Graphisoft Store - Terms of Service

Version 2: effective as of April 3, 2024

Link to Graphisoft Store: https://shop.graphisoft.com

PLEASE READ THESE TERMS OF SERVICE (HEREINAFTER REFERRED TO AS “TOS” OR “AGREEMENT”) CAREFULLY. BY PLACING YOUR ORDER FOR THE SUBSCRIPTION(S), YOU, AS THE CUSTOMER OR THE REPRESENTATIVE OF THE CUSTOMER (DEFINED BELOW), DECLARE TO HAVE READ THE FOLLOWING TERMS OF SERVICE (AS AVAILABLE ON THE GRAPHISOFT STORE), BEFORE THE SUBMISSION OF THE RESPECTIVE ORDER, AND YOU INDICATE YOUR ACCEPTANCE OF, AND AGREEMENT TO, THESE TERMS OF SERVICE IN RELATION TO THE ORDERED SUBSCRIPTION(S) ON BEHALF OF THE CUSTOMER AND ANY USERS, IF ANY, WHETHER OR NOT EACH SUCH USER INDICATES HIS/HER INDIVIDUAL ACCEPTANCE.

1. DEFINITIONS

Unless otherwise defined in this Agreement the following terms shall bear the meaning defined herein below:

“Additional Charge” means a charge payable, in the case of on-site support or other services not expressly provided based on this TOS, in accordance with Graphisoft’s standard rates being in effect from time to time.

“Administrator” means the role automatically generated for Customer either during the process of purchasing Subscription at the first time or during the creation of the Graphisoft ID Company as part of another process in Graphisoft’s systems if it happened earlier than the first purchase of Subscription. The Administrator is responsible for inviting to or disconnecting Members from the Graphisoft ID Company. The Administrator manages Members' access to license(s) of the Software on the License Management Portal, thus he/she has access to all licenses assigned to Members. In case of BIMcloud Subscription the Administrator sets and manages the permission(s) of the Members within Customer’s BIMcloud Tenant. The Administrator role can be transferred to another Member.

“Affiliate” means any person, corporation or other entity or association which, directly or indirectly: (i) controls, is under common control with or is controlled by Graphisoft or (ii) in which equity or voting interests are owned, directly or indirectly, legally, or beneficially, by Graphisoft or its affiliates as defined in (i) above.

“Billing Cycle” means the frequency defining how often and when Customer is billed. Periodic s will be monthly, annual or multiple annual depending on the Subscription Term purchased.

“BIMcloud Tenant” means one instance of BIMcloud, dedicated to a specific Customer.

“Business Day” means a day that is not a public/bank holiday at Graphisoft’s place of registration.

“CET” means Central European Time.

“Charge Period” means the period of 5 (five) calendar days, starting on the next calendar day following the last calendar day (CET) of the Subscription Term or Billing Cycle, if the Customer has not cancelled its Renewal priorly.

“Cloud License” means the software licensing model, used for the Subscription(s), that grants Users the right to access and use the Software or Service without requiring a local license (e.g., a software or hardware key attached to the device). An Internet connection is regularly required to operate a cloud license. This means that Users can continue to use the licensed Software even when they are not connected to the Internet, although this offline use is subject to a predefined time limit as specified in Section 5.2. hereinafter. The licensing mechanism periodically checks the User's entitlement to access the Software and ensures that the terms and conditions specified in the relevant license agreements are met. This periodic validation serves two main purposes: first, it allows Graphisoft to ensure that the User's Subscription(s) or Software license(s) is(are) active and up-to-date, and second, it allows Graphisoft to monitor and control the use of the Software to prevent unauthorized access or misuse.

“Content” means any and all information and data uploaded, downloaded, made available or shared, via or related to any of the Software, by the Customer, its Members or Graphisoft, including but not limited to Software project files, backups, Member accounts and settings in the Software.

“Contract Manager” means the role automatically generated for the Customer during the process of the first purchase, who has all the rights to represent and act on behalf of the Customer with respect of any and all matters related to the Subscription, for example accepting this TOS, managing the purchased Subscription(s) on the Graphisoft Store (in particular, but not limited to the actions related to purchase, cancellation, termination, modifying data related to Customer’s particulars, setting up certain Software, managing Members' access to license(s) of Software forming part of the Subscription on the License Management Portal, etc.).

“Customer” or “You” means the person or entity purchasing a Subscription via the Graphisoft Store and each Member - upon the required authentication - accessing the Subscription on behalf of that person or entity, all of whom are authorized by Graphisoft to use the Subscription solely for his/her/its own purposes and not for any further distribution or resale. For clarities sake, Customer includes any third parties, engaged by Customer, accessing the Subscription on behalf of the person or entity named as Customer.

“Graphisoft” means Graphisoft SE, Budapest, Hungary (registered address and postal address: Záhony utca 7, Graphisoft Park, Budapest H-1031, Hungary; Phone: +36 1 4373000; e-mail: purchasesupport@graphisoft.com), licensor of the Software and Subscription made available on the Graphisoft Store.

”Graphisoft ID” means the unique identifier generated for each Member by Graphisoft, based on the User’s/ Member’s e-mail address, for the purposes of allowing unified login to the various websites managed by Graphisoft, verifying the User’s/Member’s eligibility to use Graphisoft’s products and services, providing products and services for the User, and using and managing the Cloud License (if any).

“Graphisoft ID Company” means the Customer's account in the Graphisoft ID system. The Graphisoft ID Company settings are an extension of the Graphisoft ID settings of individual Users/Members who belong to the Customer. Each Customer needs and may use only one Graphisoft ID Company for purchasing and managing Subscription(s) on the Graphisoft Store.

“Graphisoft Store” means the online purchasing system available at https://shop.graphisoft.com where Customers are able to purchase Subscriptions from the Reseller according to the terms and conditions of this TOS and the Reseller’s Terms of Sale.

“License Management Portal” means the portal that manages the following tasks according to the Member's rights: checking license status, license assignment to an individual Member and license revocation from a Member, and releasing license from a device remotely.

“Member” means the User who has a valid Graphisoft ID and is linked to a Graphisoft ID Company.

“Normal Business Hours” means 9 am to 5 pm (CET) on Business Days.

“Order” means the binding purchase request made by the Customer on the Graphisoft Store, with the purpose of purchasing one or more Subscriptions. The Order consists of all the Subscriptions purchased in the scope of the same purchase process, the Customer’s payment information, and the applicable terms and conditions are to be read and accepted. The Order is not binding on Graphisoft.

“Prices” mean the amounts payable by the Customer to the Reseller in consideration of the purchasing of the Subscription(s), as set out on the Graphisoft Store. Prices contain all payables, expenses, costs, etc. to be borne by the Customer.

“Reactivation Period” means the 15 (fifteen) days' time period, starting at 00:01 hour (CET) on the next day following the end of the Subscription Term, which may be also the first day of the Charge Period, provided the subject Subscription is Customer’s last active Subscription that consists of the relevant Software with Content Storage functionality. It is applicable only for the BIMcloud Subscription or any other type of Subscription consisting of a Software with Content Storage functionality.

“Renewal” means the automatic or manual extension of a Subscription for subsequent time periods equivalent to the Subscription Term unless terminated in accordance with Section 12.

“Reseller” means Digital River Ireland Limited (Dromore House, East Park, Shannon, County Clare, V14 AN23, Ireland) and its affiliated entities engaged by Graphisoft as its reseller concerning sales of Subscription via the Graphisoft Store.

“Service(s)” means the services related to the Software, provided as part of the Subscription(s), for example support, maintenance, etc., as determined by Graphisoft at https://graphisoft.com/legal/terms-of-use/services-and-benefits-of-subscription from time to time.

“Software” means the latest version of the software products licensed by Graphisoft, forming part of the Subscription(s), as defined in the description of the Subscription(s) during the purchase process. The Software also consists of Customer’s eligibility to upgrade/update to the next version(s) made available by Graphisoft during the Subscription Term.

“Subscription(s)” mean(s) the license subscription plan consisting of Software and Service(s) sold to Customer by Graphisoft via the Graphisoft Store with fixed Subscription Term(s), being available during the purchase process. A Subscription can contain one or more named user license of the Software.

“Subscription Term” means the fixed time period for which the Subscription is available for the Customer’s use and utilization.

“User” means a person who is eligible to use the Graphisoft Store or other Graphisoft systems.

2. SUBJECT OF THESE TERMS OF SERVICE

2.1. Graphisoft makes – by involving in particular the Reseller as its technical Reseller – the Subscription(s), including all information and Content available to the Customer subject to the terms and conditions set forth in this TOS and other legal documents set forth in Section 2.3. hereinafter. By purchasing the Subscription(s) on the Graphisoft Store or using the Subscription(s) in any way (at the first time or at each Renewal), with or without registration, including but not limited to accessing the Graphisoft Store, uploading, sharing and downloading Content in the Subscription(s) or any other activity involving any component of the Subscription(s), the Customer acknowledges and accepts these terms and conditions as a binding agreement between Customer, its Members and Users and Graphisoft concerning the use of the Subscription(s).

2.2. By accepting this Agreement, You confirm that You have authority to bind any business on Your own behalf or on whose behalf You purchase the Subscription(s). If You do not accept the terms of this Agreement, You cannot purchase and use any Subscription.

2.3. This TOS is to be applied together with other legal documents such as Graphisoft’s Privacy Policy, the Software-specific Graphisoft License Agreements (EULA) and Policies providing detailed rules on the elements of the Subscription(s) published at Graphisoft’s Legal Site, the Reseller’s Privacy Policy and Terms of Sale.

2.4. Customer acknowledges that (i) Graphisoft may unilaterally modify this TOS, the Policies and Graphisoft’s Privacy Policy, (ii) the Reseller may unilaterally modify its Privacy Policy and its Terms of Sale and (iii) all other legal documents governing the purchase and use of the Subscription(s) may be unilaterally modified at any time without notice to You. Customer is responsible for regularly reviewing the aforementioned terms and conditions and legal documents. Continued use of the Subscription following any such changes shall constitute Customer’s acceptance thereof.

2.5. Graphisoft provides the Customer with, subject to timely and full performance of Customer’s payment obligations, the non-exclusive right to use the Subscription(s) during the relevant Subscription Term(s) in accordance with this TOS. Customer expressly agrees that neither Graphisoft nor the Reseller shall be liable for any unavailability or malfunctioning of the Graphisoft Store and in particular for any delay in processing Orders. Furthermore, Graphisoft retains the right and hereby informs the Customer that purchase via the Graphisoft Store, the usage and licensing of the Subscription(s) are not available if the Customer is based in a country where Graphisoft is not entitled to resell via the internet or due to International Law sanctions.

2.6. Customer warrants that all data (such as, in particular but not limited to, real name, address, e-mail address) provided by Customer on the Graphisoft Store or elsewhere, for example for Graphisoft ID, are true and accurate. Customer represents and warrants that Customer has full capacity to form a binding contract and Customer is not barred from receiving services.

3. SUBSCRIPTION TERM

3.1. The available Subscription Term(s) are enlisted on Graphisoft Store during the purchase process. The first day of the Subscription Term is the calendar day, when - upon payment of the respective Price(s) - the fulfillment of the Order is confirmed to the Customer, irrespective whether that day is a full or a partial day.

3.2. In the case of a monthly Subscription the end of the Subscription Term is 24:00 hours (CET) of the calendar day preceding the equally numbered date of each calendar month that corresponds with the Order, except in the case when the equally numbered date does not exist in that month, then the last calendar date of the relevant calendar month minus one day will be the end date. For the sake of clarity, the aforementioned rule is demonstrated via the following examples, where continuous Renewal is assumed:

Date of Order	Start of Subscription Term	End of 1st Subscription Term	End of 2nd Subscription Term	End of 3rd Subscription Term	End of 4th Subscription Term
Apr 12	Apr 12	May 11	Jun 11	Jul 11	Aug 11
Jan 30 in general	Jan 30	Feb 27	Mar 29	Apr 29	May 29
Jan 30 in a leap year	Jan 30	Feb 28	Mar 29	Apr 29	May 29
Jan 31 in general	Jan 31	Feb 27	Mar 30	Apr 29	May 30
Jan 31 in a leap year	Jan 31	Feb 28	Mar 30	Apr 29	May 30
Feb 28	Feb 28	Mar 27	Apr 27	May 27	Jun 27
Feb 29 of a leap year	Feb 29	Mar 28	Apr 28	May 28	Jun 28

3.3. In the case of 1-year, 2-year and 3-year Subscription Terms the end of the Subscription Term is 24:00 hours (CET) of the calendar day preceding the equally numbered day of the calendar month of each relevant calendar year that corresponds with the Order, except in the case of a leap year, when the equally numbered date does not exist in that year and the last calendar date of the relevant month minus one day will be the end date. For the sake of clarity, the aforementioned rule is demonstrated via the following examples, where continuous Renewal of the Subscription is assumed:

Date of Order	Start of Subscription Term	End of 1st Subscription Term	End of 2nd Subscription Term	End of 3rd Subscription Term	End of 4th Subscription Term	End of 5th Subscription Term
Apr 12, 2023	Apr 12, 2023	Apr 11, 2024	Apr 11, 2025	Apr 11, 2026	Apr 11, 2027	Apr 11, 2028 (leap year)
Feb 28, 2023	Feb 28, 2023	Feb 27, 2024	Feb 27, 2025	Feb 27, 2026	Feb 27, 2027	Feb 27, 2028 (leap year)
Feb 29, 2024 (leap year)	Feb 29, 2024 (leap year)	Feb 27, 2025	Feb 27, 2026	Feb 27, 2027	Feb 28, 2028 (leap year)	Feb 27, 2029

3.4. The Subscription Term(s) of additional Subscription(s) purchased by the Customer during the Subscription Term of an active Subscription will run in parallel until the end of their respective Subscription Terms, thus the ends of the various Subscription Terms will not be aligned.

3.5. The Subscription Term of each Subscription is selected by the Customer during the purchase process. Automatic Renewal of each Subscription is subject to Customer’s timely payment of the Price(s).

3.6. Upon Customer’s selection of automatic conversion of its Trial Subscription(s) to paid Subscription(s) during the purchase process, the 1-month Trial Subscription(s) will be automatically converted to paid Subscription(s) with 1-year Subscription Term each.

3.7. Parties expressly agree that any additional Subscription purchased by the Customer shall be governed by this Agreement, without the requirement for further express acceptance thereof.

4. USE OF THE SUBSCRIPTION

4.1. Graphisoft hereby grants the Customer a non-exclusive, non-transferable and limited right to use the Subscription and access the Content that is not owned by the Customer (for example Graphisoft’s Content) solely for the purposes of using the Subscription in accordance with this TOS and additional terms applicable to such Content, if any, for Customer’s business or personal use only.

4.2. The intended exclusive purpose (fair use) of the Subscription is Architecture, Engineering, Construction and Operation (AECO) industry workflows on project files. Graphisoft may set forth other specifications with regards to the fair use of the Subscription(s) (for example the maximum uploaded (stored) Gb/license) that shall be complied with by the Customer. The use of the Subscription(s) for any other purposes than the intended purpose, and/or non-compliance with the specifications set forth by Graphisoft, shall constitute a breach of this TOS by You, in which case Graphisoft has the right to terminate Your Subscription, remove any Content, and cancel the User/Member Accounts without prior written notification or – in Graphisoft’s discretion – may offer an individual Service level and pricing to the Customer to accommodate different usage requirements.

4.3. You acknowledge that Graphisoft is entitled to either remove any Content You upload to Your Subscription without notification or without Your prior approval in the following cases: (i) the Content is unlawful or harms public order; or (ii) the Content hinders the provision of the Subscription(s). In such case, to the extent permitted by applicable law, Graphisoft shall have no responsibility of any kind and You are not entitled to any indemnification. Graphisoft shall have no responsibility of any kind, and You are not entitled to any indemnification, for and in connection with any infringing use, unlawful use, Content or comment published to Your Subscription(s).

4.4. You accept that Graphisoft, as part of the development of the Subscription(s) and otherwise, shall have the right, in their sole discretion, and at any time

4.4.1. to add new features,

4.4.2. to add new third-party software components, or

4.4.3. to modify or discontinue certain feature(s) of the Subscription(s). Your continuous use of the Subscription qualifies as acceptance of such modifications.

4.5. Customer is solely responsible to ensure having adequate internet connection, hardware, and software infrastructure necessary for the proper operation of the Subscription(s). You also accept that Graphisoft is not able to guarantee that the Subscription(s) is(are) available and operating uninterrupted at any and all geographical locations and jurisdictions due to technical and legal reasons, as also set forth in Section 2.5.

4.6. Customer is liable to Graphisoft that its Users and Members use the Subscription(s) and the Content in full compliance with this TOS.

4.7. Graphisoft may offer Trial Subscription(s) with a free of charge starting period of 1 (one) month each or as otherwise determined by Graphisoft from time to time. Each User is eligible to order each Trial Subscription once only. If Graphisoft learns that a User/Member is using a one-time Trial Subscription more than once, then Graphisoft is entitled to terminate the Subscription(s) according to Section 12.3. hereinafter.

5. DELIVERY

5.1. Delivery takes place, exclusively, in electronic manner. The Contract Manager and the person purchasing the Subscription(s) on behalf of the Customer, if different, shall receive an e-mail, as a confirmation of the fulfillment of the Order, including a sum-up of the Order’s particulars, consisting of the paid Price(s), the Subscription Term(s) and the applicable TOS. Instructions that shall explain how to use the Subscription(s) will be sent in separate communications. The contract between the Customer and Graphisoft is concluded on the calendar day (CET) when Graphisoft sends the confirmation on the fulfillment of the Order to the Customer.

5.2. The license(s) to the Software is/are assigned to Member(s) by the Contract Manager/Administrator on the License Management Portal. The Member can use the Software license assigned to him/her only upon his/her successful authentication (logging in with his/her Graphisoft ID) in the relevant Software application. Once assigned, a Software license can be used until the end of the given Subscription Term or until the Software license is reassigned to another Member, provided the Member’s computer is connected to the Internet when using the license, at least periodically, for the purpose of Graphisoft’s validation of the Subscription, the Software license and Member’s access to it. Without the aforementioned internet connection, the Software license(s) can be used only for maximum 3 (three) calendar days for DDScad Electrical and 7 (seven) calendar days for Archicad and BIMx Pro of Archicad Collaborate, and Archicad Solo. BIMcloud cannot be used without continuous internet connection.

5.3. In the case of a Subscription containing BIMcloud, any of Customer’s Members is entitled to create the BIMcloud Tenant, however a Customer can have only one BIMcloud Tenant.

6. SUPPORT SERVICES, SUPPORT AVAILABILITY

6.1. Support Services

Graphisoft shall provide the Support Services by itself or via its appointed third parties, as defined in the Services and Benefits of Subscription page while the Customer maintains its Subscription in English language. By accepting this TOS, the Customer accepts the transfer of its data to the third-party service provider (if any) for the purposes of providing the Support Services during the Subscription Term.

Personal Technical Support is provided during Normal Business Hours. The aim of the Personal Technical Support is to receive direct reports from the Customer, offer possible troubleshooting procedure(s) to resolve a technical issue or narrow it down to specific area, identify whether the issue is related to the Software, the network or something else and get assistance from next level technical support if required.

6.2. Webshop Support Services

Graphisoft provides Webshop Support Services related to the operation of the Graphisoft Store by receiving and addressing Customer’s queries and reports via the purchasesupport@graphisoft.com e-mail address during Normal Business Hours. The objective of the Webshop Support Services is, exclusively, to assist the Customer in solving any issues related to the operation and use of the Graphisoft Store. However, Graphisoft does not guarantee that a submitted query will be responded to or a reported issue will be resolved within a specific response time or service level. Webshop Support Services are provided in English language.

6.3. On-site support services

If the Customer requests Graphisoft to provide on-site support, Graphisoft will use reasonable endeavors to do so for an Additional Charge and the reimbursement of reasonable travel costs. Graphisoft does not warrant that it will be capable of promptly receiving, processing or otherwise acting upon a request for on-site support or it can provide such services.

7. PRICES, PRICE CHANGE, PAYMENT

7.1. In consideration of the Subscription(s) purchased, the Customer shall pay the Prices to Graphisoft’s dedicated Reseller in advance of each Subscription Term or Billing Cycle , using the payment method selected upon placing the Order, if Customer wishes to maintain the use of the Subscription(s), always according to the Reseller’s applicable Terms of Sale. Prices paid are non-refundable, except for consumers if this Agreement is terminated before the use of the Subscription(s) is(are) started as regulated in details in Section 12.8.3. below.

7.2. Prices indicated on the Graphisoft Store exclude taxes, which will be automatically added (where applicable) by the Reseller at the applicable current rates upon checkout. The Customer is responsible for the timely payment of any taxes, levies or other similar payments required in its jurisdiction, and Customer indemnifies and holds Graphisoft harmless against any claims by any tax authorities for any underpayment of any tax or levy, and any penalties and/or interests relating to the payment of Price(s) and the use of Subscription(s).

7.3. Prices are subject to change for the next Subscription Term(s) according to Graphisoft’s advance notification sent to the Contract Manager and/or to the representative of the Customer, who made the purchase of the Subscription(s). If Customer does not accept the price change, the Customer is entitled to terminate the Subscription for the next Subscription Term. Graphisoft’s notification also contains the instructions on how the Subscription(s) can be cancelled.

7.4. During the Charge Period of a Subscription Renewal the Reseller attempts - multiple times - collecting the payment, related to the automatic Renewal of the Subscription, by initiating collection via the payment method selected by the Customer for the Order. If the payment collection fails, the Customer can remedy effecting the payment by making necessary changes to the given payment method or selecting another one from the available payment methods. The Charge Period forms part of the Renewal Subscription Term. Continued access to the Software license(s), consisted of the Subscription is(are) available during the Charge Period.

7.5. Upon expiry, at the 24:00 hours (CET) on the fifth day of the Charge Period, with no successful collection of Customer’s relevant payment, Customer’s Subscription is terminated and access to the Software license(s) is(are) revoked automatically according to Section 12.6. of this TOS. At the same time, Customer’s Content(s) stored in the Software with Content Storage functionality become inaccessible and relevant Reactivation Period(s) will come into effect according to the BIMcloud EULA and the BIMx Model Transfer Service - Terms of Use respectively.

7.6. If the Customer purchases a new Subscription consisting of the Software with Content Storage functionality during the Reactivation Period the new Subscription Term commences on the date of fulfilling the related Order. In the case of Customer did not purchase the aforementioned relevant new Subscription during the Reactivation Period, Graphisoft has the right to delete all Customer data and Content from the relevant Content Storage, according to Section 12.6.3. hereinafter. Customer is hereby notified that Customer’s BIMcloud Tenant, including all data and Content, is deleted at the end of the respective Reactivation Period as defined in this Section 7.6.

7.7. Notifications - Upon expiry of the Charge Period, Graphisoft shall notify the Customer through its Contract Manager and/or Customer’s representative making the purchase of the subject Subscription, if any, regarding (i) the failure of the payment collection and (ii) the termination of the Subscription(s).

7.8. Invoices issued, related to the Subscription(s) are available from the Graphisoft Store within 72 (seventy-two) hours of the successful payment. The Customer’s country of billing address is determined when submitting the first Order and cannot be changed to a different country.

8. INTELLECTUAL PROPERTY, LICENSING

8.1. The Customer acknowledges that all intellectual property rights (including but not limited to copyright, database, trademarks, domain names, design, patent, semiconductor or circuit layout rights and rights over confidential information, trade secrets and know how) in or related to the Subscription(s), Software and Services or any other goods and services provided by Graphisoft to the Customer (such as source codes, text, graphics, logos, icons and sound recordings, etc.), belongs to and owned by Graphisoft and/or other licensors.

8.2. Graphisoft does not claim ownership of any intellectual property rights in relation to the data and Content that the Customer and the Members/Users created, using the Subscription(s) in any form, however the Customer agrees to grant Graphisoft a non-exclusive, worldwide, sub-licensable, transferable and royalty free license to use, copy, retain, reproduce, distribute or disclose the Content or any Customer data for providing Graphisoft’s Support Services to the Customer and to analyze them for the purposes of improving the Software and Service(s), fixing bugs and troubleshooting errors in the Software.

9. GENERAL LIMITS AND PRACTICES

9.1. You are expressly prohibited from decompiling, disassembling, reverse engineering, or reducing the Subscription or any components thereof for any purpose whatsoever.

9.2. You may not unlock or otherwise attempt to discover the source code or underlying algorithms of the software operating the Subscription(s) or attempt to do any of the foregoing in relation to the object code of the Subscription(s).

9.3. You may not use the Subscription(s) for development, compilation, debugging and similar design-time purposes.

9.4. You are expressly prohibited from adapting, modifying, translating, or creating any derivative works based in whole or in part of the Subscription(s) or the related Software, and from merging the software operating the Subscription into any other software.

9.5. You may not copy any materials accompanying the Subscription(s).

9.6. You are expressly prohibited from dividing or reselling Your right to use the Subscription(s) or the Software license(s) related thereto and reselling part(s) of it.

9.7. You may use all elements of the Subscription(s) or any Content as integral components thereof exclusively for the purposes of performing the functionalities of the Subscription(s) set forth by Graphisoft.

9.8. You are expressly prohibited from providing ‘Software as a Service’ (e.g., ‘BIMcloud Software as a Service’) for third parties or other similar services which involve the reassignment of Your rights granted herein to third parties e.g.: remarketing, reselling services, or cloud services.

9.9. You are prohibited from circumventing or supplying a system in order to circumvent the protection methods of the Subscription(s) and using the Subscription(s) in any other unauthorized manner.

9.10. You expressly acknowledge that the breach of any provisions of this Section 9. constitutes a breach of this Agreement giving the right to Graphisoft to immediately terminate this Agreement, and Graphisoft will take the necessary measures in order that the breach 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.

9.11. You acknowledge that Graphisoft makes all best economically reasonable efforts to provide the Subscription(s) to You on professional level but cannot undertake any service levels. Graphisoft will use its best efforts to take all actions and to do all things necessary, proper, or advisable to consummate, make effective, and comply with all of the terms of this TOS, but there may be instances when the Subscription(s) cannot be provided in uninterrupted manner. In particular, there may be maintenance activities scheduled in advance or necessary to be carried out on emergency basis. Graphisoft makes all efforts to notify you on any and all pre-scheduled maintenance works affecting or limiting the Subscription(s).

9.12. You acknowledge that Graphisoft may establish general practices and limits concerning the use of the Subscription(s), including but not limited to the maximum number of project files uploaded (in total and/or in a time frame), the maximum size of project files uploaded, maximum size of storage size allotted to one Customer, the maximum number of times, and the maximum duration for which You can access the Subscription(s) in a given period of time. Graphisoft makes all reasonable efforts to ensure the continuous availability of the Subscription(s) but interruptions may occur due to scheduled maintenance or for other reasons. You agree that Graphisoft have no responsibility or liability for the interruption of the Subscription(s) and any loss of Your Content. You acknowledge that Graphisoft may cancel Your use of the Subscription(s) if it infringes any practices and limits established by Graphisoft. You further acknowledge that Graphisoft reserves the right to modify these general limits and practices at any time.

9.13. In order to avoid any loss of data and ensure data security, Graphisoft strongly recommend creating daily, offline backups of Your Content and/or Customer Data.

9.14. You explicitly acknowledge and accept the transfer of this Agreement from Graphisoft to its Affiliate at any time. The details of the transfer and the revised terms and conditions will be communicated to You in a transfer notice by Graphisoft or the Affiliate. You also explicitly acknowledge and agree that notwithstanding the terms and conditions of this Agreement, Graphisoft or the third party appointed by it shall be entitled to unilaterally amend either the scope of Subscription(s) provided under this Agreement, or any other material term thereof (for example you have to re-register your credit card) with 90 (ninety) days prior notice.

9.15. Graphisoft may decide on discontinuing or replacing given component(s) of a Subscription at any time. In such case Graphisoft may discontinue a technically outdated solution, technology or component or Graphisoft may replace a solution, technology or component with an alternative solution.

10. CONTENT STORAGE

10.1. Graphisoft provides the Service of storing Customer’s Content, on servers placed in data centers, to certain Software (“Content Storage”). The Software with Content Storage functionality are the BIMcloud (through BIMcloud Tenant) and BIMx (through its Model Transfer Service).

10.2. Graphisoft operates the Subscription(s) by involving third party subcontractors located worldwide, which You hereby approve. Third party subcontractors may be involved in the operation of the servers where Your Content is stored, as a result of which these third parties may have access to Your Content.

10.3. To the best efforts of Graphisoft, Customer’s Content is hosted and operated in a data center located nearest to the Customer’s country indicated in its billing address. For instance, BIMcloud processes the data (project, management and personal data) of German and Austrian customers on our cloud provider’s infrastructure in the European Union, based on a duly signed data processing agreement with the subcontractor. On the other hand, U.S. based Customers’ data is stored in the United States. Please note that the third-party subcontractors may restrict access from certain countries in their own discretion, without Graphisoft’s consent or notification. Graphisoft cannot undertake any liabilities for any such subcontractor measures. In order to be informed about your access from a certain country please contact us at purchasesupport@graphisoft.com.

10.4. You are entitled to upload only the Content, that is either Your own the intellectual property of or for which You have an appropriate valid license from the copyright owner, to your Content Storage. You shall bear full liability for any and all Content uploaded by You and your Members. If Graphisoft has reasonable grounds to suspect that any Content uploaded by You may infringe copyright or other applicable laws, Graphisoft may remove the subject Content without Your consent and without prior notice.

10.5. You retain ownership of all intellectual property rights that You have to the Content, You upload to your Content Storage, subject to the rights granted to Graphisoft pursuant to this TOS. You hereby declare that You hold all those rights and authorizations regarding Your Content, You upload to your Content Storage. Access to and sharing of Your Content and Your personal information always remains in Your control, as enabled by the Content Storage Service from time to time. If You believe that Your Content has been copied in a way that constitutes copyright infringement, or Your intellectual property rights or personal information have been otherwise violated, please report it to Graphisoft without delay. Your report should include Your statement that

(i) You have a good faith belief that the use of the Content is not authorized by the copyright owner.

(ii) You are the copyright or intellectual property owner, or You are authorized to act on the copyright or intellectual property owner’s behalf.

(iii) In the event of removal of Content in these circumstances, Graphisoft shall have no responsibility of any kind and You are not entitled to any indemnification.

10.6. You are prohibited from copying any personal data (such as for example personal name and e-mail address) from or using any personal data made available through the Content Storage.

11. WARRANTIES, LIMITATION OF LIABILITY

11.1. Graphisoft hereby warrants for the benefit only of Customer regarding the Subscription(s) that (i) it owns or holds the necessary rights to perform this Agreement, (ii) it has and will maintain the full power and authority to grant the right to use the Subscription(s) without the further consent of a third party; and (iii) the Subscription(s) will be delivered in a reasonable manner applicable to industry standards.

11.2. LIMITED WARRANTIES. THE EXPLICIT WARRANTIES STATED IN SECTION 11.1. ARE GRAPHISOFT’S SOLE AND EXCLUSIVE WARRANTIES PERTAINING TO THE SUBSCRIPTION(S) AND OTHER MATERIALS DELIVERED OR OTHERWISE FURNISHED BY GRAPHISOFT UNDER THIS AGREEMENT. GRAPHISOFT DOES NOT WARRANT THAT THE SUBSCRIPTION(S), OR ANY OTHER MATERIALS WILL MEET CUSTOMER’S REQUIREMENTS, BE FREE FROM MALWARE OR OPERATE UNINTERRUPTED OR ERROR FREE. GRAPHISOFT HEREBY DISCLAIMS ALL OTHER WARRANTIES EITHER STATUTORY, EXPRESS, OR IMPLIED, INCLUDING WITHOUT LIMITATION, WARRANTIES AGAINST NON-INFRINGEMENT AND THE IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, AND FITNESS FOR A PARTICULAR PURPOSE. THESE EXCLUSIONS MAY NOT APPLY TO CUSTOMER AS SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES.

11.3. Exclusive Remedy. The entire liability of Graphisoft and the sole and exclusive remedy of Customer shall be, in Graphisoft’s sole and absolute discretion, (i) to advise Customer how to achieve the same functionality with the Subscription(s) or (ii) to re-provide the Subscription(s) or the defective part thereof, where written notice of such breach, specifying the defect, is furnished to Graphisoft as required by the applicable rules of law.

11.4. NOTHING IN THIS AGREEMENT (OR ANY APPENDICES THEREOF) SHALL LIMIT OR EXCLUDE EITHER PARTY’S LIABILITY FOR (A) DEATH OR PERSONAL INJURY CAUSED WILFULLY OR BY ITS GROSS NEGLIGENCE; (B) FRAUD OR FRAUDULENT MISREPRESENTATION; OR (C) ANY OTHER LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED BY MANDATORY RULES OF APPLICABLE LAW.

11.5. SUBJECT TO THE LIMITATIONS SET FORTH IN THIS SECTION 11., GRAPHISOFT’S LIABILITY FOR DAMAGES WILL BE SUBJECT TO A TOTAL AGGREGATE LIABILITY CAP OF 1 (ONE) TIME THE AMOUNTS ACTUALLY PAID BY AND/OR DUE FROM CUSTOMER TO GRAPHISOFT IN THE 12 (TWELVE) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM. GRAPHISOFT’S TOTAL AGGREGATE LIABILITY ARISING FROM OR RELATING TO THIS AGREEMENT WILL NOT EXCEED THE AMOUNTS ACTUALLY PAID BY AND/OR DUE FROM CUSTOMER IN THE 12 (TWELVE) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO SUCH LIABILITY.

11.6. SUBJECT TO THE LIMITATIONS SET FORTH IN THIS SECTION 11., IN NO EVENT WILL GRAPHISOFT, OR THEIR AFFILIATES, OWNERS, OFFICERS, DIRECTORS, EMPLOYEES OR LICENSORS, SERVICE PARTNERS BE LIABLE TO THE CUSTOMER OR ANYONE ELSE FOR ANY INDIRECT, PUNITIVE, SPECIAL, EXEMPLARY, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND, OR ANY LOSS OF REVENUE OR PROFITS (IN EACH CASE WHETHER ARISING DIRECTLY OR INDIRECTLY AS A RESULT OF THE APPLICABLE COURSE OF ACTION), LOSS OF USE, DATA OR OTHER ECONOMIC ADVANTAGE) ARISING OUT OF, OR IN ANY WAY CONNECTED WITH THIS AGREEMENT, REGARDLESS OF CAUSE, EVEN IF THE PARTY FROM WHICH DAMAGES ARE BEING SOUGHT OR SUCH PARTY’S LICENSORS PREVIOUSLY HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

11.7. THE LIMITATIONS STATED IN SECTION 11. SHALL APPLY REGARDLESS OF THE FORM OF ACTION, WHETHER THE ASSERTED LIABILITY OR DAMAGES ARE BASED ON CONTRACT (INCLUDING, BUT NOT LIMITED TO, BREACH OF WARRANTY), TORT (INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL OR EQUITABLE THEORY.

11.8. With the exception of gross negligence and willful acts, Graphisoft will not under any circumstance be liable to You or to any third party, whether under the laws of tort, negligence, contract or otherwise/for any direct, indirect, incidental, special or consequential damages, or damages whatsoever resulting from loss of profits, revenues, savings data or Content, or inability to use, however caused, arising out of, resulting from or in conjunction with

(i) the performance or non-performance of this TOS, the Subscription(s) and the Support Services,

(ii) Your access to, or use of, or uploading of Content or downloading through the use of the Subscription(s), or

(iii) infringement of intellectual property rights of a third person or unauthorized right use of personal data by a User/Member including without limitation uploading the Content to other websites.

12. TERMINATION, REACTIVATION, REFUND

12.1. On behalf of the Customer, the Contract Manager may terminate the Subscription(s) at any time (CET) up to 24 (twenty-four) hours prior to the Charge Period by using the ‘Cancel Subscription’ function on the Graphisoft Store. Termination will take effect at the end of the current Subscription Term(s).

12.2. If the Customer’s EULA is terminated for breach by Graphisoft, then Graphisoft is entitled to terminate the whole or any part of the Subscription(s) affected by the breach and/or this Agreement with advance notice with immediate effect, without any legal consequences for Graphisoft and without the repayment of any Price(s) already paid by Customer.

12.3. Graphisoft may terminate the affected Subscription(s) immediately on written notice to the Customer, if the Customer breaches any of the material obligations under this Agreement and fails to remedy the breach within 5 (five) calendar days of receiving notice requiring the breach to be remedied. Parties consider in particular but not limited the following provisions as material: Sections 2.3. (Applicable Legal Documents), 2.6. (Data), 4.7. (Trial Subscription), 7. (Prices), 8. (Intellectual Property, Licensing), 9. (General Limits and Practices), 10.4. and 10.5. (Content Storage), 15. (Indemnity), 17.3. (Assignment).

12.4. In the event of termination by Graphisoft for breach by the Customer, Graphisoft shall have no responsibility of any kind (in particular no refund of Price is due) and Customer is not entitled to any indemnification for loss or damages suffered.

12.5. Graphisoft or Customer each is entitled to terminate this Agreement under any of the following causes for termination without any consequences:

12.5.1. any request by a law enforcement agency, regulator, or government authority to pause, cease or terminate any Software, Service, product or service to be provided by Graphisoft under this Agreement; or

12.5.2. the Subscription(s) no longer is(are) offered by Graphisoft in accordance with Section 12.7. hereinafter; or

12.5.3. breach of this Agreement or the Software-specific EULA.

12.6. Upon termination of the Subscription(s) and/or this Agreement:

12.6.1. unless otherwise provided for in this TOS, any outstanding amounts due to Graphisoft will become immediately due and payable by the Customer;

12.6.2. Graphisoft will cease to provide, and the Customer will cease to have any entitlement to the Subscription(s);

12.6.3. Graphisoft ceases to store Customer’s data and Content, and Graphisoft shall delete all Customer data and Content without any legal consequences. Customer hereby agrees not to hold Graphisoft liable for loss or damages resulting from such deletion of data and Content.

12.7. Graphisoft may decide on discontinuing a given Subscription(s) at any time by giving the Customer 180 (one hundred eighty) days’ notice. In such case Graphisoft may offer an alternative solution replacing the discontinued Subscription(s) under this Agreement. If Customer disagrees to the alternative solution on reasonable grounds, directly linked to the subject Subscription’s core functionality, then Customer is entitled to terminate the discontinued Subscription to the last day of the 180-day notice period and Graphisoft refunds the Price(s) already paid, in proportion to the remaining part of the current Subscription Term.

12.8. Refund Terms

12.8.1. If you wish to request a refund for your Subscription(s) send an e-mail to customer support (purchasesupport@graphisoft.com) with the following information:

1. e-mail address of the Customer and Contract Manager (if they are different),
2. relevant invoice number,
3. the reasons for dissatisfaction with our Subscription(s).

12.8.2. Customer hereby accepts that in case of submitting a refund request, Customer waives its right to any Content available for Customer, and Graphisoft shall remove all Content under the Subscription(s) affected by the refund.

12.8.3. All Customers are entitled to a refund within 15 (fifteen) days from the day of contract conclusion (Section 5.1.) if this Agreement is terminated before the use of the Subscription(s) has started. In such case the Customer can reclaim the Price they already paid, but received no consideration for, with the exception if the contract terminates as a consequence of a breach of contract by the Customer. The same rules apply in the case, regulated in Section 12.7 above except for the condition related to the use of the Subscription(s).

12.8.4. Eligibility to refund shall be decided upon by Graphisoft and shall be paid out by the Reseller. Refunds shall be made via the same payment method and in the same currency that was used to pay for the Order.

13. INDEMNITY

13.1. As a condition of use of the Subscription(s), You agree to indemnify Graphisoft, and their directors, officers, employees, agents from and against any and all liabilities, expenses (including attorneys’ Prices) and damages arising out of claims resulting from Your use of the Subscription(s), including without limitation any claims alleging facts that if true would constitute a breach by You of this TOS.

14. TRADEMARK AND OTHER INTELLECTUAL PROPERTY INFORMATION

14.1. The trademarks and other intellectual property owned by Graphisoft and by third parties made available through the Subscription(s) are protected by applicable rules of laws. To the maximum extent permitted by applicable laws, Graphisoft and other intellectual property owners reserve all rights to their trademark/intellectual property not expressly granted hereunder. If You copy or use all or any portion of the trademarks/intellectual property available through the Subscription(s) in non-compliance with any of the terms of this TOS, any applicable End User License Agreement or any other terms and conditions of Graphisoft, You are violating trademark or other intellectual property law, and You may be liable to Graphisoft and other intellectual property owners for damages, and You may also be subject to criminal sanctions.

14.2. Graphisoft, Archicad, BIMcloud, and BIMx are trademarks of Graphisoft SE (Záhony u. 7., H-1031 Budapest, Hungary). DDScad is the trademark of Graphisoft Scandinavia AS (Engelsvollvegen 264, 4353 KLEPP STASJON, Norway; Organizational number: NO 976 931 335) All rights reserved worldwide. Unless otherwise specified, the following notice applies to all Graphisoft SE and Graphisoft Scandinavia AS Contents of this Site: Copyright © 2023 Graphisoft. All rights reserved worldwide.

15. PRIVACY

15.1. Privacy is very important for Graphisoft. Graphisoft designed their Privacy Policy to make important disclosures about how Users/Members can use the Subscription(s) and how Graphisoft shall collect and can use the Member’s data and the Content.

15.2. If applicable, Customer shall ensure that the Customer’s Members receive the information required by law for Graphisoft to collect, process, transfer and use the Members' personal information and data.

15.3. By submitting Customer’s information to Graphisoft on the Graphisoft Store, Customer consents to such information/data to be processed to fulfill the Order. Furthermore, Customer acknowledges and agrees that the Reseller shall transfer Customer’s billing information (including company name, address and relevant tax details) to Graphisoft for the purposes of performing this Agreement and the Software EULA(s) for the duration of the Subscription Term(s), in accordance with Graphisoft’s Privacy Policy and the Reseller’s Privacy Policy. Customer agrees to obtain from its Users/Members and grant any authorizations required by law for transferring any personal data to Graphisoft.

15.4. The rights and obligations related to Graphisoft’s data collection, use, transfer, handling, processing are set forth in Graphisoft’s Privacy Policy.

16. LINKS TO OTHER SERVICES, WEBSITES AND APPS

16.1. The Graphisoft Store may enable the Customer to access other applications and websites. Even though these applications and websites are accessible through the Graphisoft Store, they are not owned and controlled by Graphisoft. Any links to third party websites are provided for convenience only, and the inclusion of any link does not imply that Graphisoft endorses or verifies such websites. Graphisoft is not responsible or liable for any loss or damage incurred as a result of Customer’s access to those applications and websites.

16.2. The Customer’s use of and access to third party applications and websites will be governed by the terms and conditions and privacy policies governing those applications and websites. When accessing a third-party website or application, it is recommended that the Customer reads the third party’s terms and conditions and privacy policy.

17. GENERAL PROVISIONS

17.1. Notices. Any notices to be given under this Agreement must be in English language and sent by e-mail to:

• if addressed to the Graphisoft, to purchasesupport@graphisoft.com;
• if addressed to the Customer, to the e-mail address provided during the account registration process at Graphisoft Store.

With respect to all notices, Parties communicate with each other in English language. Notices shall be deemed to be received at the time of sending, unless sent outside Normal Business Hours in which case they shall be deemed to be received at 9:00 am on the next Business Day of the addressee.

17.2. Language. The English language 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.

17.3. Assignment, Sub-contracting. Customer hereby agrees and gives their consent that Graphisoft shall assign this Agreement, or any of its rights or obligations under this Agreement, to any third party. Customer may assign its rights arising from this Agreement only upon obtaining Graphisoft’s express prior written consent. The Customer hereby agrees that Graphisoft shall sub-contract the performance of its obligations under this Agreement.

17.4. It is the intention of both parties to work in good faith to the accomplishment of the objectives that form the basis of this Agreement. If any term of this Agreement is illegal, invalid or unenforceable, the rest of the terms shall remain otherwise in full force apart from such provisions, which shall be deemed deleted.

18. FORCE MAJEURE

18.1. Graphisoft is not liable to You or to any other person for failure to perform or any delay in the performance of the Subscription(s) due to any force majeure event, such as for example, pandemic (COVID), natural disaster, acts of God, actions of any government agency, riot, strike, explosion, fire, flood, interruption of transportation, acts of war, terrorism, labor disputes or the stability or availability of the Internet or a portion thereof.

19. LAW AND JURISDICTION

19.1. Governing Law. This Agreement and any dispute or claim (whether contractual or non-contractual) arising out of or in connection with it, its subject matter or formation shall be governed by the laws of Hungary without regard to the conflicts of law provisions of any jurisdiction.

19.2. Dispute resolution. In the event of any dispute arising from or in connection with this Agreement, especially with its breach, termination, validity or interpretation, the parties (except for consumers) exclude the state court procedure and agree to submit the matter to the exclusive and final decision of the Permanent Arbitration Court attached to the Hungarian Chamber of Commerce and Industry (Commercial Arbitration Court Budapest). The Arbitration Court proceeds in accordance with its own Rules of Proceedings (supplemented with the provisions of the Sub-Rules of Expedited Proceedings). The number of arbitrators shall be 3 (three) and the language to be used in the arbitral proceedings shall be English. The parties exclude the possibility of the retrial of the proceedings as regulated in Section IX of Act no. LX of 2017 on Arbitration.

20. SPECIAL PROVISIONS APPLICABLE TO CONSUMERS, YOUR RIGHTS AS CONSUMER

20.1. Graphisoft and Customer acknowledge that the goods and services provided by the Graphisoft under this TOS are supplied mainly for Customer’s trade, business, craft or professional use and in such case the provisions of the Act CLV of 1997 on Consumer Protection do not apply. Anyway, the domestic use by natural persons is not forbidden, in this case You are a “consumer” under the sec. 8:1.§ (1) point 3 of the Civil Code (Act V of 2013), and You will enjoy any right provided by the applicable law and the special provisions will apply to You as set out in this Section below:

20.2. Graphisoft hereby informs You that Graphisoft is not subject to any Code of Conduct.

20.3. The withdrawal right is excluded pursuant to the Section 29.§ (1)a of the Hungarian Government Decree 45/2014 if the use of the Subscription(s) is started with Your express consent. If You exercise Your withdrawal right, then refund shall take place within 30 (thirty) days. In other cases, You have a withdrawal right of 15 (fifteen) days from the day of contract conclusion (Section 5.1.). If You exercise Your withdrawal right, You need to submit the following declaration via registered mail to Graphisoft’s address indicated above: “I hereby exercise my withdrawal right under Government Decree 45/2014 regarding the following Subscription: TYPE and RELEVANT INVOICE NUMBER.”

20.4. Nothing in this TOS will deprive You of the protections granted to You by the law of the country where you reside that cannot be derogated from by contract pursuant to the law of such country.

20.4.1 If you are a consumer [resident in Germany] and you purchase a Subscription for your private use, the maximum fixed Subscription Term is 2 (two) years. You can always terminate your Subscription with one month’s notice effective on the day that the 2-yearperiod ends. If you have opted for automatic renewal, your Subscription will automatically renew for an indefinite period of time, but you have the right to terminate your License in text form at any time with one month’s notice.

20.5. In case of any complaints please contact Graphisoft by telephone at +36 1 4373000 or via e-mail at purchasesupport@graphisoft.com. In case of a dispute, the jurisdiction applicable will be the place where the consumer is resident or has his domicile of choice.

20.6. We hereby inform You that as consumer You can apply to the European ADR portal, pursuant to Section 12 of the EU Directive 2013/11/UE through this link.

20.7. Please note that this Agreement is not a contract in writing, and Graphisoft does not archive it.

20.8. Warranty Information under Annex 3 of Government Decree 45/2014:

In which cases can you exercise your right to a warranty?
In the event of a defective performance by Graphisoft you may claim for a warranty of convenience in accordance with the rules of the Civil Code.

What rights do you have?
You may, at your option, make the following claims:
You may request repair or replacement, unless the remedy of your choice would be impossible or would involve Graphisoft in disproportionate additional costs compared to other remedies. If you have not requested or could not request the repair or replacement, you may request a proportionate reduction in the consideration, or you may have the defect repaired or replaced at Graphisoft's expense, or, in the last resort, you may withdraw from the contract. In the event of a contract between a consumer and a business for the sale of goods which are movable, the supply of digital content or the provision of digital services, you may not, in the exercise of your rights under the warranty of convenience, remedy the defect yourself or have it remedied by another party at Graphisoft's expense. You may switch from one warranty of convenience to another, but you will bear the cost of the switch unless it was justified or justified by the company.

What is the time limit for you to claim your warranty rights?
You must give notice of the defect as soon as it is discovered, but no later than two months after the defect is discovered. Please note that after two years from performance of the contract no warranty rights can be claimed.

Against whom can You enforce Your warranty claims?
Graphisoft.

What other aspects do you need to take into account?
Within one year from the contract performance, You only need to notify the defect and prove that the service was provided to You by Graphisoft. After one year from the contract performance, You have to prove that the defect existed at the time of contract performance.

21. SPECIAL PROVISIONS APPLICABLE TO THE CONVERSION PROGRAM

21.1. In the scope of the Conversion Program (“Program”) Graphisoft provides You with Subscription(s) that shall replace the combination of perpetual commercial Archicad licenses being on Software Service Agreement / Graphisoft Forward (SSA/FW).

21.2. The Program offers Subscription(s) with special conditions to active SSA/FW customers. The type of Subscription made available in the scope of the Program is defined by Graphisoft and may be changed from time to time. You can obtain information about the actual conditions and content related to the available Subscription(s) on Graphisoft Store or at Your local Graphisoft Partner.

21.3. The Program is time limited, which may be (i) 1 (one) year with the maximum of two renewals of 1 (one) year Subscription Term each, with the total term of 3 (three) years or (ii) 3 (three) years with one renewal of 3 (three) year Subscription Term with the total term of 6 (years) years, depending on Your Subscription Term(s) purchased upon entering the Program.

21.4. Upon entering the Program and purchasing Subscription(s) with the special conditions of the Program, You voluntarily surrender Your perpetual license(s) that was/were involved in the Program, and in place of those You will be provided with (i) Subscription license(s), as defined in Section 21.3 above, and (ii) time limited restricted Compatibility License(s) each, as defined in this Section 21., in the quantity equal to the number of perpetual licenses You involved in the Program. Compatibility License is defined in Sections 21.4.1 and 21.4.2 hereinafter.

21.4.1. Compatibility License is time limited, which means that You are entitled to use the Compatibility License for the time period You are participating in the Program and as long as Your Subscription(s) purchased in the scope of the Program are active. In the case of Your non-renewal (termination) of the Subscription Term during the course of the Program or at and the end of the Program, Your Compatibility License(s) will be replaced by the then actual version of perpetual Archicad, under the condition that You return the equivalent number of Compatibility Licenses without any compensation.

21.4.2. Restricted means,

21.4.2.1 You are granted the right to use the Compatibility License(s), which is the commercial perpetual Archicad 25 license(s) for continuing to work on Your existing project files created with Archicad 25 or earlier versions.

21.4.2.2 You are prohibited from using Your Compatibility License(s) and the Subscription(s), purchased in the scope of the Program, simultaneously.

21.4.2.3 You accept that editing and saving Your earlier-project files with Your Subscription(s) will result Your project file to be automatically updated to the latest version of Archicad, and You will not be able to open or edit Your project file any longer with an earlier version of Archicad.

21.4.2.4 As a material condition of the Program, You expressly accept that it is prohibited to sell, loan, distribute, cede, sublicense, rent or lease or otherwise transfer or assign the right to use of the Compatibility License, nor transfer or provide access to it by network for any use, either in whole or in part without the prior written consent of Graphisoft.

21.4.2.5 Upon the termination of Your Subscription(s) for breach You are not entitled to obtain the then current version of perpetual Archicad detailed in Section 24.4.1 above.

21.5. You can enter the Program by purchasing the Subscription(s) on the Graphisoft Store or from an authorized Graphisoft Partner at the time of Your SSA/FWD renewal or, if allowed by Graphisoft, during Your active SSA/FW. If You purchase or renew Your Program-related Subscription on the Graphisoft Store, the applicable Prices and payment terms will be provided there, while in the case of purchasing or renewing the Subscription at a Graphisoft Partner, the Graphisoft Partner will inform You thereon.

21.6. If You have multiple running SSA/FW contracts, You can enter the Program contract-by-contract. You shall purchase Subscription(s) in the Program that are equivalent in number to the quantity of the perpetual licenses covered by the SSA/FW contract used for entering the Program.

21.7. In case of infringement of any provisions of this Section 21., You expressly acknowledge that it constitutes material breach of this Agreement giving the right to Graphisoft to terminate the Program immediately, without refund of any Prices paid, and Graphisoft will take the necessary measures to make the infringement terminated and to enforce Your compliance with the above provisions. In addition, Graphisoft shall be entitled to claim compensation for damages resulting from Your breach of this Agreement and enforce all its rights under the governing law.

21.8. Unless terminated, Your Subscription(s), purchased in the scope of the Program, are going to automatically renew at the end of the Program at the Price and according to the terms and conditions applicable at the time of the renewal.

21.9. If You purchase a Subscription in the scope of the Program, by using the dedicated coupon code, You accept the terms and conditions of this Section 21., as determined and may be changed by Graphisoft from time to time. The coupon code is issued by Graphisoft uniquely for each of Your Subscription purchase to be made in the Program. The coupon code enables the purchase of the Subscription(s), as defined by Graphisoft, in numbers equivalent to the number of perpetual licenses contained in the SSA/FW contract, You enter the Program with. The coupon code can be utilized only by You, as the party to the SSA/FW contract, and it cannot be assigned to a third party. The coupon code is for single use, and valid until the date specified in it, which is, by default, set to the date of the upcoming renewal term of Your SSA/FW contract. If the purchase of the Subscription is on the Graphisoft Store, Graphisoft provides the coupon code to the Customer directly. If the purchase of the Subscription is via the Graphisoft Partner, Graphisoft provides the coupon code to that Graphisoft Partner.

21.10. You shall cooperate in good faith with Graphisoft for the purposes of due performance of the provisions of this Section 21. In case of failing to cooperate with Graphisoft, You may suffer damages, for which Graphisoft excludes any and all liability to the permitted extent allowed by the applicable rules of law.

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Approval under the Section 6:78.§ (2) of the Hungarian Civil Code (Act no. V of 2013):

In accordance with, and for the effects of, article 6:78§ (2)-(3) of the Hungarian Civil Code (Act no. V of 2013), I hereby declare on behalf of the Customer to have thoroughly read all the terms and condition under the Agreement hereto and to specifically accept and approve the provisions under the following Sections: 2.4. (Unilateral revision of applicable documents by Graphisoft), 2.5. (Disclaimer related to the Graphisoft Store); 3.3. (Automatic Renewal); 3.4. (TOS applicable to all future purchases); 7. (Price, Payment, Price changes); 10. (Content Storage); 11. (Warranties, Limitations of liability); 12.2. (Termination of Subscription due to Customer’s breach of EULA); 12.3. (Termination due to unfair use); 13. (Indemnity); 17.2. (Governing Language); 17.3. (Assignment prohibition); 19. (Applicable law and competent jurisdiction).