Hexagon Geospatial Developer Network Development Services Terms and Conditions

Utilization of the Hexagon Geospatial Developer Network Development Services permits Hexagon Geospatial Developer Network participants to access certain Hexagon Geospatial Developer Network custom software development Services (“Services”).  An active Hexagon Geospatial Developer Network subscription is required to request, order, and receive Services.

Your use of the Services is governed by these terms and conditions and the Hexagon Geospatial Privacy Policy (collectively known as the “Terms and Conditions”).  By indicating your agreement with these Terms and Conditions, you agree that you have received, read, and accepted these Terms and Conditions.  You further agree that these Terms and Conditions are enforceable against you the same way as any written, negotiated contract with Intergraph Corporation, by and through its Hexagon Geospatial Division (“Hexagon Geospatial”).  If you do not or cannot agree to these Terms and Conditions, you may not utilize the Services.

To access the Services, you will file a support ticket requesting the Services, including a detailed requirements document for the Services. 

Pricing.

After reviewing the support ticket, a Hexagon Geospatial agent reviews the ticket and requirements and replies to the ticket with an estimate of the cost (expressed in Development Credits) along with an estimated schedule for the product of the Services.  The cost of every Service request depends on the complexity of the request and the time required producing the requested development.  Cost estimates provided by the Hexagon Geospatial agent shall expire in 14 days.

If you wish to order the Services proposed by the Hexagon Geospatial agent, you must purchase at least the estimated number of Development Credits.  Development Credits may be purchased on M.App Exchange.

Revisions.

Hexagon Geospatial shall have the right at any time, prior to Hexagon Geospatial’s acceptance of your order, to withdraw any discount and/or to revise prices to take into account increases in costs including (without limitation) costs of any materials, carriage, labor, or the increase or imposition of any tax, duty or other levy and any variation in exchange rates.  Any prices, quotations and descriptions made may be withdrawn or revised at any time prior to Hexagon Geospatial’s express acceptance of your order.  Hexagon Geospatial reserves the right to notify you of any mistakes in Services descriptions or errors in pricing prior to services performance.  In such event if you choose to continue with fulfilment of the order, you acknowledge that the service will be provided in accordance with such revised description or corrected price.

Provisions of Services.

Hexagon Geospatial will provide Services to you as stated on Hexagon Geospatial’ s response to the filing of the ticket.  The resulting product of the Services (the “Deliverable”) will be as described on Hexagon Geospatial’ s response to the filing of the ticket. 

License Granted for the Deliverable.

Hexagon Geospatial grants to you a royalty-free, fully-paid, nonexclusive license to you use, modify, install, operate, and market (subject to your authorized participation in the Smart M.Apps Exchange) the Deliverable in source or object code form.

Ownership.

All Hexagon Geospatial Deliverables and all products of Hexagon Geospatial Services are, and at all times, remain the property of Hexagon Geospatial.  Any intellectual property created by Hexagon Geospatial during the course of the Services shall be the sole and exclusive property of Hexagon Geospatial.  The Services and Deliverables provided to you are not “work for hire.”  Hexagon Geospatial may perform the same or similar services for other customers.

Maintenance of the Deliverable.

You shall be responsible for the maintaining any Deliverables provided. 

Schedule.

The schedule for the performance of the Services will be stated on the Ticket.

Warranty and Disclaimer of Warranties.

Services and Deliverables are provided "AS IS" and without warranty of any kind.  Hexagon Geospatial does not warrant the type, quality, or results of any Services or Deliverable provided.  HEXAGON GEOSPATIAL DISCLAIMS (TO THE EXTENT PERMITTED BY APPLICABLE LAW) ALL WARRANTIES ON SERVICES AND DELIVERABLES FURNISHED HEREUNDER, INCLUDING ALL WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.  THE WARRANTY HEREIN IS IN LIEU OF ALL OTHER WARRANTIES, EXPRESSED OR IMPLIED, AND REPRESENTS THE FULL AND TOTAL OBLIGATION AND/OR LIABILITY OF HEXAGON GEOSPATIAL.

Revised Terms.

Hexagon Geospatial may, from time to time, change, modify, or update these Terms of Sale, and the revised Terms of Sale will apply to all subsequent purchases.  You agree that you will review the Terms of Sale before any purchase.  For easier reference, Hexagon Geospatial will change the “Last revised” date above.

Limitation of Liability.

To the maximum extent permitted by applicable law, Hexagon Geospatial will not be liable for damages of any kind arising from the use of the Hexagon Geospatial Marketplace, including, but not limited to any indirect, incidental, punitive, special or consequential damages.  In no event shall Hexagon Geospatial's aggregate liability, whether arising in contract, tort, strict liability or otherwise, exceed the total fees paid by you to Hexagon Geospatial during the thirty (30) days immediately prior to the time such claim arose.

Indemnification.

You shall indemnify Hexagon Geospatial against any and all liabilities, claims and costs incurred by, or made against, Hexagon Geospatial as a direct or indirect result of Hexagon Geospatial performing Services or carrying out any work on or to the products where this has been done to your (or your representative's) specific requirements or specifications; causing an infringement or alleged infringement of any proprietary rights of any third party.  To the fullest extent permitted by law, Hexagon Geospatial shall have no liability to you in the event of the services infringing or being alleged to infringe the proprietary rights of any third party. 

Governing Law.

These Terms and Conditions and any dispute that may arise between you and Hexagon Geospatial and its affiliates related to your ordering, receipt, or use of the Services shall be governed by and construed in accordance with the law of the State of Alabama, excluding its conflicts of law provisions.  The UN Convention on Contracts for the International Sale of Goods is excluded in its entirety. 

Place of Jurisdiction.

To the fullest extent permissible under applicable law, you expressly agree that exclusive jurisdiction for any claim or action arising out of or relating to these Terms of Sale shall be a court of competent jurisdiction located in Madison County, Alabama, the United States of America.

Force Majeure.

Hexagon Geospatial shall not be liable to you, nor held in breach of contract, for any loss or damage which may be suffered as a direct or indirect result of Hexagon Geospatial being prevented, hindered or delayed in the performance by circumstances beyond Hexagon Geospatial’s reasonable control including (but not limited to) any act of God, war, riot, civil commotion, government action, explosion, fire, flood, storm, accident, strike, lock-out, trade dispute or labor disturbance, breakdown of plant or machinery, interruption in the supply of power or materials and in such event Hexagon Geospatial may elect to cancel your order and refund any payments made.

Additional Terms.

You agree that you are submitting a binding offer to purchase Services from Hexagon Geospatial.  Applicable taxes, fees, duties, and charges may apply in addition to the services fee.  Your order is accepted and a contract concluded once Hexagon Geospatial has sent you a confirmation email (“Confirmation Email”). 

All Sales are Final.  No refunds are permitted except with respect to any statutory warranties or guaranties that cannot be excluded or limited by law.

The terms of sale applicable to this order are found at http://www.hexagongeospatial.com/marketplaceterms, and those terms are incorporated herein by reference.

Entire Agreement.

You acknowledge that these Terms of Sale supersede and cancel all previous contracts or agreements whether oral or written, express or implied, between Hexagon Geospatial and you with regards to your ability to purchase goods or services from Hexagon Geospatial’s Services.  These Terms of Sale prevail over any other terms or conditions contained in or referred to other agreements between the parties or implied by trade, custom or course of dealing.  Any purported terms or conditions to the contrary are hereby excluded to the fullest extent legally permitted.

I have read and agree with the TERMS AND CONDITIONS applicable to the Services.

 

Hexagon's Geospatial Division

Hexagon's Geospatial division creates solutions that visualize location intelligence, delivering a 5D smart digital reality with insight into what was, what is, what could...