PLEASE READ THIS AGREEMENT CAREFULLY. BY CLICKING THE "I ACCEPT" BUTTON, YOU INDICATE YOUR ACCEPTANCE OF THE GRAPHISOFT LICENSE AGREEMENT ("Agreement") INCLUDING THE LIMITED WARRANTY AND DISCLAIMERS FOR YOURSELF, YOUR EMPLOYER AND ANY AUTHORIZED USERS WHETHER OR NOT EACH SUCH AUTHORIZED USER INDICATES THEIR INDIVIDUAL ACCEPTANCE.
IF YOU DO NOT ACCEPT THE TERMS OF THIS AGREEMENT, PROMPTLY RETURN THE COMPLETE PACKAGE WITHIN THIRTY (30) DAYS OF YOUR PURCHASE DATE TO THE PLACE WHERE IT WAS PURCHASED FOR A FULL REFUND.
GRAPHISOFT SOFTWARE LICENSE AGREEMENTGRAPHISOFT SE Private European Company Limited by Shares ("GRAPHISOFT") licenses this Software to You, an individual or as the representative of and on behalf of Your employer ("You") only upon the condition that You accept all of the terms contained in this Software License Agreement ("Agreement").
By accepting the terms of this Software License Agreement, You expressly declare and confirm that You have the full power and capacity to represent Your employer and/or the entity on behalf of which You are acting. Should this declaration prove to be false, You shall be responsible and liable in person for all obligations under the Agreement.
YOU MAY USE YOUR COPY OF THE SOFTWARE EITHER IN COMMERCIAL MODE OR IN DEMO MODE.
YOU ARE ENTITLED TO USE THE COMMERCIAL MODE ONLY IF YOU HAVE PURCHASED AND CONNECTED THE HARDWARE COPY PROTECTION UNIT ("HCPU") OR INSTALLED THE SOFT COPY PROTECTION UNIT ("SCPU") TO YOUR COMPUTER. WITHOUT THE HCPU AND THE SCPU, ONLY THE DEMO MODE OF THE SOFTWARE CAN BE USED.
IF YOU LACK ALL AUTHORIZATION (I.E. HCPU, SCPU) FOR THE USAGE OF THE SOFTWARE, YOU MAY USE THE SOFTWARE IN DEMO MODE.
This Agreement constitutes a non-exclusive, non-sublicenseable, limited license for You to use the enclosed Software and associated documentation, together with the upgrades, updates, new versions and fixes provided to You by GRAPHISOFT (together referred to as the "Software"). The Software is licensed, not sold, to You for Your own use under the terms and conditions of this Agreement.
The Software is owned by GRAPHISOFT and protected by all applicable copyright laws. To the maximum extent permitted by applicable laws, GRAPHISOFT reserves all rights to the Software not expressly granted hereunder and to any reproduction of the Software including its documentation, logos, trademarks, icons and interface in whole or in part. If You copy or use all or any portion of the Software without entering into this Agreement or obtaining the prior written permission of GRAPHISOFT or in non-compliance with any of the terms of this Agreement, You are violating copyright or other intellectual property law, and You may be liable to GRAPHISOFT and its licensors in particular for damages, and You may be subject to criminal penalties.
INTERNET-BASED AND NON-INTERNET BASED SERVICE COMPONENTS* The Software may contain components that enable and facilitate the use of certain Internet-based and non-Internet based services. You acknowledge and agree that GRAPHISOFT may automatically check the operation mode, version of the Software and/or its components, its Hardware Copy Protection Unit ("HCPU") serial number, the Soft Copy Protection Unit ("SCPU") serial number and the related services that You are utilizing in order to check that You are utilizing the Software according to its purpose, and may provide upgrades, fixes or additional services to the Software in order to advance lawful and improved operation thereof based on GRAPHISOFT's sole discretion. GRAPHISOFT shall not be liable for any loss of data or malfunctioning of the Software occurring in connection with GRAPHISOFT's conduct under this paragraph.
* The Software may contain technological measures that are designed to prevent unlicensed use of the Software. You hereby expressly accept that GRAPHISOFT or its assignee will use those measures to confirm that You have a legally licensed copy of the Software and You use the Software according to the terms and conditions of this Agreement. If GRAPHISOFT finds that You are not using a licensed copy of the Software or Your use of the Software infringes the terms and conditions of this Agreement, You are not allowed to install future updates of the Software, and GRAPHISOFT will take the necessary measures in order that You shall not be able to install future updates of the Software. You hereby expressly accept that GRAPHISOFT or its assignee will collect, transmit and use for law enforcement purposes technical data from Your computer during this process necessary to detect and pursue the illegal use of the Software.
* You acknowledge that GRAPHISOFT shall from time to time, for different reasons (e.g. reported to be stolen, destroyed or replaced), check whether the key running Your copy of the Software is in commercial release or not.
CONSENT TO USE OF DATA* You expressly agree and give Your consent that during the term of this Agreement GRAPHISOFT may at any time collect, process and use information and files gathered as part of and related to Your use of the operation mode and version of the Software and during the product support services provided to You related to the Software.
* You expressly agree and give Your consent that during the term of this Agreement GRAPHISOFT may process, use this information to improve its products and services or to provide customized services or technologies or to troubleshoot any deficiencies in compliance with the applicable rules of law.
GRAPHISOFT hereby represents and warrants that GRAPHISOFT shall use this information exclusively for the purposes defined herein and shall take all reasonable measures to prevent the disclosure of this information to third persons.
GRAPHISOFT will not disclose this information in any form that personally identifies You.
You may request information concerning the data relating to You stored by GRAPHISOFT. In addition, You may request the rectification or erasure of Your personal data stored by GRAPHISOFT in accordance with the governing rules of law.
Unless otherwise regulated by the special rules determined by GRAPHISOFT and expressly accepted by You, GRAPHISOFT uses the information gathered from you as set forth above.
LICENSE PARAMETERSThe license granted by this Agreement is subject to the License Parameters defined hereinafter:
LICENSE PARAMETER A: Commercial Mode
* The Software consists of a computer program delivered on one or several DVDs, HCPU or SCPU authentication key and accompanying documentation and packaging.
* The Commercial Mode may be limited in time or unlimited as determined by the terms and conditions of your purchase of the Product.
* You may use the Software on a single computer at a time;
* You may make one copy of the Software in machine-readable form as a back-up;
LICENSE PARAMETER B: Demo Mode
* You may use the Demo Mode if you lack a HCPU required for usage in Commercial Mode.
* In Demo Mode, You may explore the Software's features without being able to use its Copy and Save functions.
RESTRICTIONSA: Commercial Mode
* Unless You make your own copy of the Software totally unusable, You may not sell, loan, distribute, cede, sublicense, rent or lease or otherwise transfer or assign the right to use the Software, nor transfer or provide access to it by network for commercial use, either in whole or in part. You hereby accept that in case of any type of transfer of the Software by You, this Agreement automatically ceases to exist on the effective date of the transfer and You shall lose all rights arising from this Agreement.
* In case of a resold license, You, i.e. the purchaser of the resold Software, shall be required to re-register the Software with GRAPHISOFT's appointed local partners, pay the applicable fees and enter into the applicable Software Support Agreement in order to be entitled to any updates, upgrades, support, etc.
B: Demo Mode
* You may not transfer the Software to any other computer or person. You are expressly prohibited from distributing, providing access to or commercializing the Software or its any component either alone or as part of another product or service. Any attempt to do so will be void and may also disable Your continued use of the Software.
* You shall not use the Software for commercial or production purposes.
NOTE: ALL REMAINING PROVISIONS OF THIS AGREEMENT APPLY TO ALL MODES OF THE SOFTWARE
* You are expressly prohibited from decompiling, disassembling, reverse engineering, or reducing the Software for any purpose whatsoever.
* You shall not unlock or otherwise attempt to discover the source code or underlying algorithms of the Software or attempt to do any of the foregoing in relation to the object code of the Software.
* You shall not use the Software for development, compilation, debugging and similar design-time purposes.
* You are expressly prohibited from adapting, modifying, translating or creating any derivative works based in whole or in part on the Software, and from merging the Software into any other software.
* You may not copy any written materials accompanying the Software.
* You are expressly prohibited from dividing Your license and reselling part(s) of it;
* You shall use all elements of the Software as integral components thereof exclusively for the purposes of performing the Software's functionalities set forth by GRAPHISOFT.
* Unless You have a separate Service Provider License Agreement in force, You are expressly prohibited from providing 'Software as a Service' for third parties or other similar services which involve the reassignment of our software licenses to third parties e.g.: remarketing, reselling services or cloud services.
In case of infringement of any provisions of this chapter, you expressly acknowledge that GRAPHISOFT will take the necessary measures in order that the infringement be terminated and to enforce your compliance with the above provisions. In addition, GRAPHISOFT shall be entitled to enforce payment for its damages as well as other rights and claims under the governing laws in force resulting from your breach of this agreement.
AUDITYou hereby agree that - in addition to any other license compliance checking set forth in this Agreement or elsewhere - GRAPHISOFT has the right to visit You at the premises where You use the Software upon 7 (seven) days prior written notice in order to check Your records, systems, facilities to verify that Your use of the Software is fully in line with the provisions of this Agreement and with the applicable rules of law. You hereby agree to fully cooperate with GRAPHISOFT in order to successfully perform this verification among others by providing GRAPHISOFT with all requested information and documents.
TERMINATION* This Agreement remains in effect until it is terminated.
A: Commercial Mode
* Upon termination, You must destroy the Software and all copies of it and send back the HCPU to the local partner of GRAPHISOFT or to the place where You purchased the Software or, if the foregoing is not available or will not accept the HCPU, You must return the HCPU directly to GRAPHISOFT. You must uninstall the SCPU with the license programming application.
B: Demo Mode
* Upon termination, You must destroy the Software and all copies of it.
NOTE: ALL REMAINING PROVISIONS OF THIS AGREEMENT APPLY TO ALL MODES OF THE SOFTWARE
* GRAPHISOFT may terminate the Agreement without notice following breach of any part of the Agreement. Your actual or attempted violation of any of the provisions of the LICENSE PARAMETERS or RESTRICTIONS, as set out above, shall be a material breach of this Agreement.
* Under no circumstances will GRAPHISOFT be liable for reimbursing the price of the Software or for any other damages.
LIMITED WARRANTY* GRAPHISOFT warrants that the HCPU will be free of defects for a period of 1 year from the original date of the Software's first sale by GRAPHISOFT/a GRAPHISOFT partner as indicated on the purchase receipt.
* GRAPHISOFT warrants that the DVDs on which the Software is delivered will be free from defects for a period of 90 days from the original date of purchase as indicated by Your purchase receipt.
This limited warranty is void if the failure of the DVDs or HCPU in any way resulted from accident, negligence, misuse, abuse, theft, loss, or misapplication.
* The limited warranty period commences on the date that the Software was first purchased from GRAPHISOFT or a GRAPHISOFT partner (i.e. the warranty period shall not restart in case of resale, upgrade, update, etc. of the Software).
* If, within the warranty period, Your DVDs or HCPU prove defective, GRAPHISOFT's entire liability and Your exclusive remedy shall be, at GRAPHISOFT's option, to:
- a) repair or replace the defective DVDs or HCPU free of charge provided that they are returned to GRAPHISOFT along with a proof of purchase, or
b) refund the price paid for the replacement license. Any replacement DVD or HCPU will be warranted for 90 days from the date that the replacement was shipped to You. You are entitled to the refund of the price you paid for the replacement software exclusively from the seller You purchased the software from.
* No advice or information given by GRAPHISOFT employees, its distributors, resellers, agents, or consultants shall constitute a warranty by GRAPHISOFT or extend the warranty in this Agreement. This Agreement and the warranty provided herein may only be modified by a written amendment signed by a duly authorized executive officer of GRAPHISOFT.
* In no event shall GRAPHISOFT be liable for any loss or damages whatsoever, including but not limited to loss of data, damages for lost income, business interruption, loss of business information, or other special, incidental, consequential, exemplary, multiple, or indirect damages or other pecuniary loss, arising from the use or misuse of the Software, or otherwise under this Agreement, even if GRAPHISOFT or its employees, resellers, or agents have been advised or should have known of the possibility of such damages. In no event will GRAPHISOFT's aggregate liability for any breach of this Agreement, use of the Software or otherwise, exceed the amounts actually paid by You to GRAPHISOFT for this copy of the Software, except as otherwise required by applicable statutory law.
* You expressly accept that - to the maximum extent permitted by the applicable rules of law - GRAPHISOFT excludes any warranty related to the SCPU. If Your SCPU is destroyed or damaged for any reason, You need to re-purchase the SCPU under the current conditions.
* You accept and confirm that the price of the Software (if any) or the free of charge provision of the Software and the conditions of this Agreement advantageous to You hereof have been determined in consideration of the above provisions on limited warranty.
OWNERSHIP OF LOADED CONTENT, THIRD PARTY MATERIALS, SERVICES* All title, ownership rights, and proprietary rights in and to the information and other content (e.g. commercial and 3rd party add-ons) loaded into the Software from any electronic media or Internet by operation of the Software (collectively, "Content") is the property of the applicable Content owner, including, without limitation, Supplier, its affiliates, and any Internet Content providers ("Content Providers"). This Agreement does not give You ownership or any other rights with respect to any such Content and GRAPHISOFT does not undertake any liability for any such Content.
* You accept that the use of some GRAPHISOFT products and some third party materials and services included in or accessed through the Software are subject to other terms and conditions found in separate license agreement(s) located at http://www.graphisoft.com/licenses, which You also accept by accepting the terms and conditions of this Agreement.
* You accept that the use of some GRAPHISOFT and some third party materials, software and services accessed, used with the help of the Software may be subject to other terms and conditions found in separate license agreement(s) not appearing at the link indicated above, for which GRAPHISOFT does not assume any liability. GRAPHISOFT also does not assume any liability for the co-operation of the Software with third party materials, software and services or for the operation and use of third party materials, software and services.
* You accept that your use of Content downloaded from the "BIM Components" WEB Portal available at http://BIMcomponents.com either through a WEB browser or directly from the Software is subject to the Terms & Conditions of the "BIM Components" WEB Portal and separate license agreement(s) located at http://www.graphisoft.com/licenses, which You also accept by accepting the terms and conditions of this Agreement. GRAPHISOFT does not assume any liability for the co-operation of the Software with the BIM Components WEB Portal.
GENERAL CONDITIONS* Unless otherwise provided, the terms and conditions of this Agreement shall be applicable to the additional functionalities of the Software.
* In order to use and manage the SCPU, You acknowledge that You need to have a valid GRAPHISOFT ID, to be obtained from GRAPHISOFT at https://graphisoftid.graphisoft.com.
* This Agreement DOES NOT give You the right to any technical support for, or upgrades to, the Software which GRAPHISOFT may offer from time to time. GRAPHISOFT may, at its option and as part of its sales and marketing policy, make such technical support and upgrades available to registered users of the Software under terms to be determined from time to time by GRAPHISOFT or its distributors.
* You accept that the Software may have time/functionality limited components, which may be used in their full functionality in case of purchase of the relevant license(s).
* This Agreement constitutes the full, complete agreement between You and GRAPHISOFT concerning the Software and supersedes all prior agreements and understandings, either written or oral. Unless otherwise communicated to You by GRAPHISOFT in writing, the conditions of this Agreement shall apply to the installation and use of additional functions of the Software and to the repair of the Software's installation.
* If any part or provision of this Agreement is found to be contrary to law by a competent jurisdiction, that part or provision shall be enforced to the maximum extent allowed, and the remaining Agreement shall remain in full force and effect.
* The English version of this Agreement will be the governing version used when interpreting or construing this Agreement. Any translations thereof shall exclusively be provided for information purposes without any binding force and in no event shall GRAPHISOFT be liable for any direct, indirect, incidental, special or consequential damages or damages whatsoever resulting from any incorrect, incomplete translations.
This Agreement is governed by the laws of Hungary. Any disputes arising from this Agreement, including those disputes relating to the validity, interpretation or termination of the Agreement shall be exclusively and finally settled by the Permanent Arbitrate Tribunal formed beside the Hungarian Chamber of Commerce and Industry, Budapest, in accordance with its own rules of procedure. The place of jurisdiction shall be in Budapest.
INQUIRIESAll inquiries regarding this Agreement should be directed to
GRAPHISOFT SE Private European Company Limited by Shares
Zahony utca 7.