1. Introduction. Thank you for your interest in submitting material to Trimble, Inc. ('Trimble'). Trimble has adopted the policy with respect to the submission of material that it cannot accept, consider or evaluate any material submitted unless the person submitting such material has agreed to the terms and conditions of this Content Submission Agreement (the 'Agreement'). 'We' and 'us' mean Trimble, Inc. 'You' and 'your' refer to you the submitter of Content to Trimble. 'Content' means any copyrightable material, including but not limited to any and all 3D models, photographs, artwork, articles or text, created by you that we receive from you in connection with this submission in whatever form provided.
2. Submissions. You agree that all Content will be submitted electronically, on CD-ROM, magnetic media or comparable form. You agree that may retain the Content and you release Trimble from any and all liability for any loss or damage thereto, regardless of cause. If the Content or any elements of the Content are not original, novel or valuable or are not copyrightable, or are in the public domain, then Trimble has the right to use such Content or any such elements, notwithstanding the terms and conditions of this Agreement.
3. Licence. By submitting your Content and accepting the consideration set forth in this Agreement, you unconditionally grant to Trimble a non-exclusive, perpetual, irrevocable, worldwide, fully-paid, transferable, right and license, with the right to sublicense through multiple levels of sublicensees, under all of your intellectual property rights in the Content, to (a) reproduce, create derivative works of, distribute, publicly perform, publicly display, digitally transmit, and otherwise use the Content in any medium or format, whether now known or hereafter discovered and (b) exercise any and all other present or future rights in the Content.
4. Consideration. As consideration for license granted to Trimble in this agreement, Trimble will review and evaluate the Content and consider whether to publish, display and distribute the Content to third parties. You agree that you can suffer no damages in excess of $50 from Trimble's use of the Content or for any other claim with respect to the Content or your submission of the Content.
5. Moral Rights. You hereby waive and agree never to assert any claim of Moral Rights in the Content against Trimble or any of Trimble's licensees. 'Moral Rights' means any right to (a) divulge the Content to the public; (b) retract the Content from the public; (c) claim authorship of the Content; (d) object to any distortion, mutilation or other modification of the Content; or (e) any and all similar rights, existing under judicial or statutory law of any country or jurisdiction in the world, or under any treaty regardless of whether or not such right is called or generally referred to as a moral right.
6. Representations and Warranties. You hereby represent and warrant to Trimble all of the following: (a) you are not under 18 years old (if you are, the signatures of your parents or legal guardians are required); (b) you are otherwise legally competent to enter into this Agreement; (c) you are the sole author(s) of the Content; (d) you have the full, exclusive and unqualified right, title and interest in the Content, including the right to reproduce, disclose and license it to us; and (e) the Content does not infringe any copyright or any other intellectual property right of any third party.
7. Governing Law. This Agreement shall for all purposes be governed by and interpreted in accordance with the laws of the State of Colorado without regard to its conflict of law rules. Any suit or proceeding arising out of or relating to this Agreement shall be commenced in a federal or state court in the jurisdiction in which Trimble's place of business is located and each party irrevocably submits to the jurisdiction and venue of such courts.
8. General. This document constitutes the entire agreement between the parties with regard to the subject matter hereof and supersedes all prior negotiations and agreements, whether written or oral. This Agreement may be amended only by a written document executed by authorized representatives of both parties.