Digital Download Terms

© 2024 BIM Depot LLC

These Digital Download Terms (these “Terms”) govern the terms by which licensees of digital products from BIM Depot LLC, an Illinois limited liability company (“BIM Depot”) obtain the right to use the digital content of BIM Depot through the website located at www.bim-depot.com (the “Site”). These Terms are in addition to the Privacy Policy (which can be found at www.bim-depot.com/pages/privacy-policy) and any other policies applicable to the Site, and these Terms apply to all persons downloading content from the Site. In the event of any inconsistency between these Terms and any other Site policies (all of which are incorporated into this Agreement by reference), these Terms shall govern.

By downloading Content from the Site, you accept these Terms, and agree to be bound by its provisions.

In these Terms: (i) “you” means the person downloading the Content, and (ii) “Content” means any digital file or other material that you are downloading from the Site.

1. DOWNLOADING TERMS.
1. Upon payment by you of the fee listed on the Site for the applicable Content (the “Fee”) and all applicable taxes and other charges, BIM Depot grants to you a perpetual (subject to Section 5 of these Terms), non-exclusive, non-transferable, worldwide license (the “License”) to use the Content for the Permitted Use only (as defined below).
2. Except for the limited rights and licenses expressly granted hereunder, no other license is granted, no other use is permitted and BIM Depot (and its licensors) shall retain all right, title and interest (including all worldwide intellectual property and proprietary rights embodied therein) in and to the Content and any suggestions, ideas, enhancement requests, feedback, recommendations, or other information provided by you or any other party relating to the Content. These Terms and the transaction contemplated hereby do not constitute a sale and do not convey to you any rights of ownership in or related to the Content. BIM Depot’s name, BIM Depot’s logo, and the product names associated with the Content are trademarks of BIM Depot or third parties, and no right or license is granted to use them other than in the Content and in accordance with the Permitted Use.
   
   
2. PERMITTED USE.
1. The Content is intended to be used in connection with models, drawings or PDFs that you create (“Your Files”) using the software platform(s) indicated on the Site for the applicable Content (the “Applicable Platform(s)”). You may use the Content in connection with, and incorporate the Content into, Your Files (the “Permitted Use”). Any use of the Content other than the Permitted Use is prohibited. For the avoidance of doubt, you may not resell, license, sublicense, rent, lend, assign, gift or otherwise transfer or distribute the Content in any form or manner in which a person can download, extract, access, share, reproduce or distribute the Content as an electronic file.
   
   
3. PAYMENT; TAXES.
1. Except as otherwise expressly set forth herein, the payment of the Fee and any applicable taxes or charges is nonrefundable.
2. The Fee amount listed on the Site for the applicable Content is exclusive of applicable taxes and similar assessments and payment processing charges, and you agree to bear and be responsible for the payment of all such charges, excluding taxes based upon BIM Depot’s net income.
   
   
4. WARRANTIES & DISCLAIMERS.
1. BIM Depot warranties that the Content will be compatible with the version(s) of the Applicable Platform(s) indicated on the Site. If the Content is not compatible with the version(s) of the Applicable Platform(s) indicated on the Site, then, at your written request, BIM Depot will, at its election, either (i) provide replacement Content that is compatible with the version(s) of the Applicable Platform(s) indicated on the Site or (ii) refund your payment for the Content. These are the sole remedies for breach of warranty.
2. BIM Depot expressly disclaims any representations or warranties that the Content will be compatible with any version of the Applicable Platform(s) (or any other design platforms) other than the version(s) indicated on the Site. BIM Depot is not responsible for your ability to use any particular version of the Applicable Platform(s), and BIM Depot will not be liable for your inability to use any version of the Applicable Platform(s) for any reason.
3. BIM Depot is not responsible for, and disclaims all warranties and liability regarding, the Content’s compliance or failure to comply with any applicable building and zoning laws, statutes, codes, ordinances or other regulations of any kind.
4. Except as otherwise expressly set forth herein:
1. The content is provided “as is” without representation, warranty or condition of any kind, either express or implied, including, but not limited to the implied representations, warranties or conditions of merchantability, or fitness for a particular purpose.
2. BIM Depot does not represent or warrant that the content will meet your requirements or that its use will be uninterrupted or error free.
3. The entire risk as to the quality and performance of the content is with you.
4. You are not entitled to any updates or improvements to the content made by BIM Depot subsequent to your download of the content.
   
   
5. TERM AND TERMINATION.
1. The License shall remain in effect until terminated pursuant to these Terms. You can terminate the License by destroying the Content, along with any copies or archives of it or accompanying materials (if applicable), and ceasing to use the Content for any purpose. The License shall automatically terminate without notice from BIM Depot if at any time you fail to comply with any of these Terms. Upon termination of the License, you must immediately (i) cease using the Content for any purpose; (ii) destroy or delete all copies and archives of the Content and accompanying materials (if applicable); and (iii) if requested, confirm to BIM Depot in writing that you have complied with the foregoing requirements.
2. BIM Depot reserves the right to elect at a later date to revoke or amend the License and replace the Content with an alternative for any reason. Upon notice, sent to the email address or contact information provided by you, or such other email address as you may notify BIM Depot in writing to use, from time to time, of such replacement: (i) the License for the replaced Content shall immediately terminate, (ii) the License granted herein shall apply, mutatis mutandis, to the replacement Content, (iii) you shall not use the replaced Content for any future purpose, and (iv) you shall take all reasonable steps to discontinue use of the replaced Content in any of Your Files that already exist.
3. Upon notice from BIM Depot, or upon your knowledge that any Content is subject to a threatened, potential or actual claim of infringement of another’s right for which BIM Depot may be liable, you will immediately and at your own expense (i) stop using the Content and (ii) delete or remove the Content from your devices, computer systems and storage (electronic or physical). BIM Depot will, at its election, either (x) refund the fee, or (y) provide you with replacement Content (which shall be determined by BIM Depot in its reasonable commercial judgment) free of charge, but subject to the other terms and conditions of these Terms.
   
   
6. INDEMNIFICATION.
1. You agree to indemnify, defend and hold harmless BIM Depot, its affiliates, and all their officers, directors, managers, members, shareholders, employees and other agents for and against any damage, cost, liability, expense, claim, suit, action or other proceeding, to the extent based on or arising in connection with, your: (a) use of the Content in a manner prohibited by these Terms, or in violation of applicable law, (b) use of the Content by you or any other party, or (c) violation of any term or condition of these Terms.
   
   
7. LIMITATION OF LIABILITY.
1. In no event shall BIM Depot be liable to you (or to any third party claiming under or through you) concerning the subject matter of these terms, regardless of the form of any claim or action (whether in contract, tort, negligence, strict liability or otherwise), for any (a) matter beyond its reasonable control, (b) loss or cost as a result of use of the content, (c) indirect, punitive, incidental, reliance, special, exemplary or consequential damages including, but not limited to, loss of business, revenues, profits and goodwill or (d) damages, in the aggregate, in excess of the amounts paid to BIM Depot with respect to the license or the content that gave rise to the claim. These limitations are independent from all other provisions of this these terms and shall apply notwithstanding the failure of any remedy provided herein, even if the party from which damages are being sought have been previously advised of the possibility of such damages.
2. Certain states or jurisdictions do not allow the exclusion of implied warranties or limitation of liability for incidental, consequential, or certain other types of damages, so the exclusions set forth above may not apply to you to the extent not allowed in such state or jurisdiction.
   
   
8. GENERAL PROVISIONS.
1. You specifically agree and acknowledge that you have reviewed these Terms and any other policies or agreements which may be incorporated by reference herein, and to the extent of their incorporation in these Terms you agree to be bound by them.
2. BIM Depot’s failure to insist upon or enforce strict performance of any provision of these Terms shall not be construed as a waiver of any provision or right.
3. The License and these Terms are personal to you and are not assignable by you without the prior written consent of BIM Depot.
4. These Terms shall be governed by and construed in accordance with the laws of the State of Illinois, USA, without regard to its conflicts of law provisions. Neither the United Nations Convention on Contracts for the International Sale of Goods nor any implementation of the Uniform Computer Information Transactions Act in any jurisdiction shall apply to this Agreement.
5. The parties hereby irrevocably and unconditionally agree that any suit, action or proceeding arising out of or related to these Terms or the subject matter hereof shall be brought only in the state or federal courts located in Chicago, Illinois, and the specific choice from among the foregoing shall be determined by the party initiating such suit, action or proceeding. To the fullest extent permissible by law, the parties hereby consent to the personal jurisdiction, venue and forum of such courts and hereby irrevocably and unconditionally waive any claim or objection that it is not subject to the jurisdiction of such courts, that the venue is improper, that the forum is inconvenient or any similar objection, claim or argument.
6. Each party acknowledges and agrees that any controversy which may arise under these Terms is likely to involve complicated and difficult issues, and therefore each such party hereby irrevocably and unconditionally waives any right such party may have to a trial by jury with respect to any litigation directly or indirectly arising out of or relating to these Terms. Each party understands and has considered the implications of this waiver. Each party makes this waiver voluntarily.
7. Any notices you provide to BIM Depot with respect to these Terms shall be in writing and delivered via email to support@bim-depot.com.
8. By checking “I accept the terms of service”:
1. You acknowledge that you have read these terms and understand them.
2. In consideration of BIM depot’s agreeing to license the content, you agree to be bound by these terms.
3. You further agree that it is the complete and exclusive statement of the agreement between you and BIM Depot, which supersedes any proposal or prior agreement, oral or written, and any other communication between you and BIM Depot relating to the subject of these terms.

© 2024 BIM Depot LLC