Trimble, the Reseller is solely responsible for delivering to Customer any Offering, and Trimble has no liability for the Reseller’s failure to deliver.
d) The Reseller may fulfill Xxxxxxx’x warranty obligations under Section 10.1 (Limited Warranty) on behalf of Trimble, to the extent authorized by Trimble in writing. Notwithstanding the foregoing, the Reseller has no authority to make any statements, representations, warranties or commitments on Xxxxxxx’x behalf behalf, and any such statements, representations, warranties or commitments are null and void. If the Reseller agrees to provide front-line support or professional services to Customer, Trimble has no responsibility for such Reseller-provided support or professional services.
c) Customer may place orders for the Service by executing an Order Form with Reseller and paying Reseller fees as specified therein.
de) In the event Customer is entitled to a refund under this the Agreement, Customer must request such refund through the Reseller. Any request sent directly to Trimble may be redirected to the Reseller. Trimble will refund any applicable fees to the Reseller and the Reseller shall will be solely responsible for refunding such fees to Customer, unless otherwise specified by Trimble. Trimble shall will have no further liability to Customer in the event the Reseller fails to refund such fees to Customer.
e) If Reseller fails to pay Trimble applicable fees for Customer’s use of the Service, Trimble reserves the right to terminate this Agreement including all rights granted hereunder.
f) Unless otherwise set forth in the Order Form, Customer may purchase renewal subscriptions under this Agreement directly from Trimble pursuant to an Order Form.
g) Unless otherwise set forth in the Order Form, Customer shall receive end user support, if applicable, directly from Trimble during the applicable Subscription Term in accordance with the terms of this Agreement.
h) If Reseller is providing Customer with consulting or other professional services related to the Service, such services shall be provided under the terms of a separate agreement between Reseller and Customer.
i) This Agreement shall survive any termination of Customer’s agreement with Reseller so long as Trimble has received payment for Customer’s current Subscription Term.
j) If you purchased the Service from a Reseller in the Unites States, then the Trimble entity for purposes of this Agreement is Xxxxxxx Inc. Otherwise, the Trimble entity for purposes of this Agreement is Xxxxxxx Europe B.V.
Appears in 1 contract
Samples: Trimble Offering Terms