TERMS AND CONDITIONS, SHAPEDIVER SOFTWARE-AS-A-SERVICE PRODUCTS
Version March 7th, 2019
1. Description of Services
1.1 ShapeDiver GmbH, FN 443255x, Wattgasse 48, 1170 Wien, Austria, (hereinafter referred to as " ShapeDiver ", “we” or “us”), has developed a technical system (the “ System” ) that displays freely selectable products or other objects in three dimensional form in a browser via the internet, and provides an interface through which these products can be configured, whereby the display constantly adapts to the chosen configuration.
1.2 The System consists mainly of a “ Backend ” which performs geometry processing tasks, a “ Platform ” reachable at the URL “ app.shapediver.com ”, where product models (“Models”) can be managed and a "3D Viewer" which allows interaction with the product. The website www.shapediver.com as well as any other websites under a shapediver.com subdomain are considered part of the System.
1.3 The System developed by ShapeDiver can be integrated or embedded in any online portal. In addition to the three-dimensional representation, the System can provide additional data for each selectable configuration to the customer as well as the vendor, which can be used, among other things, for price calculation, as production data or for compatibility testing.
1.4 Separate dedicated instances of the System (“ Dedicated Systems ”) can be created upon request in various geographical locations. These Dedicated Systems can be configured according to requirements of individual customers. The term “ System ” in this document always refers to any instance of the ShapeDiver technical system, regardless whether it is a Dedicated System or not.
2. Applicability, Amendments and Modifications
2.1 Parties to this Agreement (the " Conditions ") are ShapeDiver, the operators of the System described above as well as the websites “ www.shapediver.com ”, “ app.shapediver.com ” and any other websites under the “*. shapediver.com ” top-level domain, on one hand and you, individually and on behalf of your employer (collectively, “ you ”, “ Content Provider ”, “ Vendor ”, “ User ”) on the other. ShapeDiver and you together are referred to as the "Parties", each being a "Party".
2.2 By registering as well as by merely using of any part of the System , you agree to be bound by these Conditions.
2.3 Unless superseded by a separate written agreement between the two parties, these Conditions shall apply to and be binding with regards to any and all of your use of the System provided by ShapeDiver, as well as with regards to any contract concerning such use between you and ShapeDiver. ShapeDiver hereby expressly rejects any and all of the Customer's terms and conditions, such rejection to extend to all confirmations or communications made by the Customer which attempt to incorporate the Customer's terms and conditions by way of reference. You acknowledge and agree that these Conditions (including any documents referred to herein) will be applicable to any use of the System by you and/or your employees in any way whatsoever, including, without limitation, the types of use described in
2.4 ShapeDiver reserves the right to modify these Conditions at any time and for any reason; such changes may include, but are not limited to, the imposition of new or additional terms or conditions. Any modification of or amendment to these Conditions shall enter into force and be legally binding upon you upon the expiration of one month following notification provided to you. The amendment notification shall include information concerning the material contents of any amendment as well as a reference that any amendment shall become legally binding after the expiration of one month after your receipt of the amendment notification, unless you objected to the amendment in writing within such one month period and terminate the contract in respect of your use of the System.
3. Types of Use and User Roles
3.1 You may use the System in many different ways, and different conditions defined in these Conditions might apply to you depending on the way you use the System . The following user roles are defined by specific ways of using the ShapeDiver System . By using the System in one of the ways described for a user role, you agree to be bound by by all terms and conditions applicable to that user role under these Conditions.
3.2 A “ Commercial Content Provider ” is a commercial entity which uses the Platform to upload and manage models and / or embeds the 3D Viewer in websites other than those owned by ShapeDiver. If physical persons engage in any of these activities in a professional capacity they are hereinafter considered Commercial Content Providers.
3.3 A “ Non-Commercial Content Provider ” is any physical person using the ShapeDiver System for a purpose that is not related to either his/her commercial or professional freelance activity and is therefore considered a consumer (“Verbraucher”) under Austrian consumer protection laws, who uses the Platform to upload and manage models and / or embed the 3D Viewer in websites other than those owned by ShapeDiver.
3.4 The term “ Content Provider ” refers to any Commercial or Non-Commercial Content Providers as defined above.
3.5 A “ User ” is anyone who interacts with any part of the ShapeDiver System either through the Platform or by visiting another website in which any part of the System has been integrated.
3.6 A “ Vendor ” is any entity which sells products or services based on or related to models which have been uploaded to the Platform by any Content Provider . A Vendor might be a Commercial Content Provider , or use the services of a Commercial Content Provider to manage models for their products.
3.7 By interacting with the 3D Viewer , Users can configure products according to the specifications of its Content Provider . For the calculation of all data including the three-dimensional geometry, parametric data models are used which can be created and edited using publicly available software packages. The creation and maintenance of these models, as well as their filling with content such as texts, images and product logic, is carried out by the Content Provider . The models are uploaded by the Content Provider to the servers of ShapeDiver , which then interpret them and make them accessible via the System described above.
4. ShapeDiver Content, Licensing and Usage Rights
4.1 Elements within the System and the contents of all proprietary websites at *.shapediver.com (excluding User Content that is described in Section 5 below), such as text, pictures, illustrations, publicly downloadable website source code as well as design and structure of the System and websites are subject to copyright and trademark protection and the protection of intellectual property. Except as expressly permitted in these Conditions , you may not reproduce, distribute, adapt, modify, translate, create derivative works from, make available, present, perform, publish or otherwise use any portion of these websites or the System for any purpose without express prior written permission from us or the applicable rights holder. You are also expressly prohibited from registering the System or parts of the System as a trademark, taste pattern, utility model, patent or any other industrial property right available in Austria, abroad or internationally. In addition, ShapeDiver is recognized as the originator of the System . This does not, however, limit any rights according to §§ 40d and 40e Austrian Copyright Act.
4.2 Private Users are allowed to reproduce the content or parts by electronic or printed copies. This permission is strictly limited to the personal, private and not-collective use of the information.
4.3 You are granted a limited, any time revocable, royalty-free, non-exclusive, non-sublicensable and non-transferable license to use the System as it is provided by us as set forth in these Conditions , only.
4.4 All software used in connection with the System belongs to us or to third parties, and except as may be required to exercise the foregoing license grant, any other use is prohibited. You accept that we may update any software without notice, at any time and that these Conditions will apply to any updated versions.
4.5 Any infringement of the intellectual property or material rights of ShapeDiver entitles ShapeDiver to prohibit the use of the System without observing a deadline and without notice and to prohibit further use. ShapeDiver expressly reserves the right to assert further claims.
5. User Content:
5.1 During the use of the Services, you may upload certain “User Content” including Models . User Content
includes all these Models , images, and related content, as well as your comments in the forum or the blog,
uploaded by you. Doing so will make you a Content Provider as defined in Section 3. You remain the sole
owner of your User Content at all times and ShapeDiver does not claim any ownership rights.
5.2 You are responsible for ensuring that any submitted User Content complies with all applicable laws and does not infringe any third party rights, and that it is neither offensive nor improper (see Section 7 for details). Furthermore, you represent and warrant that you have all required rights according to your User Content . You shall fully indemnify and hold harmless ShapeDiver in this regard. Thus, you shall also inform ShapeDiver promptly about any legal complaint, claim or action related to your User Content .
5.3 You are solely responsible for safeguarding your User Content , and ShapeDiver is under no obligation to save or store any copies of User Content for future availability. In addition, we reserve the right to delete, deny or limit access to any User Content provided by you without giving any reason.
5.4 Since User Data must be stored in the system, you grant ShapeDiver royalty-free, non-exclusive, worldwide and simple usage rights to the data stored by you in the System . This includes in particular protected trademarks, samples, signs, pictures or designs etc. held by you.
5.5 You may designate any individual Model uploaded by you to the Platform as a “Private Model”. opportunity to do so is provided during the upload process as well as on the Model’s settings page on the Platform at any later point in time.
5.5 You grant ShapeDiver a non-exclusive, royalty-free, any time revocable right to use, publish via the Platform and third-party websites as well as modify your User Content , except for Private Models , for the purposes of developing, distributing, providing, improving, and promoting the System .
5.6 In addition, you grant other Users a non-exclusive, royalty-free, any time revocable right to use and modify your Models . For Private Models , this right is limited to such Users who access websites and other platforms on which you choose to embed or otherwise publish your Private Models through the 3D Viewer or other means.
5.7 Whenever you upload a Model to the System, you must decide which parameters of that model should be exposed to Users for modification. Any license to “ modify ” User Content defined in Section 6 is strictly limited to changing parameters of Models which are exposed by choice of their Content Provider . You are solely responsible for choosing the appropriate parameters of your Models that shall be allowed to be modified by other Users , as well as for deciding whether downloading shall be additionally allowed (eg via creative commons license). However, the full design space including all screenshots and any 3D representation of a model remain the property of its Content Provider at all times.
5.8 You can revoke your license by deleting the respective User Content on the System , except for User Content contributed to the forum or as comments which is licensed under a Creative Commons Attribution-ShareAlike 4.0 International license ( https://creativecommons.org/licenses/by-sa/4.0/ ).
6. Types of Services & Eligibility
6.1 ShapeDiver is pleased to offer free services (" Free Services ") with limited functionality, as well as various tiers of paid service (" Paid Services ") plans with enhanced functionality. Descriptions of the Free Services and Paid Services plans, including pricing, duration, and features, are partly available at https://www.shapediver.com/pricing/ . More detailed descriptions are made available to Commercial Content Providers at our discretion.
6.2 While some Free Services can be used without any registration, you have to validly register in order to be able to upload your own Models to ShapeDiver . The account can be created by filling out the registration form in which you must provide a valid email address, username, and password. With registration, you represent and warrant that you are at least 16 years old and legally competent to use the Services . You are at your sole discretion responsible for keeping the respective account login information confidential and for any and all activities that occur under your account. We are only able to verify whether valid login information is used. You shall notify us immediately if you become aware of any unauthorized use of your login information or other breach of security on the System.
6.3 We may, at our sole discretion, refuse to offer the Services to any person or entity. Furthermore, for such Content Providers who do not currently use any Paid Services at any given time, we retain the right to deactivate, reallocate or rename any usernames at any time without giving any reason.
6.4 ShapeDiver explicitly declines to offer any Paid Services to Non-Commercial Content Providers or any other person classified as a consumer (“Verbraucher”) according to the Austrian consumer protection law (“Konsumentenschutzgesetz”). If you are a consumer as defined above, you may use the System in the role of User or Non-Commercial Content Provider . If you are a consumer as defined above, you agree not to pursue purchasing Paid Services from ShapeDiver or engage in any other contractual relationship with ShapeDiver involving monetary remuneration of products or services.
7. User restrictions and prohibitions
It is important that the System is used safely and in accordance with the law. Thus you are prohibited to use the System, in particular but not limited to:
● Decompile, disassemble, reverse engineer, copy, transfer, or otherwise use the System or any content except as permitted by Austrian Copyright Act
● Promote any illegal activity, or advocate, promote or assist any unlawful act
● Violate legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or that otherwise may be in conflict with these Conditions
● Transmit any material or content that is pornographic, obscene, improper, offensive, threatening, harassing, libelous, hate-oriented, harmful, defamatory, racist, xenophobic, shocking, inappropriate for families, illegal, or otherwise objectionable
● Transmit any material or content that attempts to falsely state or otherwise misrepresent your identity or affiliation with a person or entity
● Transmit material or content that promotes, provides, or relates to instructional information about illegal activities or promotes physical harm or injury against any individual or group
● Transmit or otherwise make available any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation
● Transmit or encourage the transmission of any material that may infringe the intellectual property rights or other rights of third parties, including trademark, copyright, patent, or right of publicity, or which otherwise constitutes or promotes counterfeit materials or goods
● Use the System in a manner that (a) is likely to interrupt, suspend, slow down or hinder the continuity of the System , (b) constitutes an intrusion or attempt to break into the System or our IT infrastructure, (c) will divert of the System’s resources, (d) may place a disproportionate load on the infrastructure of the System , and (e) constitutes an attack on security and authentication measures of the System or our IT infrastructure
● Intrude into a third party’s computer system, engage in any activity that may damage, control, interfere with or intercept all or part of a third party’s computer system and violate its integrity or security, or otherwise transmit any materials or content that is harmful for third party information systems (including but not limited to viruses, worms, Trojans)
● Distribute any part of or parts of the website or the System , including but not limited to any content, in any medium without our prior written authorisation, unless we make available
the means for such distribution through functionality offered by the Service (like the ShapeDiver 3D Viewer )
● Access content through any technology or means other than the model view pages of the Platform itself, the ShapeDiver 3D Viewer , or such other means as we may explicitly designate for this purpose
● Otherwise use the Services for purposes other than those for which they were designed.
Should such infringements nevertheless take place, ShapeDiver may completely block your use of the system without setting a deadline or other prior notice and prohibit both you as well as Users accessing your content from further use of the system.
8. Payment modalities and remuneration
8.1 ShapeDiver makes certain extended features and capabilities of the System available as Paid Services . These features can be purchased through Subscription Service Orders.
8.2 ShapeDiver will make a detailed description of each available feature and corresponding pricing information available to you on request. This information may be provided as part of the ShapeDiver website under the URL www.shapediver.com/pricing , it may be sent to you in the form of price lists and product descriptions or it may become part of a specific written contract between you and ShapeDiver . In any case, a written description of the purchased service must be the basis of any Subscription Service Order .
8.3 Every Subscription Service Order covers a predefined time frame (the “ Service Period ”) during which it allows you to use the respective Paid Service . All Subscription Service Orders must be prepaid in full before the start of their Service Period in order to assure the provision of the Paid Service during the full Service Period.
8.3 ShapeDiver may offer Paid Services either for a fixed price for the duration of its Service Period or for a variable price based on the volume of your use of the System during the Service Period . Therefore, Subscription Service Orders may specify limits for the amount of use covered by their prepayment amount, and may also include or refer to volume based pricing tables covering the case when your use of the System exceeds the prepaid volume.
8.4 Unless specified otherwise in a Subscription Service Order , the volume of System use is measured using a system of “ Sessions ” and “ Credits ”. Whenever someone establishes a connection to our servers to load one of your models, typically by visiting a website in which it is embedded using the ShapeDiver viewer, we call that a Session . A Session can be over within seconds if the user leaves your website immediately, but theoretically it can also last for a very long time. Our servers automatically close every Session after a user has not interacted with the model for one hour. Sessions are important in terms of analytics, because it might be interesting for you to know how your users interact with your models.
8.5 If a single website embeds several instances of the ShapeDiver 3D Viewer , a Session is opened for each of these viewer instances whenever that page is being viewed by a User .
8.6 Instead of charging for the whole Session duration which might include lots of idle time, we charge you one Credit for each 10 minute period within a Session in which a User actively interacts with the model, for example by changing parameters. The first Credit is always charged when a Session starts, and then another one every 10 minutes as long as the user is actively working with your model. If a User comes back to his Session after a longer break, the 10 minute intervals start again, but you will not be charged any credits for extended periods of inactivity. Individual Subscription Service Orders may specify a different number of Credits being charged per 10 minute interval.
8.7 Unless stated otherwise in a Subscription Service Order , any Session initiated within any given calendar month, originating on any website using any of the Models uploaded by you to the System, will be counted towards the prepaid number of Credits covered by the Subscription Service Order . The System allows you to specify which of your models may be embedded on which domain or website, via the model settings page on the Platform . Embedding of your models on other websites will be blocked by the System, protecting you from illicit initiation of Sessions through other domains.
8.6 Every Subscription Service Order covering a limited number of Credits must specify a Credit Price for Excess Credits not covered by the order’s prepaid amount. These E xcess Credits will be invoiced at the end of each calendar month within the Service Period in increments of 10% of the prepaid Credits . As an example, if a Subscription Service Order covers 1000 Credits for a given calendar month, and 1090 Credits are actually used, no excess charges apply because the 90 Credits represent less than 10% of the prepaid number of Credits . In the case that 1290 Credits are actually used, 200 excess Credits will be charged at the end of that month (20% of 1000 = 200).
8.7 You may review information about your active subscriptions, the amount of Sessions and Credits used in the current and in previous calendar months and other statistical information regarding your 3D models and their use by other Users at any time using your “ Dashboard” page, which is part of the Platform .
8.8 A Subscription Service Order may specify the number of domains from which Sessions may be initiated. Any Subscription Service Order which does not specify a number of domains explicitly is agreed to cover only Sessions initiated from a single domain.
8.9 Any invoice issued by ShapeDiver which refers to these Conditions is understood to be a proposed Subscription Service Order as defined in these Conditions . That Subscription Service Order becomes effective once the invoice has been paid by you, and you acknowledge and accept that all provisions in these Terms and Conditions apply to the Subscription Service Order .
8.10 Additional or differing terms for a Subscription Service Order may be defined in a written contract between you and ShapeDiver. Such terms do only apply if the respective contract has been duly signed by an authorized representative of ShapeDiver, if it specifies explicitly which provisions of these Conditions are replaced, and if the corresponding invoice clearly references the respective contract.
8.11 All prices communicated by us on our website, in price lists or any other documents or material provided by us, shall be "ex works", in Euros, plus applicable taxes, duties, levies and custom duties and already include any discounts. Any such taxes will be applied once an invoice is issued.
8.12 You shall not be entitled to withhold payments either wholly or in part, until, for example, performance disruptions have been completely eliminated and / or all agreed deliveries and services have been duly rendered. You are under no circumstances entitled to offset your own claims against claims of ShapeDiver, as long as they have not been explicitly acknowledged in writing by ShapeDiver or legally established in court. Furthermore, you are not entitled to assign claims against any third party to ShapeDiver.
8.13 Should a Subscription Service Order not have been prepaid at the beginning of its Service Period we will send you a first reminder at the beginning of the Service Period , and a second reminder seven days later if we haven’t received the payment until then. In the case that the Service Period of the Subscription Service Order in question directly follows the Service Period of a previous Subscription Service Order , we reserve the right to block your access to the ShapeDiver System seven days after we have sent the second reminder if we have not received the payment of the full amount at that time. If the Service Period of the Subscription Service Order in question is not directly preceded by another one, we reserve the right to delay the activation of your access to the System until we have received the respective payment.
9. Availability, Warranty
9.1 ShapeDiver provides the System with due care. However, according to the vast amount of data and the existing security risks of the internet, it is not possible to entirely avoid errors, infringements by third parties or mistakes. In consideration of these circumstances, some information may not be up to date, complete or accurate. ShapeDiver cannot guarantee for completeness, reliability, or timeliness of the provided content. ShapeDiver will make diligent efforts to eliminate any noticed errors as soon as possible.
9.2 Any warranties or guarantees granted in Section 10 and more generally under these Conditions are exclusively granted to Commercial Content Providers regarding the use of Paid Services . Any Free Services are provided as is, without warranties of any kind, either express or implied, unless such warranties are legally incapable of exclusion. Regarding Free Services , ShapeDiver is entitled to terminate these without prior notice.
9.3 ShapeDiver warrants that the System will function substantially in accordance with the documentation provided at support.shapediver.com for any prepaid usage period according to the respective invoice, from the date of delivery. Notwithstanding this, ShapeDiver does not warrant that the System will function properly or fault-free, as long as software failures are caused by (i) software changes by someone other than ShapeDiver ; (ii) the system being used in a way that does not comply with these Conditions and the documentation; (iii) hardware or software that is not part of the system; (iv) hardware or software which is not supported; (v) a software version withdrawn by ShapeDiver ; or (vi) by misuse or corruption of the System .
9.4 ShapeDiver will use reasonable efforts to ensure that the System is always available to you. ShapeDiver guarantees you an accessibility of the System of 98% in the annual average. This does not apply to periods in which the servers can not be reached via the internet due to technical or other problems that are beyond our control. In the event that we are unable to provide access for reasons beyond our control, we will communicate the reasons for the outage and expected duration of the outage clearly and explicitly to you. These outages could be due to third parties that the Service depends on, such as, but not limited to Amazon AWS or other third party service providers.
9.5 Scheduled or necessary maintenance work that results in downtime and was communicated to you in good time (at least 24 hours in advance) will be counted as accessible time.
9.6 While we will make commercially reasonable attempts to backup all User Content , in the event of recovery from disaster, you may have to reconfigure the System to get it back to the state it was in before the outage.
9.7 The System is hosted by a third party hosting service provider. ShapeDiver and its third party service providers have implemented and maintain commercially reasonable technical and organizational security measures designed to meet the following objectives: (a) ensure the security and confidentiality of User Content in ShapeDiver's and/or its third party service providers' custody and control; (b) protect against anticipated threats or hazards to the security or integrity of User Content ; (c) protect against unauthorized access to or use of User Content ; (d) encrypt User Content and data during transmission by ShapeDiver and its third party service providers and when being uploaded by you for use in connection with the System using an https connection; and (e) ensure that ShapeDiver’s return or disposal of User Content is performed in a manner consistent with the foregoing. However, we cannot guarantee that unauthorized third parties will never be able to defeat those measures to access your data for improper purposes. You acknowledge that there are risks inherent in internet connectivity that could result in the loss of your privacy, confidential information and property.
9.8 ShapeDiver under no circumstances warrants hardware or third party software. If ShapeDiver supplies hardware or third party software, ShapeDiver will assign warranty claims from the manufacturers to the user and the customer, to the extent that they are offered by the respective manufacturers. Direct claims against ShapeDiver are expressly excluded.
10. Liability & Indemnification
10.1 ShapeDiver shall be liable for damages according to the following items only: a) In case of intentionally caused damages, ShapeDiver shall be liable according to legal regulations. b) In case of gross negligence, the liability of ShapeDiver shall be limited to the amount you paid for the Service Period in which the liability arises, only if you have paid fees for the use of the System, provided no enforceable laws specify otherwise. If the overall damages exceed the maximum limit specified above, claims to compensation of the individual damaged parties shall be proportionate. c) In case of light negligence, liability on behalf of ShapeDiver shall be excluded. ShapeDiver’s liability shall therefore be limited to those cases that were caused intentionally or due to gross negligence, whereby you shall be responsible for providing proof of the damage. If the reasons and amounts have not been previously acknowledged by ShapeDiver in writing, all damage claims must be enforced by a court of law within a year from when the damage occurred, or claims shall expire.
10.2 ShapeDiver shall not be liable for lost profits, financial losses, lost earnings, frustrated expense, lost savings, immaterial damages, exemplary damages, punitive damages, indirect damages, and subsequent damages due to defects, damages resulting from third-party claims, as well as data loss and damages that result due to force majeure or strikes, even if ShapeDiver has been advised of the possibility that such data loss or damages could occur. ShapeDiver shall not be liable for actions and inaction on behalf of third parties. In any case, liability for data loss shall be excluded, provided no other agreements regarding data loss have been signed.
10.3 You shall inform ShapeDiver immediately if third parties assert a violation of rights by the System or by using the System . ShapeDiver will assist the you and, if necessary, (i) provide you with the right to continue using the system, or (ii) replace or modify the System or parts thereof so that the rights of third parties are no longer violated. Should the further use of the System without the violation of the rights of third parties be no longer possible, you are obliged to stop the use of the System without delay.
10.4 You shall fully indemnify and hold ShapeDiver harmless from and against any claims arising out of (I) your breach of these Conditions , (ii) your violation of any third party right, including without limitation any intellectual property, right of publicity, or privacy right and/or (iii) any claim that any of your User Content caused damage to a third party.
10.5 Contracts regarding the products offered by a Vendor and purchased by Users are exclusively concluded between the Vendor and the User . ShapeDiver serves as a technical platform for displaying and configuring products or other content provided by the C ontent Provider and/or Vendor . Accordingly, the Content Provider and/or Vendor is solely responsible for any interactions with the User . The Vendor and/or Content Provider has to comply with the statutory provisions on far-distance selling as well as the relevant consumer protection regulations. This shall apply in particular to any rights of return or withdrawal of the User . All claims, such as warranty or damage compensation, must be handled directly between the Vendor and/or C ontent Provider and the User . ShapeDiver explicitly declines any involvement in handling such claims. ShapeDiver is solely responsible for the technical operation of the System in accordance with the provisions of these Conditions .
10.6 ShapeDiver assumes no liability, warranty or guarantee as to the results that may be obtained from use of the System, or for any content displayed or provided through the use of the System. These are exclusively handled by the Vendor and/or Content Provider . In particular, no guarantees or warranties shall be accepted for the colours, dimensions, sizes, or other product properties for content provided by the Vendor and/or C ontent Provider . The C ontent Provider is responsible for the correctness of the data provided by him or her.
10.7 ShapeDiver is also not liable for the correctness of production data generated by the System or other data on the basis of which legal transactions are performed between Vendors , Content Providers , Users and/or third parties, such as information on the volume, surface or weight of a product. Any calculations in this regard are based on the parametric 3D models created and/or supplied by the C ontent Provider . Therefore, the C ontent Provider’s sole responsibility is to define, verify and correct any such calculations.
10.13 If you find precarious and/or inadmissible content, you may report it to email@example.com. ShapeDiver will review reported content and make diligent efforts to eliminate infringing content, and to take legal action, as appropriate.
12.1 Licensing by ShapeDiver according to Section 4 and your right to use the System will be granted until revoked by ShapeDiver and therefore generally for an unlimited time frame. ShapeDiver is entitled to declare the revocation of the licensing agreement or the termination of these Conditions at any time subject to a 30-day notice period by notifying you of the effective date of that termination and payment of any amounts due you under Sections 12.4 and 12.5. The revocation or termination does not require any justification. You shall, in the event of termination by ShapeDiver , not make any claims whatsoever against ShapeDiver except those specified in Sections 12.4 and 12.5 and cease the use of the System at the end of the termination period. You will return all materials provided by ShapeDiver or destroy them at the order of ShapeDiver .
12.2 You may terminate the use of the System at any time, delete your data in the System , and express that you are no longer interested in any further use of the System . Such behavior is equivalent to termination of any active Subscription Service Order by you for convenience and is respected and accepted by ShapeDiver .
12.3 ShapeDiver shall in all cases have the right to revoke and terminate for important cause. Such revocation or termination for important cause may be made without observance of a prior period. Important reasons are, in particular, if you repeatedly violate these Conditions . Furthermore, the substantial deterioration of your assets as well as, in particular, the opening of insolvency proceedings over your assets or the failure to open insolvency proceedings for lack of assets is an important reason.
12.4 Upon the expiration or termination of a Subscription Service Order or these Conditions for any reason, within thirty (30) days following the effective date of termination, (a) you shall promptly pay to ShapeDiver all undisputed amounts due and payable thereunder; and (b) ShapeDiver shall promptly refund any Fees pre-paid for which Services have not been rendered as detailed in Section 12.5 below.
12.5 For Subscription Service Orders , you shall pay for any Subscription Services which have been rendered prior to the effective date of termination. ShapeDiver shall refund any pre-paid fees for Subscription Services which were not rendered following the effective date of termination only if the Subscription Service Order is terminated by ShapeDiver without important cause.
13. Severability clause:
Should any provision of these Terms and Conditions be or become invalid or impracticable in whole or in part, this shall not affect the effectiveness or feasibility of the remaining provisions. Both ShapeDiver and you agree to replace an ineffective or impracticable provision with an effective or feasible provision that is as close as possible to the economic content of the ineffective or unenforceable provision.
14. Place of fulfillment and jurisdiction:
14.1 The place of fulfillment shall be the headquarters of ShapeDiver GmbH at Wattgasse 48 in 1170 Vienna, Austria.
14.2 Any legal dispute arising from the use of the System shall be governed exclusively by Austrian substantive law, without giving effect to any principles of conflicts of law. The applicability of UN sales law is hereby explicitly excluded.
14.3 All disputes directly or indirectly relating to or in connection with the use of the System , including the question of the applicability of these Terms and Conditions , shall be governed exclusively by the Austrian court having jurisdiction ratione loci and ratione materiae for 1170 Vienna, Austria.
Any notifications to ShapeDiver with regard to these Conditions must be made in writing, either by mail to our mailing address ShapeDiver GmbH, Wattgasse 48, 1170 Wien or to our email address firstname.lastname@example.org All notifications to you will be directed in writing in electronic form to the e-mail address you indicated during registration, and shall therefore satisfy the written requirement. The contractual parties shall be obligated to inform each other immediately regarding any changes to e-mail addresses. If this is neglected, notifications to the last-known indicated e-mail address shall be considered valid and legally applicable.
16.1 We provide an extensive documentation for all of our Free and Paid Services accessible at support.shapediver.com and a complete reference of our API at shapediver.com/api . In addition, our staff
and the ShapeDiver community provide support through our forum at forum.shapediver.com .
16.2 If you have purchased a Paid Service, in case of unexpected unavailability or technical problems with the System which you assume to be caused by ShapeDiver you may file a support ticket by writing to
support @shapediver.com . We will investigate the issue and get back to you as soon as possible. If no other Support Level Agreement applies, we will do our best to reply to your ticket within one business day after we have received it. Austrian bank holidays are not considered business days under this provision.
If we find that the System is functioning according to the documentation and that the reported problems are caused by factors outside our control such as issues with your 3D model or your use of our API, we will try to provide hints but can not offer unpaid support under this provision.
16.3 If you require dedicated personal support or training by our expert staff regarding any aspect of using ShapeDiver , we can offer you pre-paid support packages as well as support based on an hourly rate.
For detailed terms regarding commercial support, please contact us at email@example.com .
17. Browser Support
To display 3D content in real-time we use WebGL, which is a standard in most modern browsers. You can check if your browser is compatible on http://get.webgl.org/
For more technical details about WebGL on your machine, see http://webglreport.com/
ShapeDiver is tested and compatible with the current versions of the browsers in the lists below. Other browsers may work as well, but we are unfortunately unable to provide support regarding problems arising from their use.
● Mozilla Firefox
● Google Chrome
Safari must be enabled manually in 7.1.3 [OS X 10.9] and earlier. Go to Safari → Preferences → Advanced and check Show Develop menu in menu bar. Go to Develop → Enable WebGL.
● iOS 8+
● Android 4.0
○ Firefox beta
○ Google Chrome
18.1 ShapeDiver and you shall bear all costs associated with any contractual negotiations or the performance of these Terms and Conditions , including all advisory fees for lawyers and tax consultants themselves, and without any claim for compensation.
18.2 These Terms and Conditions oblige you and your legal successors in accordance with their provisions. You are not entitled to transfer to third parties, without prior consent of ShapeDiver , any agreements that have been concluded on the basis of these Terms and Conditions or rights and obligations which have been established on the basis of these Terms and Conditions .
18.3 If ShapeDiver does not exploit or enforce any right or remedy under these Terms and Conditions , this does not constitute a waiver of ShapeDiver's right to assert such rights or the right to appeal at a later date, irrespective of the date or period of such omission. Any dispense with ShapeDiver in this regard shall be subject to the validity of the written form.
18.4 A “third party” within the context of use of this term according to these Terms and Conditions shall include any natural or legal person who differs from the contractual partners within the legal sense.
The effective date for these Conditions is March 7th, 2019