PLUG-IN TOOL SUPPLEMENTAL LICENSE AGREEMENT

BY DOWNLOADING THE APPLICABLE PLUG-IN TOOL, YOU (AS LICENSEE) ARE AGREEING TO ALL OF THE TERMS AND CONDITIONS OF THIS PLUG-IN TOOL SUPPLEMENTAL LICENSE AGREEMENT (“SUPPLEMENTAL AGREEMENT”).  PLANET LABS INC. (“PLANET”) IS WILLING TO MAKE THE PLUG-IN TOOL AVAILABLE TO LICENSEE ONLY UPON THE CONDITION THAT LICENSEE ACCEPT THIS SUPPLEMENTAL AGREEMENT.  IF LICENSEE DOES NOT AGREE TO ALL OF THE TERMS OF THIS SUPPLEMENTAL AGREEMENT, THEN LICENSEE MUST NOT DOWNLOAD THE PLUG-IN TOOL.

This Supplemental Agreement is between you (either an individual or entity) (“Licensee”) and Planet Labs (“Planet”) and supplements the current agreement already in place between Planet and Licensee (i.e. the order schedule and associated license agreement, collectively, the “License Agreement”).  This Supplemental Agreement applies only to the Plug-In Tool made available by Planet to Licensee for download from the Planet platform.

This Supplemental Agreement shall control and govern over any inconsistent terms of the License Agreement.

1. 1. Plug-In Tool License.  Subject to the terms and conditions of this Supplemental Agreement, Planet hereby grants Licensee a non-exclusive, non-transferable, non-sublicensable license to download, install, execute the Plug-In Tool, and to use such Plug-In Tool solely in accordance with the license rights granted to Licensee pursuant to the License Agreement.  All other rights are reserved by Planet.
2. 2. NO WARRANTY; AS-IS. LICENSEE ACKNOWLEDGES THAT THE PLUG-IN TOOL IS PROVIEDED “AS-IS” AND THAT PLANET DISCLAIMS ALL WARRANTIES RELATING TO THE PLUG-IN TOOL, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, ANY WARRANTIES OF OR RELATING TO MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT OF THIRD PARTIES’ RIGHTS.  NEITHER PLANET NOR ANY OF ITS SUPPLIERS SHALL HAVE ANY LIABILITY WITH RESPECT TO ANY DATA TRANSMITTED WITH USE OF THE PLUG-IN TOOL.   LICENSEE IS SOLELY RESPONSIBLE FOR AND SHALL BEAR ALL RISK ASSOCIATED WITH USE OF THE PLUG-IN TOOL TO TRANSMIT DATA, INCLUDING, BUT NOT LIMITED TO, LOSS OR CORRUPTION OF DATA OR ANY LACK OF SECURITY.
3. 3. NO SUPPORT AND MAINTENANCE.  Licensee is not entitled to any support or maintenance (including, without limitation, updates, upgrades, or enhancements of the Plug-In Tool) under this Supplemental Agreement.
4. 4. LIMITATION OF REMEDIES AND LIABILITY.  NOTWITHSTANDING ANYTHING IN THE LICENSE AGREEMENT TO THE CONTRARY, PLANET SHALL NOT BE RESPONSIBLE OR LIABLE WITH RESPECT TO ANY SUBJECT MATTER OF THIS SUPPLEMENTAL AGREEMENT OR TERMS AND CONDITIONS RELATED HERETO UNDER ANY LEGAL THEORY, INCLUDING BREACH OF CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER LEGAL THEORY.  WITHOUT LIMITING THE FOREGOING, LICENSEE AGREES THAT PLANET SHALL NOT BE LIABLE FOR: (A) ANY INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES INCLUDING, BUT NOT LIMITED TO, LOSS OF REVENUES AND LOSS OF PROFITS, LOSS OR INACCURACY OF DATA, OR COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY; OR (B) ANY DIRECT DAMAGES IN EXCESS OF ONE HUNDRED DOLLARS.
5. 5. FEEDBACK.  When Licensee provides Planet with any feedback, comments or suggestions (collectively, “Feedback”) about the Plug-In Tool, or any of Planet’s other products or services, Licensee grants to Planet, under any right, title or interest Licensee may have in and to such Feedback, a non-exclusive, royalty-free, worldwide, transferable, sub-licensable, irrevocable, perpetual license to use that Feedback or to incorporate it into the Plug-In Tool, any of Planet’s products or services, or otherwise as Planet sees fit, entirely without obligation of any kind to Licensee.
6. 6. REPORTING OF ERRORS.  Licensee agrees to report to Planet all errors encountered using the Plug-In Tool.