Pool Studio®, VizTerra®, Vip3D®, and YARD™ software is not sold. We license our software to the end user under the terms of a software license agreement.
THIS IS A CONTRACT. BY INSTALLING THIS SOFTWARE YOU ACCEPT ALL THE TERMS AND CONDITIONS OF THIS AGREEMENT.
Pool Studio®, VizTerra®, Vip3D®, and YARD™ by Structure Studios® © 2003-2018. All rights reserved. This license applies to the registered and evaluation versions Pool Studio®, VizTerra®, Vip3D®, and YARD™.
By clicking the “Accept” button, downloading the software, installing the mobile application, or opening and using the DVD-ROM, you agree to become bound by the terms of this Membership and License Agreement (this “Agreement”). If you do not agree to these terms, do not open the DVD-ROM package, or, if using the online version of Pool Studio®, VizTerra®, Vip3D®, and YARD™®, click “Decline” and DO NOT INSTALL THE SOFTWARE OR MOBILE APPLICATION.
READ THE FOLLOWING USE CONDITIONS AND DISCLAIMERS IN THIS AGREEMENT CAREFULLY BEFORE INDICATING YOUR ACCEPTANCE. In this Agreement, the term “you” refers to: (i) an individual purchasing a Pool Studio®, VizTerra®,Vip3D®, and YARD™ Membership, either on his or her own behalf or as an agent for a corporation or other entity or organization; or (ii) an individual consenting to this Agreement as a condition of using Pool Studio®, VizTerra®, Vip3D®, and YARD™ through a Membership purchased by an institution (“Institution”), where the individual is employed by or affiliated with the Institution.
Pool Studio® (“Pool Studio”), VizTerra® (“VizTerra”), Vip3D® (“Vip3D”), and YARD™ ("YARD") in consideration of payment of the applicable Membership fee and acceptance of this Agreement, grants you a non-exclusive, non-transferable license and the right to use and access the Pool Studio®, VizTerra®, Vip3D®, and YARD™ database and software (the “Licensed Materials”) in accordance with the applicable Membership terms.
Upon the expiration or termination of your License Term, you may not use the software unless you renew your license or membership. You agree to the following additional terms and restrictions related to your membership: (a) Structure Studios may change the type of Software included in the Membership at any time and shall not be liable to you whatsoever for such change; (b) you may be required to connect to the Internet and log in at any time during the Membership Term; (c) the software may automatically connect to the Internet to verify your membership without notice at any time; and (d) you may not enable or allow others to use the software as the customer.
1.1 INDIVIDUAL LICENSE: An individual Membership permits one individual to access and use the Licensed Materials by installing the program on any computer or mobile OS device. The Licensed Materials may not be used concurrently on different computers or mobile OS devices.
1.2 EVALUATION LICENSE: You may install and use software designed for evaluation purposes for demonstration, evaluation, and training purposes only. Any materials produced through such use are only for non-commercial use. Evaluation software is provided “as is”.
1.3 EDUCATIONAL LICENSE: For educational purposes, an educational license permits faculty and students of a degree-granting or certificate-granting educational institution to access and use the Licensed Materials, subject to the terms stated in this agreement. Access to such copies of the Licensed Materials is solely permitted by faculty and students at degree-granting or certificate-granting educational institutions, solely for Educational Purposes, and only at and from locations that are not operated for commercial, professional or for-profit purposes. A student is an individual who is, at the time of installation of the software, enrolled at a recognized degree-granting or certificate-granting educational institution for three (3) or more credit hours. Structure Studios may require you to provide proof of such enrollment. Structure Studios may also require faculty to provide proof of status as personnel of any degree-granting or certificate-granting educational institution.
1.3.1 INDIVIDUAL EDUCATIONAL LICENSE: An individual educational license permits you to install one (1) copy of the software on one (1) computer, on a stand-alone basis. Access to such copy is solely for educational purposes, solely by faculty and students at degree-granting or certificate-granting educational institutions. An individual educational license where Licensee is a degree-granting or certificate granting educational institution is for a perpetual term, except as otherwise provided in this Agreement. An individual educational license where Licensee is a Student is for a fixed term specified in the applicable License Identification or, if no such term is specified, the term is twelve (12) months from Installation or as otherwise authorized in writing by Structure Studios in the case of a license granted free of charge, or for a perpetual term if Licensee has paid a fee for the license, except as otherwise provided in this Agreement. An individual educational license where Licensee is Faculty is for a twelve (12) month term, in the case of a license granted free of charge, or for a perpetual term if Licensee has paid a fee for the license, except as otherwise provided in this Agreement.
1.3.2 MULTI-SEAT STAND-ALONE EDUCATIONAL LICENSE: An Educational Multi-seat Stand-alone License permits you to install copies of the specific release of the Licensed Materials designated in the applicable License Identification on up to the permitted number of Computers, subject to certain functional limitations, on a stand-alone basis. You may only permit access to such copies solely by students and faculty at degree-granting or certificate-granting educational institutions, solely for Educational Purposes, and only at and from locations that are not operated for commercial, professional or for-profit purposes.
1.3.3 EDUCATIONAL NETWORK LICENSE: An Educational Network License permits you to install copies of the specific release of the licensed materials designated in the applicable License Identification on a single file server Computer, subject to certain functional limitations. You may access the licensed materials on multiple computers on a networked basis, and you may permit access solely by faculty and students at degree-granting or certificate-granting educational institutions, solely for educational purposes, only so long as the maximum number of concurrent Authorized Users does not exceed the permitted number of authorized users, and only at and from locations that are not operated for commercial, professional, or for-profit purposes. An Educational Network License is for a perpetual term, except as otherwise provided in this Agreement.
2.1 UPDATING: Intermittently or regularly, the software may, without additional notice, automatically connect to the Internet to check for available downloads to install and notify Structure Studios of the results of any installation attempts. Any software that we provide you may automatically download and install upgrades, updates, or other new features. You may be able to adjust these automatic downloads through your device’s settings.
2.2 ACTIVATING: You may be required to obtain a User ID, activate or reactivate the software, register the software, or validate the software or membership. This may cause your computer to connect to the Internet without notice on install, on launch, and on a regular basis thereafter. The software, once connected to the Internet, will collect and transmit information to Structure Studios. Structure Studios may use such information to detect or prevent fraudulent or unauthorized use of the software. Failure to activate or register the software, validate the membership, may result in reduced functionality, inoperability of the software, or termination or suspension of the membership.
2.3 TRANSFERRING LICENSE: You may deactivate the software from your primary computer in order to activate the software on another computer in accordance with this agreement. Internet connectivity is required to transfer license. Your CD Key is for your use and cannot be shared with any other user. You may install a second copy of the software for your exclusive use on your personal computer, provided that the software on the second computer is not used at the same time as the software on your primary computer. Your license is a single-user license, which prohibits sharing with anyone. If license sharing is detected, the Transfer License feature will be disabled on your account. Any indication of future usage by any persons other than the named designer will be reviewed and may be actionable to revoking the membership without a refund.
2.5 NETWORKS, DATA, and INTERNET USAGE: Some features of the software and services accessed through the software may require your device to access the Internet. Your access and usage (including charges) may be subject to the terms of your cellular or internet provider agreement. Certain features of the software may help you access the Internet more efficiently, but the software’s usage calculations may be different from your service provider’s measurements. You are always responsible for (i) understanding and complying with the terms of your own plans and agreements, and (ii) any issues arising from using or accessing networks, including public/open networks. You may use the software to connect to networks, and to share access information about those networks, only if you have permission to do so.
The Licensed Materials, including, but not limited to, all copyrights and other intellectual property rights therein, are the sole and exclusive property of Structure Studios (or its parents, subsidiaries, affiliates, or designers) or its suppliers. By indicating that you accept these terms, you do not become the owner of the Licensed Materials, but are entitled to use them according to the terms of this Agreement.
You agree that the licensed materials and services, including but not limited to licensed materials, graphics, user interface, audio clips, video clips, editorial content, and the scripts and software used to implement the licensed materials and services, contains proprietary information and material that is owned by Structure Studios and/or its licensors, and is protected by applicable intellectual property and other laws, including but not limited to copyright. You agree that you will not use such proprietary information or materials in any way whatsoever except for use of the licensed materials and services in compliance with this Agreement. No portion of the licensed materials and services may be reproduced in any form or by any means, except as expressly permitted in these terms. You agree not to modify, rent, lease, loan, sell, distribute, or create derivative works based on the licensed materials and services in any manner, and you shall not exploit the licensed materials and services in any unauthorized way whatsoever, including, but not limited to, by trespass or burdening network capacity.
Notwithstanding any other provision of this Agreement, Structure Studios and its licensors reserve the right to change, suspend, remove, or disable access to any licensed materials and services, content, or other materials comprising a part of the licensed materials and services at any time without notice. In no event will Structure Studios be liable for making these changes. Structure Studios may also impose limits on the use of or access to certain features or portions of the licensed materials and services, in any case and without notice or liability.
The Licensed Materials and all copyrights, trademarks and all other conceivable intellectual property rights related to the Software are owned by Structure Studios or its licensors and are protected by United States copyrights laws, international treaty provisions and all applicable laws, such as the Lanham Act. You must treat the Licensed Materials like any other copyrighted material, as required by 17 U.S.C. section 101 et seq. and other applicable laws. Please do not make unauthorized copies.
THE USE OF THE SOFTWARE OR ANY PART OF THE LICENSED MATERIALS AND SERVICES, EXCEPT FOR USE AS PERMITTED IN THIS AGREEMENT, IS STRICTLY PROHIBITED AND INFRINGES ON THE INTELLECTUAL PROPERTY RIGHTS OF OTHERS AND MAY SUBJECT YOU TO CIVIL AND CRIMINAL PENALTIES, INCLUDING POSSIBLE MONETARY DAMAGES, FOR COPYRIGHT INFRINGEMENT.
3.2. TRADEMARKS AND USE OF TRADEMARKS
Structure Studios owns brands protected by registered trademarks, including but not limited to Pool Studio®, VizTerra®, Vip3D®, and Structure Studios®. The absence of a product or service name or logo from this list does not constitute a waiver of Structure Studio’s trademark or other intellectual property rights concerning that name or logo.
All of your uses of the Structure Studios Brand Assets in any of your marketing, advertising, content, or other material (“Your Materials”) are subject to Structure Studios approval prior to use. Structure Studios’ silence or failure to respond to requests does not constitute approval, and approval of one of Your Materials does not constitute approval of your other uses, nor may such approval be transferred to any third party without Structure Studios’ written consent.
If granted permission to use any Structure Studios trademarks, you will do so in accordance with our terms. Any use that does not comply with our trademark policy or does not have written authorization from us is not authorized. Any goodwill generated by the use of any Structure Studios trademarks inures to the benefit of Structure Studios.
The Structure Studios Brand Assets are provided "as is" and Structure Studios disclaims all express and implied warranties. Structure Studios shall not be liable to you under any theory of liability for any direct, indirect, incidental, special, consequential, punitive, exemplary or other damages arising out of the Structure Studios Brand Assets or your use thereof. This limitation shall apply even if Structure Studios was advised of, or should have been aware of, the possibility of such damages.
Structure Studios reserves the right, in its sole discretion, to terminate or modify your permission to display the Structure Studios Brand Assets and to take action against any use that does not conform to these terms and conditions, infringes any Structure Studios intellectual property or other right, or violates applicable law.
Our grant of permission at one point does not prevent us from revoking that permission at a later point.
You agree that Structure Studios owns its brand features and that you will not challenge or assist others to challenge the Structure Studios Brand Assets (except to the extent such restriction is prohibited by applicable law), and you agree not to register or attempt to register any domain names, trademarks, trade names, or other distinctive brand features that are confusingly similar to those of Structure Studios.
If your use includes references to a Structure Studios product, you must use the full name of the product. When referencing any Structure Studios trademarks, your use may not be obscene or pornographic, and you may not be disparaging, defamatory, or libelous to Structure Studios, any of its products, or any other person or entity. Your use must not mislead consumers as to any Structure Studios sponsorship, affiliation, or endorsement of your company, or of your products or services.
No Incorporation: You agree to not incorporate Structure Studios Brand Assets into your own product name, service names, trademarks, logos, or company names.
Trade dress: You agree that you will not copy or imitate Structure Studios’s trade dress, including the look and feel of Structure Studios web design properties or Structure Studios brand packaging, distinctive color combinations, typography, graphic designs, product icons, or imagery associated with Structure Studios.
No confusingly similar marks: You agree not to adopt marks, logos, slogans, or designs that are confusingly similar to our Brand Features. You will neither use nor register Structure Studios trademarks as is or incorporated in social media account names, profiles, or monikers.
Disparaging Manner: You may not use a Structure Studios trademark or any other Structure Studios-owned graphic symbol, logo, or icon in a disparaging manner.
Endorsement: You agree that you will not display the Structure Studios Brand Assets in any manner that (i) overstates your relationship with Structure Studios; (ii) implies that you have a relationship or affiliation with Structure Studios; (iii) implies you are sponsored or endorsed by Structure Studios; (iv) implies that any content has been authorized by Structure Studios; or (v) represents the views or opinions of Structure Studios or Structure Studios personnel unless you have prior written permission from Structure Studios to do so.
We grant you, subject to the limitations set forth below, a non-transferable, non-exclusive right to demonstrate and promote the Structure Studios products to your prospects and customers, in accordance with this agreement. Licensed Materials are provided solely for your internal business purposes and not for resale or redistribution.
You may use the program in your normal course of business to create presentation elements, including but not limited to, screen captures, construction plans, print-outs, digital documents, and video captures.
The services and licensed materials are protected by intellectual property laws; they belong to and are the property of us or our licensors (if any), and we retain all ownership rights them.
You agree not to copy, rent, lease, sell, distribute, or create derivative works based on the Structure Studios Content, services, or licensed materials in whole or in part, by any means, except as expressly authorized in writing by us. Our trademarks include, but aren’t limited to, those listed in this agreement and you may not use any of these without our prior written permission.
You will use the services or licensed materials for your internal business purposes and will not (i) lease, distribute, license, sell or otherwise commercially exploit the service or licensed materials or make the service or licensed materials available to a third party other than as contemplated in your membership; (ii) use the services or licensed materials otherwise for the benefit of a third party.
Except as expressly permitted in this Agreement, any copying, distribution or modification of the Licensed Materials is strictly prohibited. No part of the Licensed Materials may be copied for resale or other commercial use, or posted on public bulletin boards, web sites, Internet domains, or online chat rooms. You may not electronically transmit the Licensed Materials from one computer to another or over a network. No part of the Licensed Materials may be reverse engineered or included in other software. Structure Studios electronically monitors compliance with this Agreement, and reserves the right in its sole discretion to change and/or cancel an individual’s account, CD Key, username and password, or to disable an IP address without notice. You agree not to modify, adapt, translate, reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of the Licensed Materials or any files that comprise the application. You agree not to copy and retain or distribute versions of this application. Except as stated above, this Agreement does not grant you any rights to patents, copyrights, trade secrets, trade names, trademarks (whether registered or unregistered), or any other rights, franchises, or licenses in respect of the Licensed Materials. You agree to keep confidential and use your best efforts to prevent and protect the contents of the Software from unauthorized disclosure or use. If your company is, or substantially all of its assets are, acquired by or merged into another company or sole proprietorship, please contact Structure Studios regarding transferring your license to the new company. If the license needs transference from one computer to another because of reasons of computer upgrades or replacement, please contact Structure Studios regarding transferring your license. Any other form of transference is prohibited.
You have obtained the right to use and access the Licensed Materials for a specific limited period of time, i.e., the Membership period for which you or your Institution have agreed to pay Membership fees. At the end of this period, your license and your associated rights, such as technical support, will expire automatically, unless you or your Institution have renewed your Membership on Structure Studios then-current terms. Structure Studios may embed technology in the Licensed Materials causing them to become inaccessible after your Membership term. The Agreement and your license to use the Licensed Materials will also terminate if you fail to comply with any term or condition in this Agreement.
If you fail, or Structure Studios suspects that you have failed, to comply with any of the provisions of this Agreement, Structure Studios, at its sole discretion, without notice to you may: (i) immediately terminate this Agreement and/or your Membership, and you will remain liable for all amounts due under your Membership up to and including the date of termination; and/or (ii) terminate the license to the software; and/or (iii) preclude access to the licensed materials (or any part thereof).
Structure Studios reserves the right to modify, suspend, or discontinue the licensed materials (or any part or content thereof) at any time with or without notice to you, and Structure Studios will not be liable to you or to any third party should it exercise such rights.
You acknowledge we may disclose information regarding your use of any services or licensed materials to satisfy any law, regulation, government request, court order, subpoena or other legal process. If we make this type of required disclosure we will notify you, unless we are required to keep the disclosure confidential.
We are not obligated to, but may choose to, remove any prohibited materials and deny access to any person who violates this agreement. We further reserve all other rights.
7.1 Termination by You. You may stop using the licensed materials at any time. Termination of your account does not relieve you of any obligation to pay any outstanding fees.
7.2 Termination by Us. If we terminate these terms for reasons other than for cause, then we will make reasonable effort to notify you at least 30 days prior to termination via the email address you provide to us. Unless stated in Additional Terms, we may at any time terminate these terms (and your access to Services or licensed materials) with you if:
(a) you breach any provision of these terms (or act in a manner that clearly shows you do not intend to, or are unable to, comply with these terms);
(b) you fail to make the timely payment of fees for the licensed materials or the services, if any;
(c) we are required to do so by law (for example, where the provision of the services or licensed materials to you is, or becomes, unlawful); or
(d) we elect to discontinue the services or licensed materials, in whole or in part, (such as if it becomes impractical for us to continue offering services in your region due to change of law)
7.3 Termination for Cause. Either party may terminate this Agreement for cause: (i) upon thirty (30) days’ notice to the other party of a material breach if such breach remains uncured at the expiration of such period, or (ii) immediately, if the other party becomes the subject of a petition in bankruptcy or any other proceeding relating to insolvency, liquidation or assignment for the benefit of creditors. This Agreement may not otherwise be terminated prior to the end of the Membership Term.
7.4 Suspension for Prohibited Acts. We may suspend any user’s access to the services or licensed materials for: (i) use of the services or licensed materials in a way that violates applicable local, state, federal, or foreign laws or regulations or the terms of this Agreement, (ii) repeated instances of posting or uploading material that infringes or is alleged to infringe on the copyright or trademark rights of any person or entity.
7.5. Suspension for Non-Payment. We may suspend your access to all or any part of the services or licensed materials upon ten (10) days’ notice to you of non-payment of any amount past due. If your account is suspended for non-payment, we may charge a re-activation fee to reinstate your account.
7.6. Suspension for Present Harm. If your use of the services or licensed materials (i) is creating a security vulnerability for the service or licensed material of others, or (ii) is causing harm to us or others, then we may, with electronic or telephonic notice to you, suspend all or any access to the services or licensed materials.
7.7. Effect of Termination or Expiration. Upon termination or expiration of this Agreement, you will stop all use of the services and licensed materials, and if we request, you will provide us written confirmation that you have discontinued all use of the services or licensed materials. If we terminate this Agreement for cause, you will promptly pay all unpaid fees due through the end of the Membership Term. Fees are non-refundable.
The Software is licensed, not sold. Your license confers no title or ownership in the Software. To make use of the Licensed Materials, you must provide Structure Studios with valid payment information and you may be required to connect to the Internet in order to validate your account. The account setup fee will be charged to begin your membership; this fee is non-refundable. You obtain the right to use and access the Licensed Materials for the duration of your paid Membership period and you agree to comply with any and all terms and conditions in this Agreement or as otherwise set forth in your license.
YOU ARE RESPONSIBLE FOR THE TIMELY PAYMENT OF ALL FEES. YOU MUST PROVIDE STRUCTURE STUDIOS WITH A VALID PAYMENT METHOD FOR PAYMENT OF ALL FEES. When you provide payment information to Structure Studios, you represent that you are the authorized user of the card associated with that payment. You authorize Structure Studios to charge your credit card or process your payment for any Membership or other fees you incur and you agree to notify Structure Studios promptly of any changes to your account.
Your membership is not refundable in whole or in part (except as required by applicable law), and will automatically renew until you cancel. Structure Studios will not prorate any portion of unused membership services. You agree that there are no payment refunds, credits, or chargebacks after you have been charged, regardless of the reason whatsoever. Your license to use the Licensed Materials may terminate, or the Software maybe become inactive, without additional notice, if Structure Studios does not receive your recurring membership payment or cannot validate your license periodically. You will no longer be able to use your license after the end of your membership period.
Structure Studios has the right to terminate your license after the expiration of the ten (10) day grace period for payment of your membership fee. If your payment method is declined, Structure Studios will attempt to charge the card on file three (3) times within thirty (30) days. All accounts more than 30 days past due will be automatically terminated.
You agree that you must notify Structure Studios before your Membership can be deactivated. Cancellations can be made any time by visiting your Account Page. Should you cancel, your payment is non-refundable and your license will continue until the end of your license term. You will receive email confirmation of your cancellation. You agree that Structure Studios is not liable for any charges resulting from your failure to adhere to the terms of this cancellation policy. You further agree that in no circumstances will Structure Studios be held liable for amounts exceeding the value of two months Membership.
You may not sublicense, assign, share, sell, rent, lease, or otherwise transfer your right to use the Licensed Materials whether by merger, operation of law or otherwise.
The Licensed Application may enable access to Licensor’s and/or third-party services and websites (collectively and individually, "External Services"). Use of the External Services requires Internet access and use of certain External Services requires you to accept additional terms. By using this software in connection with your Structure Studios account, you agree to the latest End User License Agreement, which you may access and review at https://www.structurestudios.com/structure-studios-end-user-license-agreement.
You understand that by using any of the External Services, you may encounter content that may be deemed offensive, indecent, or objectionable, which content may or may not be identified as having explicit language, and that the results of any search or entering of a particular URL may automatically and unintentionally generate links or references to objectionable material. Nevertheless, you agree to use the External Services at your sole risk and that neither the Licensor nor its agents shall have any liability to you for content that may be found to be offensive, indecent, or objectionable.
Certain External Services may display, include or make available content, data, information, applications or materials from third parties (“Third Party Materials”) or provide links to certain third party web sites. By using the External Services, you acknowledge and agree that neither the Licensor nor its agents is responsible for examining or evaluating the content, accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect of such Third Party Materials or websites. Neither the Licensor nor its agents warrant or endorse and does not assume and will not have any liability or responsibility to you or any other person for any third-party services, Third Party Materials or websites, or for any other materials, products, or services of third parties. Third Party Materials and links to other web sites are provided solely as a convenience to you.
Location data provided by any External Services is for basic navigational purposes only and is not intended to be relied upon in situations where precise location information is needed or where erroneous, inaccurate, time-delayed or incomplete location data may lead to death, personal injury, property or environmental damage. Neither the Licensor, nor its agents, nor any of its content providers guarantees the availability, accuracy, completeness, reliability, or timeliness of location data or any other data displayed by any External Services.
Postal code data is provided for convenience only, and you agree that Structure Studios does not guarantee accuracy. Postal code data from GeoNames Postal Code files, www.geonames.org, is licensed under a Creative Commons Attribution 3.0 License. The Data is provided "as is" without warranty or any representation of accuracy, timeliness or completeness.
You agree that the External Services contain proprietary content, information and material that is owned by Licensor and/or its agents or licensors, and is protected by applicable intellectual property and other laws, including but not limited to copyright, and that you will not use such proprietary content, information or materials in any way whatsoever except for permitted use of the External Services or in any manner that is inconsistent with the terms of this Standard EULA or that infringes any intellectual property rights of a third party or Structure Studios. No portion of the External Services may be reproduced in any form or by any means. You agree not to modify, rent, lease, loan, sell, distribute, or create derivative works based on the External Services, in any manner, and you shall not exploit the External Services in any unauthorized way whatsoever, including but not limited to, using the External Services to transmit any computer viruses, worms, trojan horses or other malware, or by trespass or burdening network capacity. You further agree not to use the External Services in any manner to harass, abuse, stalk, threaten, defame or otherwise infringe or violate the rights of any other party, and that neither Licensor nor its agents is in any way responsible for any such use by you, nor for any harassing, threatening, defamatory, offensive, infringing or illegal messages or transmissions that you may receive as a result of using any of the External Services.
In addition, External Services and Third Party Materials that may be accessed from, displayed on or linked to from your account are not available in all languages or in all countries or regions. Licensor makes no representation that such External Services and Materials are appropriate or available for use in any particular location. To the extent you choose to use or access such External Services and Materials, you do so at your own initiative and are responsible for compliance with any applicable laws, including but not limited to applicable local laws. Licensor reserves the right to change, suspend, remove, or disable access to any External Services at any time without notice. In no event will Licensor be liable for the removal of or disabling of access to any such External Services. Licensor may also impose limits on the use of or access to certain External Services, in any case and without notice or liability.
Terms of Service
Structure Studios provides you with nonexclusive, nontransferable, limited access to GIS images, content, and certain tools provided by Pictometry International Corp. that we make available to you through Pool Studio, VizTerra, and Vip3D.
By clicking the “Accept” button, or accessing the GIS images, you agree to become bound by the terms of this agreement. If you do not agree with any of these terms, do not purchase, download, or access the licensed images, content, measurements, tools, or other materials (“content,” hereafter). Accessing the content shall be deemed to be your agreement to each of the terms set forth below.
READ THE FOLLOWING USE CONDITIONS AND DISCLAIMERS IN THIS AGREEMENT CAREFULLY BEFORE INDICATING YOUR ACCEPTANCE.
Security and Unauthorized Access
You need a password to login to use certain functions of the software. You are responsible for maintaining the confidentiality of your username and password. You agree to notify Structure Studios if your password is lost, stolen, disclosed to an unauthorized party, or otherwise compromised.
Access to GIS images, content, measurements, and other material is restricted by two-factor security measures. Any attempt to bypass these two-factor security measures, or any attempts to redistribute, copy, or otherwise share or access content with any unauthorized persons shall constitute a breach of this agreement and may result in termination of your account.
Any unauthorized use of any content, images, or any other material may violate copyright laws, trademark laws, and privacy laws and communications statues.
In the event of a breach of this agreement Structure Studios may temporarily suspend or discontinue providing access to the services and content to you and may pursue any other legal remedies available to it.
The content is provided solely for your internal business purposes and not for resale or redistribution. You do not acquire ownership rights to any content viewed, accessed, or downloaded. You do not acquire any proprietary interest in the services or the content, or any copies thereof, except the limited use rights granted herein.
The rights granted to you include, subject to the restrictions set forth in this agreement, the right to copy limited portions of the content onto your computer to facilitate preparation of hardcopies and work product records, and the right to make hardcopies of the content, provided that the content and the permitted copies thereof may not be sold, leased, loaned, distributed, or copied for use by anyone other than you.
You may not make the services or content available to any unauthorized party.
You are authorized, upon purchasing access to the GIS images, measurements, and any other content, to access relevant images and measurements obtained from those images for your designs.
You are authorized to share only the images, content, and measurements that are relevant to your design with your clients.
You are authorized, if you create a design using Pool Studio, VizTerra, or Vip3D that includes accessed GIS images and content, to reproduce and distribute that content, including copies of relevant images and measurements included in it, to such your clients, as well as to contractors responsible for implementing such landscape design.
You may obtain images relevant to the design you are preparing and to determine elevation, distance and height measurements for use in preparation of the corresponding design.
You must ensure that the Pictometry logo and date as displayed on the downloaded images remain visible and unobstructed on all images that you reproduce or distribute or, in the alternative, you shall include adjacent to and in close proximity with each image so reproduced or distributed a photo credit to a reasonable user without any technical or other visual aid a photo credit stating the following:
Copyright Pictometry International Corp. 2001-2015 All rights reserved.
The content is provided for visualization purposes only, is not authoritative or definitive, and does not constitute professional engineering or surveying services.
The content is not to be relied upon to precisely locate or determine property boundaries and should not be used in lieu of a professional survey where the accuracy of measurements, distance, height, angle, area and volume, may have significant consequences.
All measurements and reports generated by the content are based upon second order visualization and measurement data that do not provide authoritative or definitive measurement results suitable for professional engineering or surveying purposes.
Contour information obtained from the content is generated from undersampled elevation data, is provided for informational purposes only, and is not suitable for use as the basis for hydrographic computations, estimations or analyses.
While the content may be considered useful supplements for life critical applications, they are not designed or maintained to support such applications and Pictometry and Structure Studios hereby disclaim all liability for damages claims and expenses arising from such use.
Your reliance on the services and content should only be undertaken after an independent review of their accuracy, completeness, efficacy, timeliness and adequacy for your intended purpose.
Pictometry and Structure Studios assume no responsibility for any consequences resulting from the use of the services or the content.
Pictometry and Structure Studios hereby disclaim all liability for damages, claims and expenses arising from or in any way related to the accuracy or availability of the services and the content.
By accepting these General Terms and Conditions or by using the Online Services or the Licensed Content, you waive any and all rights you may have against Pictometry, Structure Studios, and each of their directors, officers, members and employees, arising out of use of or reliance upon the services or the content.
Without limitation, you agree not to reproduce, redistribute, sell, publish, broadcast, or circulate content to any unauthorized persons. You agree not to mirror any content.
You acknowledge that Structure Studios is providing this content to you only for convenience, and further agree that Structure Studios is not responsible for the content you access.
You agree that you are entirely responsible for any and all activities which occur under your account, including any fees which may be incurred under your password-protected account, whether or not you are the individual who undertakes such activities. You agree to notify Structure Studios immediately of any unauthorized use of your account or any other breach of security in relation thereof known to you.
You acknowledge that this site and the content may include certain inaccuracies or typographical errors which may affect the quality of materials and third-party content. You acknowledge that the materials or any third-party content have not been independently verified or authenticated in whole or in part by Structure Studios, and agree that Structure Studios does not warrant the accuracy or timeliness of materials or the third-party content, and further agree that Structure Studios has no liability for any omissions in the materials and content, whether provided by Structure Studios or any third-party.
The service and content are provided by Structure Studios on an as-is basis, and Structure Studios expressly disclaims any and all warranties, express or implied, including without limitation warranties of merchantability and fitness for a particular purpose, with respect to any service or materials.
Structure Studios represents and warrants that it has the right and authority to make the services and the content available to you as authorized expressly by this agreement.
EXCEPT AS PROVIDED ABOVE, THE SERVICES AND CONTENT ARE PROVIDED ON AN “AS IS”, “AS AVAILABLE” BASIS AND PICTOMETRY AND STRUCTURE STUDIOS EXPRESSLY DISCLAIM ALL OTHER WARRANTIES, INCLUDING THE WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
Limitation of Liability
No Covered Party (as defined below) shall be liable for any loss, injury, claim, liability, or damage of any kind resulting in any way from (a) any errors in or omissions from the Services or the Content, (b) the unavailability or interruption of the Services or any features thereof or the Content, (c) your or an Eligible User’s use of the Services or the Content, (d) the loss or corruption of any data or equipment in connection with the Services or the Content, (e) the content, accuracy, or completeness of the Content, all regardless of whether you received assistance in the use of the Service from a Covered Party, (f) any delay or failure in performance beyond the reasonable control of a Covered Party, or (g) any content retrieved from the Internet even if retrieved or linked to from within the Services.
“Covered Party” means (a) Pictometry and any officer, director, employee, subcontractor, agent, successor, or assign of Pictometry; and (b) Structure Studios and any officer, director, employee, subcontractor, agent, successor, or assign of any third-party supplier of any Content or third-party alliance entity and their affiliates.
TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES WILL THE AGGREGATE LIABILITY OF THE COVERED PARTIES IN CONNECTION WITH ANY CLAIM ARISING OUT OF OR RELATING TO THE ONLINE SERVICES OR THE LICENSED CONTENT OR THIS LICENSE AGREEMENT EXCEED THE LESSER OF YOUR ACTUAL DIRECT DAMAGES OR THE AMOUNT YOU PAID FOR THE ONLINE SERVICES IN THE TWELVE MONTH PERIOD IMMEDIATELY PRECEDING THE DATE THE CLAIM AROSE. YOUR RIGHT TO MONETARY DAMAGES IN THAT AMOUNT SHALL BE IN LIEU OF ALL OTHER REMEDIES WHICH YOU MAY HAVE AGAINST ANY COVERED PARTY.
TO THE FULLEST EXTENT PERMISSIBLE BY APPLICABLE LAW, NEITHER YOU NOR THE COVERED PARTIES WILL BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER (INCLUDING, WITHOUT LIMITATION, ATTORNEYS’ FEES) IN ANY WAY DUE TO, RESULTING FROM, OR ARISING IN CONNECTION WITH THE ONLINE SERVICES, THE LICENSED CONTENT, OR THE FAILURE OF ANY COVERED PARTY TO PERFORM ITS OBLIGATIONS. THE FOREGOING LIMITATION OF LIABILITY SHALL NOT APPLY TO A PARTY’S INDEMNITY OBLIGATIONS OR YOUR (AND YOUR ELIGIBLE USERS’) INFRINGEMENT OF INTELLECTUAL PROPERTY OR MISAPPROPRIATION OF PROPRIETARY DATA BELONGING TO PICTOMETRY OR STRUCTURE STUDIOS.
To the maximum extent permitted by applicable law, Structure Studios shall not be liable to you or third-party claiming through you for any damage suffered as a result of your displaying, copying or downloading information or content available to you on this site or through the software. In no event shall Structure Studios be liable to you or any third-party for any indirect, extraordinary, exemplary, punitive, special incidental or consequential damages (including loss of data, revenue, profits or other economic advantage) however arising, whether for breach or in tort even if Structure Studios has previously advised of the possibility of such possible damage.[from Samsung]
Structure Studios controls and operates this site from its headquarters in the United States of America. If you use this site from outside the United States of America, you are entirely responsible for compliance with applicable local laws, including but not limited to the export and import laws of other countries in relation to the materials and third-party content.
Violation of Terms
If you violate any of these terms, Structure Studios reserves the right to terminate service to you without further notice or explanation. Structure Studios prefers to advise you of your inappropriate behavior and recommend any necessary corrective action. However, flagrant violations of these terms, as determined by Structure Studios in its sole discretion, will result in immediate termination of service.
Updates and Changes
You agree that Structure Studios may make improvements and/or changes in the services and prices described on this site, if any, at any time without notice, and further agree that Structure Studios can revise these terms at any time without notice by updating this posting. Your continued use of the site after such modifications have been made constitutes your acceptance of such revised terms.
In the event of a breach of your obligations under this License Agreement or your payment obligations with respect to access to the Online Services or the Licensed Content, you agree to pay all of Structure Studios’ costs of enforcement and collection, including court costs and reasonable attorneys’ fees.
This agreement constitutes the entire agreement of the parties with respect to its subject matter and replaces and supersedes any prior written or verbal communications, representations, proposals or quotations relating to that subject matter.
The failure of Structure Studios to enforce any right or provision in these terms shall not constitute a waiver of such right or provision unless acknowledged and agreed to by Structure Studios in writing.
Purchase of GIS Credits
GIS credits are valid for one year from date of purchase. If not used, credits expire after one year.
You will indemnify, defend and hold us harmless, at your expense, against any third-party claim, suit, action, or proceeding (each, an "Action") brought against us (and our officers, directors, employees, agents, service providers, licensors, and affiliates) by a third party not affiliated with us to the extent that such Action is based upon or arises out of or is related to your content, your use of the Services or licensed materials, or your violation of these terms.
We will: notify you in writing within thirty (30) days of our becoming aware of any such claim; give you sole control of the defense or settlement of such a claim; and provide you (at your expense) with any and all information and assistance reasonably requested by you to handle the defense or settlement of the claim. You shall not accept any settlement that (i) imposes an obligation on us; (ii) requires us to make an admission; or (iii) imposes liability not covered by these indemnifications or places restrictions on us without our prior written consent.
14.1 LIMITED WARRANTY
If the media supplied to you by Structure Studios containing the Licensed Materials is defective, such media will be replaced without charge if returned to the place of purchase within 30 days after the date of the 1st payment of the license fee. EXCEPT AS SET FORTH IN THE FOREGOING SENTENCE, NEITHER STRUCTURE STUDIOS NOR ANY OTHER PARTY MAKES ANY WARRANTY OR REPRESENTATION, EXPRESSED OR IMPLIED, WITH RESPECT TO THE LICENSED MATERIALS, WHICH ARE LICENSED “AS IS”. ALL OTHER WARRANTIES ARE EXPRESSLY EXCLUDED AND DISCLAIMED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY FOR A PARTICULAR PURPOSE OR USE OF TRADE. ANY STATEMENTS OR REPRESENTATIONS MADE BY ANY OTHER PERSON OR ENTITY ARE VOID. YOU ASSUME ALL RISK AS TO THE QUALITY, FUNCTION, PERFORMANCE, AND ACCURACY OF THE LICENSED MATERIALS.
14.2 LIMITATION OF LIABILITY
IN NO EVENT WILL STRUCTURE STUDIOS OR ANY OTHER PARTY WHO HAS BEEN INVOLVED IN THE CREATION, PRODUCTION, PROMOTION OR MARKETING OF THE LICENSED MATERIALS BE LIABLE TO YOU OR ANY OTHER PARTY FOR ANY SPECIAL, INDIRECT, INCIDENTAL, RELIANCE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, INCLUDING LOSS OF DATA OR PROFITS, OR FOR INABILITY TO USE THE LICENSED MATERIALS, EVEN IF STRUCTURE STUDIOS OR SUCH OTHER PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL STRUCTURE STUDIOS OR SUCH OTHER PARTY’S LIABILITY FOR ANY DAMAGES OR LOSS TO YOU OR ANY OTHER PARTY EXCEED THE LICENSE FEE PAID FOR THE LICENSED MATERIALS. All measurements, calculations or any other information output from Pool Studio, VizTerra, or Vip3D is for general reference only and is NOT intended for actual construction plans. Some jurisdictions do not allow limitations on how long an implied warranty lasts and some jurisdictions do not allow the exclusion or limitation of special, indirect, incidental, exemplary, or consequential damages, or the limitation of liability to specified amounts, so the above limitation and exclusion may not apply to you if prohibited by applicable law. You may also have other rights which vary from jurisdiction to jurisdiction. You agree that this Agreement shall not be subject to the United Nations Convention on Contracts for the International Sale of Goods.
Ambiguities in this Agreement will not be construed against the drafter.
14.3 No Indirect Damages. TO THE EXTENT PERMITTED BY LAW, IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS OR BUSINESS OPPORTUNITIES.
If any provision of this Agreement is determined to be invalid or unenforceable under any applicable law, it shall be deemed omitted and the remaining provisions shall continue in full force and effect. This Agreement may be modified only in writing authorized by Structure Studios. The Licensed Materials’ waiver of any right shall not constitute a waiver of that or any other right in the future. This Agreement shall be governed by and construed in accordance with the laws in the state of Nevada, USA and in US federal courts. This Agreement constitutes the entire understanding between the parties with respect to the subject matter hereof, and all prior agreements, representations, statements, and undertakings, oral or written, are hereby expressly superseded and canceled.
15.1 Force Majeure. Structure Studios will not be liable for any loss, damage, or penalty resulting from delays or failures in performance resulting from acts of God or other causes beyond Structure Studios’ reasonable control.
15.2. Relationship of the Parties. Both you and we agree that no joint venture, partnership, employment, or agency relationship exists between you and us as a result of this Agreement.
15.3. Compliance with Applicable Laws. You shall comply, and shall ensure that any third parties performing sales or referral activities on your behalf comply, with all applicable foreign and domestic laws (including without limitation export laws and laws applicable to sending of unsolicited email), governmental regulations, ordinances, and judicial administrative orders. You shall not engage in any deceptive, misleading, illegal or unethical marketing activities, or activities that otherwise may be detrimental to us, our customers, or to the public. Export laws and regulations of the United States and any other relevant local export laws and regulations may apply to the Structure Studios Products. You will comply with the sanctions programs administered by the Office of Foreign Assets Control (OFAC) of the US Department of the Treasury. You will not directly or indirectly export, re-export, or transfer the Structure Studios Products to prohibited countries or individuals or permit use of the Structure Studios Products by prohibited countries or individuals.
15.4. Severability. If any part of this Agreement is determined to be invalid or unenforceable by applicable law, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of this Agreement will continue in effect.
15.5. Product Display and Colors. Structure Studios attempts to display product colors and images accurately but we cannot guarantee that the color you see on your device screen or monitor will exactly match the product’s color.
Structure Studios respects the privacy rights of all our Members and recognizes the importance of protecting all information that Members may choose to share with us. Whatever the purpose may be, we will only collect information to the extent reasonably necessary to fulfill your requests and our legitimate business objectives. We may use your personal information for other purposes such as “Operational Uses.” For example, we may use your information to send you administrative communications either about your account with us or about features of our software. Your personal information may be used to send you marketing material about our products and services. In order to enhance the overall Member experience while using our software, Structure Studios does collect information regarding Member’s computer and hardware profiles and program use, including library item selections. This collected information may be shared with a third party sponsor, co-sponsor, or other reputable third party that provides products or services that may be of interest to you.
Structure Studios reserves the right at any time to modify this agreement and to impose new or additional terms or conditions on your use of the services or licensed materials. You should look at the terms regularly. We will post notice of modifications to these terms on this page. Such modifications and additional terms and conditions will be effective immediately and incorporated into this agreement. Your continued use of the services or licensed materials will be deemed acceptance thereof.
If you do not agree to the modified terms for a Service, you should discontinue your use of that Service. If it turns out that a particular term is not enforceable, this will not affect any other terms. If you do not comply with the terms of this agreement, and we don’t take action right away, that doesn’t mean that we are giving up any rights that we may have (such as taking action in the future).
You acknowledge that you have read this Agreement, understand it, and that by opening the package or clicking “I agree” you agree to be bound by its terms and conditions. You further agree that it is the complete and exclusive statement of the agreement between Structure Studios and you which supersedes any proposal or prior agreement, oral or written, and any other communications between Structure Studios and you relating to the subject matter of this Agreement. No variation of the terms of this Agreement or any different terms will be enforceable against Structure Studios unless Structure Studios gives its express consent, including an express waiver of the terms of this Agreement, in a writing signed by an officer of Structure Studios.
Should you have any questions regarding this Agreement, you may contact Structure Studios at the email address or phone numbers set forth below.