OFFER
OFFER (PROPOSAL) FOR GRANTING A LICENSE FOR BIMSTEP SOFTWARE PRODUCTS
Update date: “12” July, 2023.
This Offer for granting a License for “BimStep” Software Products (hereinafter – “Offer”) is a legally binding document and a public contract of offer between the Individual Entrepreneur Stepanov Aleksei, (registered in accordance with the legislation of Georgia, IE identification number: 305592025, date of registration: 20.01.2023, hereinafter – “Licensor”) and you, an individual applying for the rights to use BimStep plug-ins (hereinafter – “User”),
hereinafter jointly referred to as the “Parties”
PLEASE READ IT CAREFULLY:
The User undertakes to carefully read the terms and conditions of this Offer before purchasing a License for the right to use BIMSTEP Software Products on the Website https://www.bimstep.com/.
Payment of the price of the BIMSTEP Software Product on the Website https://www.bimstep.com/ constitutes full and unconditional acceptance of this Offer (acceptance of the offer).
If you do not agree with the terms of this Offer or you are under the age of 18, please refuse to purchase the BIMSTEP Software Product. If you do not agree with the terms of this Offer, you are not entitled to purchase, install, copy or otherwise use the BIMSTEP Software Products.
Licensor reserves the right to amend this Offer and any document referred to herein at any time. Such modifications come into force from the date of posting the document containing them on the https://www.bimstep.com/ website, unless otherwise specified in such document.
You should check the terms of this Offer from time to time in order to be aware of the changes we make and which you agree to comply with.
Considering that:
– Licensor is the author of the Software Product “BimStep”, and also has the License with the right to distribute the Software Product “BimStep”, including the right to spread the Software Product in any legal way on the territory of the whole world, in accordance with the terms of the License Agreement №1-BS-GEO of 01/07/2023, executed between the Licensor and the Rightholder of the Software Product “BimStep” – Individual Entrepreneur Stepanova Marina Andreevna (registered in accordance with the legislation of the Russian Federation, ITN – Individual Taxpayer Number: 070710984681, PSRNIE – Primary state registration number of individual entrepreneur: 321508100268312 dated 01.06.2021; hereinafter – the “Rightholder”);
– The Licensor is fully and duly authorized to conclude this Offer; the Licensor is entitled to receive and/or transfer rights and obligations under this Offer without any additional consent from the Right Holder;
– The User confirms that he/ is aware and understands the functional properties and features of the selected Software Product and the conditions/terms of the selected Package;
– By concluding this Offer, the User confirms that he/she will be the end User of the Software Product during the entire validity period of the License;
Based on the foregoing, the Parties, on the basis of free will, agree to conclude the License Agreement (https://www.bimstep.com/en-license-agreement) on the following terms and conditions:
1. TERMS AND DEFINITIONS
In this Offer the terms listed below are used in the following meaning:
Website – BIMSTEP website at the address: https://www.bimstep.com.
Licensor – Individual Entrepreneur Aleksei Stepanov, registered in accordance with the legislation of Georgia, IE identification number: 305592025, registration date: 20.01.2023.
User – an individual who has reached the age of 18 years, interested in acquiring a License for BIMSTEP Software Products. The Software Products may be used by the User for professional, business or other activities not related to personal and family purposes.
Computer – an electronic machine/computer.
Software Product – BimStep’s plugins for Computer, registered in accordance with the Certificate of State Registration of the Computer Program No. 2021668562 issued by the Federal Service for Intellectual Property of the Russian Federation.
License – the right to use the Software Product granted to the User within the selected Package.
Package – the Terms and Conditions of the License selected by the User from those offered on the Website, which determine the limits of the Software Product use and the License fee.
Territory in which the License is valid – the territory of the whole world
License Key – a unique sequence of symbols, letters, numbers or special characters presented to the User for the purpose of legal use of the Software Product and its specific configuration, or to extend the License validity period.
Intellectual Property Rights – all patents, rights to inventions, copyrights and related rights, trademarks and service marks, trade names, trade names and domain names, design rights, design rights, computer software rights, database rights, topographical rights, rights to confidential information (including know-how and trade secrets) and any other intellectual property rights, registered or unregistered anywhere in the world.
2. GENERAL PROVISIONS AND SUBJECT MATTER OF THE OFFER
2.1 In accordance with this Offer, the Licensor grants the User a simple (non-exclusive) License to use the Software Product within its functionality, according to the Package selected by the User and solely as an end user, and the User is obliged to pay the cost of the License/right to use the Software Product and not to violate the limits of its use, as well as other Intellectual Property Rights to the Software Product, including the exclusive rights of the Licensor and/or the Right Holder.
2.2 This Offer is a public offer of the Licensor addressed to an unlimited number of persons.
2.3 Full and unconditional acceptance of the terms of this Offer (acceptance) is the User’s payment on the Website.
2.4 The provisions of the legislation of Georgia shall apply to the relations between the Licensor and Users.
3. LICENSE TERMS
3.1. The User independently chooses the License terms from the Packages offered on the Website (from the options of the Software Product provision).
3.2 The User does not receive any rights to the Software Product, except for the rights provided by the Package selected and paid by the User. The rights to the Software Product granted to the User are solely license rights. No provision of the present Offer or any other document grants to the User any ownership rights to the Software Product, in whole or in part.
3.3 The Software Product is intended for the User’s own use only and shall not be exploited by third parties (including on the basis of a sublicense or for marketing or further distribution purposes, either separately or as a component of any other product).
3.4 The Software Product, its constituents and separate components (including, but not limited to: other programs, program codes, underlying know-how, algorithms, design elements, fonts, logos, as well as text, graphic and other materials) are intellectual property objects protected in accordance with international legislation and domestic legislation of Georgia and the Russian Federation, any use of which is allowed only on the basis of the Licensor’s permission and in accordance with the terms of this Offer.
3.5 The Licensor warrants that he is able to distribute the exclusive intellectual property right to the intellectual property object of the Software Product.
3.6 The Software Product may include software components from third-party suppliers. The Licensor warrants that he has the necessary permissions from the third-party suppliers to use their components while the User uses the Software Product. The User receives the rights to use these components while using the Software Product on the basis of the purchased License.
All components of third-party suppliers are merged into the software during installation of the Software Product. The User has the right to copy, install and operate all third-party components supplied as part of the Software Product only as part of the work related to the operation of the Software Product. Copying, distribution, installation and operation of separate components will be a violation of the License and copyrights of both Licensor and third-party suppliers (unless otherwise specified in the Licenses and License Agreements of third-party suppliers).
3.7 The User may not and agrees not to perform or permit others to copy, decompile, hack source code, disassemble, extract source code, decrypt, modify or create derivative works based on the Software Product or any of its components (unless the above restrictions are prohibited by applicable law or the provisions of licenses governing the use of open source components that may be contained in the Software Product). The User may not disassemble, decompile (convert binary code into source code) the program and other components of the Software Product, make any changes to the code and perform any other actions with respect to the Software Product that violate the Intellectual Property Rights.
3.8 During the License term, which is determined in accordance with the Package selected by the User, the Licensor grants the User the right to use the Software Product in the following ways:
– reproduction (full or partial) of the Software Product, in accordance with the selected Package;
– using the provided functionality of the Software Product in accordance with the selected Package;
– use of the Software Product on a single Computer, unless the Package provides otherwise.
Use of the Software Product in any other way will be considered as unlawful use and/or infringement of Intellectual Property Rights providing for liability in accordance with this Offer, License Agreement, legislation of Georgia and international norms.
3.9 The Software Product is provided to the User for use “as is”, “as available” and without any warranties, which means that the Software Product is implemented with those functional properties and in the state in which it exists at the time of provision, and that the Licensor does not guarantee the compliance of the Software Product with the User’s expectations/needs and/or compatibility of the Software Product with any other software and equipment of the User, including but not limited to, the smooth operation of the Software Product or the absence of errors.
3.10. Since the Software Product is provided for use on an “as is” basis, the Licensor is not obliged to provide technical support for it free of charge, unless the Parties agree otherwise. On the basis of a supplementary agreement and for additional fee, the Licensor may provide assistance in setting up and (or) running the Software Product on the User’s devices.
3.11. As a Package the User should choose: type of the Software Product, line of the Software Product, type of the License granting (offline, online, network), term of the License granting.
3.12. The User confirms that before paying for the selected Package he/she is obliged to carefully read all information regarding the terms and conditions of the License on the Website and assumes full responsibility for the consequences of choosing an inappropriate Package.
3.13. The User confirms that he/she is aware that the current legislation does not provide for the User’s right to unilaterally withdraw from the license agreement and the possibility of refunding the funds paid as remuneration to the Licensor. In other words, the User accepts that if the User chooses and pays for a Package that is not suitable for him or if he no longer needs to use the Software Product, the Licensor has the right, at its own discretion, to refuse to refund the License fee.
3.14. Based on individual requests of the User, the Licensor has the right to provide the User with additional information regarding the terms of the License and the features of the Software Product.
3.15. After the User has paid for the License, the Licensor provides the User with a License Key or login/password to use the License. The term of use of the Software Product is calculated from the date of purchase of the License by entering the appropriate License Key or login/password.
3.16. The User is solely responsible for the results of using the Software Product, including the adequacy of independent testing of the reliability, safety and accuracy of the products constructed with the Software Product.
4. THE PROCEDURE OF PAYMENT
4.1 The procedure for payment of the License fee is determined in accordance with the terms of this Offer.
4.2 The License fee depends on the Package selected by the User. The License fee includes taxes established by the legislation of Georgia.
4.3 The License is provided on the terms of full prepayment of its fee.
4.4 Upon expiration of the License term, the License is terminated.
4.5 Settlements on the Website are made using the electronic payment service UniPay in accordance with the procedure established by the administration of this electronic payment service. The Licensor is not responsible for the transactions performed using the specified electronic payment service. In case the User has any issues regarding the completed payment, the procedure for their resolution is determined with the administration of the corresponding electronic payment service.
4.6 The time required for crediting the funds may depend on the processing schedule set by the administration of the electronic payment service. The administration of the electronic payment service has the right to postpone or cancel any payments to prevent illegal activities or fraud, as well as to ensure security, for the period of risk assessment or investigation.
4.7 When making payments on the Website, the User undertakes not to use the payment details of third parties without the consent of such third parties.
4.8 The costs of transferring funds (including bank fees) shall be borne by the User.
4.9. The rules of tariffication of services and formation of financial documentation for the User are determined by the Administration of the Electronic Payment Service UniPay independently.
4.10. The Electronic Payment Service UniPay is not responsible for the quality of services if the User has indicated false information necessary for the provision of services.
4.11. The Electronic Payment Service UniPay is not responsible for the User’s losses resulting from errors and failures in the operation of software and/or hardware that ensure the functioning of the Electronic Payment Service, arising for reasons beyond the control of the actions/inactions of the Administration of the Electronic Payment Service UniPay.
4.12. All payments made by the User do not include the cost of Internet or data traffic. The Internet service provider or mobile operator may charge a fee for the scope of data traffic of the User.
4.13. The personal information provided when making an online payment is confidential and shall not be disclosed. The administration of the electronic payment service guarantees the security of online payment processing.
5. PARTIES RESPONSIBILITY
5.1 In case of non-fulfillment or improper fulfillment of their obligations under the Offer, the Parties shall be liable in accordance with the legislation of Georgia and the terms of this Offer.
5.2 The liability of the Licensor in relations with the User is limited and exists within the limits established by this Offer, the Civil Code of Georgia and the current legislation.
5.3 The User assumes all possible risks associated with his/her actions on possible admission of errors and inaccuracies in the data provided by him/her, necessary for non-cash payment.
5.4 The Licensor does not initiate and does not control the placement of information by the User in the process of using the Software Product, does not affect its content and integrity, and at the moment of placement of such information does not know and cannot know whether it violates the legally protected rights and interests of third parties, international treaties and the current legislation of Georgia.
5.5 By paying for the Software Product on the Website, the User confirms that he/she is aware of and understands the functional properties and features of the selected Software Product and the conditions/terms of the selected Package. The User acknowledges and agrees that the Licensor is not and will not be liable under any circumstances for:
– Misalignment between the Software Product and the User’s expectations and needs;
– improper functioning of the Software Product on the User’s equipment;
– any loss, damage, regardless of the reasons for its occurrence, (including, but not limited to, special, incidental or consequential damages, losses related to lost profits, interruption of business or production activities, loss of business information, negligence, or any other losses resulting from the use or inability to use the Software Product).
5.6 The Parties are released from liability for non-fulfillment and (or) improper fulfillment of their obligations under this Offer in case of force majeure circumstances, i.e., circumstances of objective nature, which are beyond the will of the Parties and which occurred after the conclusion of the contract on the terms of this Offer and prevent the Parties from fulfilling their obligations. Force majeure circumstances include, in particular, strikes, mass diseases, floods, earthquakes, hurricanes, other natural disasters and military actions (local and international), as well as man-made and anthropogenic disasters and acts of state and local authorities.
5.7 The Website is provided to the User on an “as is” basis. The Licensor is not responsible for the operation of the Website, as well as:
5.7.1 The Licensor does not guarantee that the Website will meet the requirements or expectations of Users;
5.7.2 The Licensor does not warrant that the Website will operate continuously, quickly, reliably and without errors and will meet Users’ expectations, including that all errors on the Website will be corrected.
5.8. Users agree that they are not entitled to claim any compensation for moral damage, as well as compensation for lost profits from the Licensor in connection with the acceptance of this Offer, except for cases expressly provided for by the legislation of Georgia.
5.9 The User confirms his/her consent to the processing of his/her personal data by the Licensor and/or the Right holder in accordance with the document on the Personal Data Protection and Processing Policy (Privacy Policy) of the Website Users’. The User undertakes to review the detailed terms and conditions of the speified document on the BimStep Website (https://www.bimstep.com/en-privacy-policy).
5.10. In case of infringement of the Intellectual Property Rights by the User, the Licensor, in accordance with the terms of Articles 44 and 59 defined by the Law of Georgia “On Copyright and Related Rights”, has the right to demand from the User:
– restoration of the situation existed to infringement of the right and suppression of actions that infringe the right or create a threat of its infringement;
– compensation for damages, including lost income;
– recovery of income received by the infringer as a result of the infringement;
– payment of compensation.
The Licensor is also entitled, at its own discretion, to use additional mechanisms for protection of his rights provided by the legislation of Georgia, the legislation of the Russian Federation and international agreements on protection of Intellectual Property Rights.
6. DISPUTE RESOLUTION PROCEDURE
6.1 All disputes or disagreements arising in connection with the execution/non-execution of the provisions of this Offer shall be resolved by the Parties in a claim procedure. In this case, the Party, considering its rights violated, shall send to the other Party a claim in simple written form with attachment of duly certified documents substantiating the stated requirements.
The term for consideration of claims is 10 (ten) calendar days.
6.2 In case the Parties fail to reach an agreement, any dispute related to or arising out of this Offer, including any matter regarding existence, validity and termination of this Agreement or arbitration clause, for the purpose of consideration and final resolution shall be submitted to the permanent arbitration “Dispute Resolution Center” (DRC, registration code / 204547348; legal address: Vazha-Pshavela 71, 2nd floor, Tbilisi, website http://drc.ge/). Place of arbitration consideration: Tbilisi, Georgia. The dispute shall be considered and finally resolved by one arbitrator in accordance with the rules (regulations) of case management of the permanent Arbitration of the “Dispute Resolution Center”.
7. ENTRY INTO FORCE OF THE OFFER, AMENDMENT OF THE OFFER PROVISIONS
7.1 This Offer comes into force from the moment of its placement on the Website, is valid indefinitely and shall be considered accepted by the User from the moment the User expresses consent to its terms and conditions in the manner prescribed by the preamble of this Offer.
7.2 All changes made to this Offer shall be posted on the Website and shall come into force from the moment of posting such changes on the Website.
7.3 The Licensor has the right to make changes to this Offer at any time, but in any case, such changes shall be published and made available to the public through publication on the Website.
7.4 The User is not entitled to refer to his/her failure to be informed about the introduction of these changes and the date of their entry into force. Failure of the User to familiarize himself with the conditions and (or) changes in this Offer may not serve as a basis for the User’s failure to fulfill his obligations and the User’s non-compliance with the restrictions established by this Offer.
8. FINAL PROVISIONS
8.1 The User agrees to receive, and the Licensor has the right to send the User informational messages, including advertising messages, to the User’s e-mail and/or cell phone. The User has the right to refuse to receive advertising and other information without explaining the reasons for the refusal by informing the Licensor of his refusal by sending a corresponding application to the Licensor’s e-mail.
8.2 The User agrees that the Website and the Software Product may contain advertising, the presence of which is a prerequisite for the use of the Website. The User acknowledges the right of the Licensor to place such advertising without prior notice to the User and without any compensation.
8.3 The terms of use of the Website shall be governed by the legislation of Georgia. If any provision of this Offer will be recognized invalid, other provisions of the Offer continue to have full legal force.
9. DETAILS OF THE LICENSOR
Individual Entrepreneur Aleksei Stepanov, registered under the laws of Georgia
IE identification number: 305592025;
Date of registration: 20.01.2023;
Registered address: 3 Berbuki Str., apt. 72, 16th floor, Tbilisi, Georgia;
e-mail: info@bimstep.com
Bank details:
Name of Beneficiary: P/E Aleksei Stepanov
Beneficiary’s Bank: JSC TBC Bank
TBILISI, GEORGIA
Swift: TBCBGE22
Beneficiary’s IBAN: GE10TB7142745064400007
Intermediary Bank: CITIBANK N.A.
NEW-YORK, USA
SWIFT: CITIUS33
ABA: 021000089
Intermediary Bank: JPMORGAN CHASE BANK N.A.
NEW-YORK, USA
SWIFT: CHASUS33
ABA: 021000021