Bluebeam Developer Terms of Use

These Bluebeam Developer Terms of Use (“Terms of Use”) are a legal agreement between YOU (“You”, “Your” or “Developer” includes a person and/or entity) and Bluebeam, Inc., its subsidiaries, affiliates and licensees (collectively “Bluebeam” or “we”).  Please carefully read these Terms of Use before investing Your time in using the Developer Platform.

1. Acceptance. Your use of the Bluebeam Developer Platform as described below is subject to these Terms of Use, which operate in conjunction with the Bluebeam End User License Agreement (“EULA”) for Bluebeam Revu®, the Bluebeam Online Privacy Policy, the Bluebeam Developer Network Branding Guidelines, and the Bluebeam Studio Terms of Use Agreement.
   The current EULA and Privacy Policy can be found at http://www.bluebeam.com/Revu/EULA and http://www.bluebeam.com/us/company/privacy-policy.asp.  The most recent Bluebeam Developer Network Branding Guidelines can be found at https://developers.bluebeam.com/articles/branding-guidelines. The Developer Platform is run and operated by Bluebeam, and by choosing to Accept these Terms of Use, You agree to be bound by a) these Terms of Use and b) the laws of the United States of America.
2. Definitions. The following definitions apply to these Terms of Use.
   a) API: The Bluebeam Application Program Interface, which includes the programming instructions, standards, protocols, and tools for building Integrations.
   b) Bluebeam Technology: The Bluebeam Developer Platform, Bluebeam Revu and Bluebeam Studio or Studio Prime.
   c) Developer: An individual or entity which has received a Developer License from Bluebeam pursuant to these Terms of Use and is authorized to use the Developer Platform.
   d) Developer Platform: The Studio API, API SDKs, scripts, buttons, widgets, app keys, access keys, sandbox environments, developer web pages, and documentation.
   e) Documentation: These Terms of Use, the Bluebeam Developer Network Branding Guidelines, the Bluebeam Online Privacy Policy, the Studio End User License Agreement, and Revu End User License Agreement.
   f) End User(s): Collective term for all users of both (1) Bluebeam Studio™ and/or Studio Prime™ and (2) Your Integration(s).
   g) End User Account: The Bluebeam Studio and Studio Prime account created for an End User.
   h) End User Data: All End User specific data, material, content and information obtained by, provided or submitted, to, or through, the Bluebeam Developer Platform or Your Integration, as the case may be, including, without limitation, personally identifiable information, files, activity logs, End User account information, information generated by End User-initiated automated processes and documents uploaded by End Users such as building plan prints, photos, images, cut sheets, and any annotations, notes or other written or electronic additions to those documents.
   i) Integration(s): Your Application Software or Integration that utilizes the Developer Platform.
   j) Party or Parties: The Parties to these Terms of Use, i.e. You and/or Bluebeam.
   k) Production Access Key: The credentials Your Integration uses to access the Studio API server, allowing Your Integration to be used by End User accounts in production.
   l) Sandbox: A Studio Prime environment offered to Developers for the testing of Your Integrations.
   m) Studio Platform: Collective term for all Bluebeam products and features that connect to Bluebeam Studio and Studio Prime collaborative cloud environment, including all hosted Studio Projects, Studio Sessions, End User accounts, and the activity therein.
   n) Test Access Key: The credentials Your Integration uses to gain access to the Studio API server, allowing You to test Your Integration.
   o) Third Party: An individual or entity other than You or Bluebeam.
   p) Third Party System: Any additional systems, not created by the Developer or Bluebeam, that are utilized by Your Integration
3. Developer License. Subject to these Terms of Use, Bluebeam hereby grants to You a non-sublicensable, non-exclusive, non-transferable right to use the Developer Platform in the manner and for the purposes described in the Documentation (“Developer License”).  This Developer License can be terminated in accordance with Section 4, Termination.
4. Termination
   a) Termination for convenience. Either Party may terminate the Developer License and these Terms of Use for convenience upon providing at least thirty (30) days’ prior written notice to the other party.  Bluebeam shall notify You via the email address You provided during Your Bluebeam Developer Account registration.  Bluebeam can be notified at sales@bluebeam.com.  If You have an Integration approved by Bluebeam, You have a one (1) year Period after such termination to sell, market or distribute Your Integration; during this Period You will continue to be bound by these Terms of Use.  If You have an Integration that has yet to be approved by Bluebeam, and notice of termination is provided as set forth above, these Terms of Use and the Developer License will terminate at the end of the 30 day notice period.
   b) Termination for cause. Bluebeam may terminate Your Developer License or suspend Your access to the Developer Platform: (a) if You breach any provision of these Terms of Use and such breach is not cured within ten (10) business days after notice of such breach; (b) for non-payment of any fees; (c) if Bluebeam is required to do so by law; (d) if Bluebeam ceases to offer any services covered by these Terms of Use; (e) if Your use of the Developer Platform or Your Bluebeam Developer Integration becomes a threat to cause loss or damage to End Users or the Developer Platform or Bluebeam Technology; or (f) in order to address any security threat.
   c) No Access. UPON ANY TERMINATION OR SUSPENSION OF ACCESS TO THE DEVELOPER PLATFORM, YOU MAY LOSE ACCESS TO ANY CONTENT, MATERIALS, OR INFORMATION THAT YOU PROVIDED TO BLUEBEAM THROUGH THE DEVELOPER PLATFORM RELATED TO YOUR INTEGRATION.
   d) Survival. Upon termination of the Developer License and these Terms of Use: (a) the Developer License granted will terminate and the Developer will cease to create, certify, sell, market, or distribute any new Integrations or any new versions of already existing Integrations except as otherwise expressly permitted under these Terms of Use, and (b) an existing End User shall be able to utilize the Integration for no more than one year after the termination of this Agreement.
5. Bluebeam Developer Platform Updates. The Developer Platform will be updated on an ongoing basis as needed at the sole discretion of Bluebeam.  Bluebeam will use best efforts to provide advance notice at least five (5) business days prior to a new Bluebeam API release, including detailed release notes of content related to the Bluebeam API, but is under no obligation to do so.  All Bluebeam Developer accounts will have access to these changes.
6. End User Data and Information. The Developer will use at least industry standard technical, administrative and procedural safeguards to protect the confidentiality and integrity of End User Data obtained through any Integrations, if any.  Each Party must respect the privacy of End User Data consisting of personally identifiable information.  If the Developer obtains End User Data consisting of personally identifiable information, such Party must ensure that it is collected, processed, transmitted, maintained, and used in compliance with all applicable laws, industry standard security practices, and a privacy policy that the Developer posts and makes clearly available to End Users who are using the Integrations.  The Developer will notify Bluebeam if for any reason it is unable to meet its security obligations hereunder with respect to End User Data consisting of personally identifiable information, and, in such instance, the Developer agrees to either cease processing such End User Data or remediate such situation so that such obligations can be met.  The Developer agrees to reasonably assist Bluebeam with any individual request or complaint process with respect to the use of such individual’s personally identifiable information as a result of the Integrations.
7. API Versioning. If Bluebeam deprecates major version releases of the API, the Developer will be notified and will have six (6) months from the date of release to migrate to the new release (“Grace Period”).  The Developer will receive notification when a major version has been deprecated.  Unless otherwise agreed to in writing by Bluebeam, the Developer will lose access to the deprecated version immediately following the Grace Period.
8. Intellectual Property. As between the Parties, (a) Bluebeam retains all right, title and interest in and to (i) the Bluebeam Technology, (ii) all Bluebeam Documentation and materials it makes available in connection with the Bluebeam Service and Bluebeam Developer Platform, and (iii) the Bluebeam trademarks, and (b) Developer retains all right, title and interest in and to (i) the Integration(s) and (ii) the Developer’s trademarks and service marks.  No joint development is intended between the Parties under these Terms of Use.
   The Developer has paid no consideration for the use of Bluebeam’s trademarks, copyrights, trade name or other designations, and nothing contained in these Terms of Use nor the use by the Developer, shall give the Developer any interest in any such trademarks, copyrights, trade names or other designations.  The Developer agrees that the Bluebeam trademarks are and will remain the sole property of Bluebeam and that the use thereof will inure to the benefit of Bluebeam.  The Developer agrees that any Integration (or subscriptions to such services) sold, distributed or otherwise provided to any third party displaying Bluebeam’s trademarks must conform to Bluebeam’s quality standards, and agrees to cooperate with Bluebeam in monitoring the nature and quality of such Integrations.
   You agree that You will not at any time during or after these Terms of Use assert or claim any interest in or do anything which may adversely affect the validity or enforceability of any trademark, trade name, copyright or patent belonging to or licensed to Bluebeam.  You will not register, seek to register, or cause to be registered any of Bluebeam’s trademarks, patents, trade designations or copyrights, nor shall You adopt or use any trademark or trade name that might be confusingly similar to Bluebeam’s trademarks or trade names.
   Except as permitted by these Terms of Use, You shall not (a) sublicense, sell, transfer, assign, distribute or otherwise commercially exploit the Bluebeam Technology; (b) modify or create derivative works of the Bluebeam Technology; (c) reverse engineer or access the Bluebeam Technology in order to build a product using features, functions or graphics similar to the Bluebeam Technology; (d) copy any features, functions or graphics of the Bluebeam Technology.
9. Your Integrations and Use of the Developer Platform. Any use of the Developer Platform must comply with the Bluebeam policies and requirements set forth on the Bluebeam Developer websites or other documentation provided by Bluebeam (including minimum security requirements), which may be modified from time to time.  You will need to apply for Test Access Keys and Production Access Keys for Your Integrations to gain access to certain features of the Developer Platform.  We may deny those requests, or revoke access, if we believe You are in violation of these Terms of Use.  Prior to making Your Integration available in an official production capacity, You must obtain written approval for the Integration from Bluebeam’s Integrations team by emailing sales@bluebeam.com.
10. Prohibited Actions. You, Your use of the Developer Platform, and Your Bluebeam Developer Integration must not, and must not attempt to: use, display, mirror, frame (including in meta-tags or hidden text), or reverse engineer any Bluebeam Technology, including the Bluebeam API, or any individual element of Bluebeam websites, or the layout and design of any page or form contained on a page, without Bluebeam’s written consent; mislead, confuse, or surprise End Users, or misuse the Developer Platform or help anyone else to do so. For example, Your Bluebeam Developer Integration should be transparent with End Users about what it does – You should get an End User’s consent to (i) modify that End User’s account settings, data, or device, (ii) store or share that End User’s content, or (iii) attempt to gain any rights to that End User’s content.
11. Third Party System. When integrating with a Third Party System, You must also abide by all agreements inherent in that system.  The Developer will disclose in writing to End Users that End User Data may be transferred to a Third Party as a result of using certain functionality (i.e., Your Integration) related to such Third Party’s product or service and that such End User Data will be subject to the Third Party’s privacy policy.
12. Platform Usage
    a) Bluebeam may review the Developer Platform (including how our services are being accessed and used), but You acknowledge that Bluebeam has no obligation to do so. Bluebeam is not responsible for files, End User posts on our forums, or any other third party information accessible through the Developer Platform.
    b) To protect against malicious activity, Bluebeam may limit the number of calls accepted by services on the Developer Platform if Bluebeam believes that the number of calls may negatively impact the Developer Platform or any other Bluebeam Technology.
13. Bluebeam products and feedback. These Terms of Use do not grant You any rights in any of Bluebeam’s services or software or the content accessed through them.  While we appreciate it when developers send us feedback, please be aware that we may use, modify, and incorporate into our products and services and license and sublicense any feedback, comments, or suggestions You send us or post in our forums without any obligation to You.
14. Other Platforms and Users. You are fully responsible for any dealings with (a) the platforms and operating systems on which Your Integration is distributed and used, and (b) the users of Your Integration.  Bluebeam has no obligation to provide support to End Users for Your Integrations or Your use of the Developer Platform.
15. Endorsements. Unless You have Bluebeam’s written permission, You must not state or imply any endorsement by Bluebeam of Your Integration or other products or services, and You must not make any representations about Your Integration, the Developer Platform, or Bluebeam’s products or services that are false or misleading.
16. Technical Support. You are solely responsible for technical support of Your Integrations.  Bluebeam will only support product functionality and workflows available without the dependence on Integrations.  You will promptly notify Bluebeam of any service issues or complaints You receive from Your End Users regarding Bluebeam products.  Bluebeam may use, modify, and incorporate into its products and services and license and sublicense any feedback, comments, or suggestions You provide or post in our forums without any obligation to You.  At no time will Bluebeam provide API or development support directly to Your End Users.
17. Disclaimer. All functionality introduced by Integrations are Your sole responsibility.  Bluebeam is not liable for any Integration, or other developer service that results in a loss of End User Data, unauthorized access to End User Data, or the interruption of End User’s access to Platform Data.
18. Trademarks. Please refer to the Bluebeam Developer Network Branding Guidelines for terms relating to use of trademarks and guidelines for naming Integrations.
19. Representations. You represent that: (a) all information You have provided and will provide to Bluebeam is true, accurate, and complete; (b) You have not previously had a Bluebeam account which has been terminated by Bluebeam (or have made us aware of that in connection with Your current application); (c) You have the full right, power, and authority to make, distribute, operate, support and promote Your Bluebeam Developer App, use the Developer Platform, and to enter into these Terms of Use; and (d) Your Integration, its contemplated use, and Your use of the Developer Platform will not violate the intellectual property rights or other rights of others, or violate any laws.
20. Disclaimer. EXCEPT AS EXPRESSLY SET FORTH IN THESE TERMS OF USE, THE BLUEBEAM TECHNOLOGY, DEVELOPER PLATFORM, AND ALL BLUEBEAM SOFTWARE ARE PROVIDED “AS IS”, AT YOUR OWN RISK, WITHOUT EXPRESS OR IMPLIED WARRANTY OR CONDITION OF ANY KIND. BLUEBEAM ALSO DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.
21. Indemnity. You agree to indemnify, defend, and hold Bluebeam, our affiliates, agents, and licensors harmless from all costs and expenses (including reasonable attorneys’ fees) arising from any End User or third party claim relating to: (a) Your breach of these Terms of Use, including any obligations with respect to End User Data, or any act or omission by You in connection with Your use of the Developer Platform; or (b) Your Integrations.  An indemnified Party will be entitled, at its expense, to participate in the defense and settlement of the claim or action with counsel of its own choosing.  An indemnifying Party may not settle any claims that limit the indemnified Party’s rights without its prior written consent (which will not be unreasonably withheld).
22. Limitation of Liability. TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL BLUEBEAM, ITS AFFILIATES, OR AGENTS BE LIABLE TO THE DEVELOPER FOR (A) ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL (INCLUDING LOSS OF USE, DATA, BUSINESS, OR PROFITS) DAMAGES, REGARDLESS OF LEGAL THEORY, OR (B) LOSS OF USE, DATA, BUSINESS, REVENUES, OR PROFITS (IN EACH CASE WHETHER DIRECT OR INDIRECT), EVEN IF SUCH PARTY KNEW OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. TO THE FULLEST EXTENT PERMITTED BY LAW.  THE MAXIMUM AGGREGATE LIABILITY OF BLUEBEAM, ITS AFFILIATES, AND AGENTS FOR ALL CLAIMS RELATING TO OUR SERVICES WILL NOT BE MORE THAN THE GREATER OF $100 OR ANY AMOUNTS PAID BY YOU TO BLUEBEAM FOR THE SERVICES IN QUESTION DURING THE TWELVE MONTHS PRIOR TO THE EVENT GIVING RISE TO LIABILITY.  THE FOREGOING LIMITATIONS SHALL APPLY EVEN IF THE DEVELOPER’S REMEDIES UNDER THESE TERMS OF USE FAIL OF THEIR ESSENTIAL PURPOSE.
23. Modification. We may revise these Terms of Use and related documentation (Bluebeam Developer Network Branding Guidelines, Studio End User License Agreement, Revu End User License Agreement) from time to time and the most current version will always be posted on our website, so please check this site regularly.  By continuing to access or use the Developer Platform after revisions become effective, You agree to be bound by the revised Terms of Use.  If You do not agree to the new terms, then You may terminate the Developer License and these Terms of Use for convenience in accordance with these Terms of Use.
24. Governing Law and Arbitration. These Terms of Use are governed by the laws of the United States and the State of California, without reference to conflicts of law principles.  The application of the United Nations Convention of Contracts for the International Sale of Goods is expressly excluded.  Any controversy or claim, whether in law or in equity, arising out of or relating to this contract, or the breach thereof, shall be settled by arbitration in Los Angeles County administered by JAMS in accordance with its Streamlined Arbitration Rules & Procedures, and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof.  The decision of the arbitrator(s) shall be final and not appealable.  Notwithstanding the foregoing, nothing herein shall limit Bluebeam’s ability to seek injunctive or other equitable relief for violation of these Terms of Use in any court of competent jurisdiction.
25. Attorneys’ Fees. If any party employs attorneys to enforce any rights arising out of or relating to these Terms of Use, the prevailing party shall be entitled to recover its reasonable attorneys’ fees, costs, and other expenses.
26. Entire Agreement. These Terms of Use constitute the entire and exclusive agreement between You and Bluebeam with respect to the Developer Platform, and supersede and replace any prior or contemporaneous agreements, terms, and conditions applicable to the Developer Platform.
27. No Waiver. Bluebeam’s failure to enforce a provision is not a waiver of its right to do so later. If a provision is found unenforceable, the remaining provisions of the Terms of Use will remain in full effect and an enforceable term will be substituted reflecting our intent as closely as possible.
28. Assignment. Unless you have prior written agreement from Bluebeam, You may not assign any of Your rights in these Terms of Use, and any such attempt is void, but Bluebeam may assign its rights to any of its affiliates or subsidiaries, or to any successor in interest of any business associated with the Developer Platform.
29. Relationship. Bluebeam and You are not legal partners or agents; instead, our relationship is that of independent contractors.