License Agreement

 The present License Agreement for use of the BimStep Plugins (hereinafter referred to as the “Agreement”) is a legally binding document and regulates the relationship between: 

​An Individual Entrepreneur Aleksei Stepanov (registered under the laws of Georgia, IE identification number: 305592025, registration date: January 20, 2023, hereinafter – “Licensor”), and you – an individual and/or a legal entity, wishing to obtain the rights to use the “BimStep” plugins (hereinafter referred to as the “User”),

hereinafter jointly referred to as the “Parties”.

PLEASE READ IT CAREFULLY:

Before using the Software Product, the User must carefully read the conditions of this Agreement.

By purchasing, installing, copying or otherwise using BimStep Software Products, User fully and unconditionally agrees and accepts the terms of this Agreement and any other document referred to herein.

If you do not agree to the conditions of this Agreement, you may not purchase, install, copy or otherwise use the BimStep Software Products.

BimStep Software Products are protected by copyright laws and international copyright treaties, as well as other governing intellectual property laws and treaties.

Licensor reserves the right to amend this Agreement and any document referred to herein at any time. Such amendments shall become effective on the date the document containing them is posted on the Website https://www.bimstep.com/, unless otherwise specified in such document.

The present Agreement is concluded in the form of an offer, does not require bilateral signature and is valid in electronic form.

By clicking “Accept” while installing, downloading, copying, or using the Software Product, you agree to the conditions of the present Agreement. If you do not agree to any of the condition of this Agreement, immediately select the “Reject” button/option and cancel the installation or download accordingly.

RECITALS:

 Considering that:

 – The Licensor is the author of the Software Product “BimStep” and also has the license with the right to distribute the Software Product “BimStep”, which includes the right to spread the Software Product by 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 Right Holder of the Software Product “BimStep” – Marina Andreevna Stepanova, Individual Entrepreneur (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 June 1, 2021; hereinafter – the “Right Holder”);

– The Licensor is fully and duly authorized to conclude the present  Agreement; the Licensor has the right to obtain and/or transfer the rights and obligations under this Agreement 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 terms and conditions of the selected Package;

– By entering into this Agreement, the User confirms that he is the end User of the Software Product and will be the end User during the entire validity period of the License;

 – The User acknowledges and agrees that the Licensor is not and will not be liable under any circumstances for:

Based on the foregoing, the Parties, on the basis of free will, agree on the following:

1. DEFINITIONS

 In the present Agreement, the terms listed below are used in the following meaning:

“Agreement” is the present License Agreement with all attachments (supplements) hereto (including those incorporated by links).

 “Licensor” is an Individual entrepreneur Stepanov Aleksey, registered in accordance with the laws of Georgia, IE identification number: 305592025, date of registration: 20.01.2023;

“User” is any individual or legal entity that installs or uses the Software Product on its own behalf, or owns a copy thereof;

 “Computer” means an electronic machine/computer;

 “Software Product” or “Plugin” is BimStep’s Plugin 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” is a permission to use the Software Product granted to the User within the selected Package;

 “Package” is the terms and conditions of the License, selected by the User from those offered on the Website, determining the limits of the use of the Software Product and the License fee;

“Website” is the BimStep’s website at the addresses: https://www.bimstep.com/.

“Intellectual Property Rights” is all patents, rights to inventions, copyrights and related rights, trademarks and service marks, trade names, trade names and domain names, design rights, computer software rights, database rights, topographic 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 CONDITIONS

2.1. Under the present Agreement, the Licensor grants the User a non-exclusive (simple), non-transferable or sublicensable License to use the Plugin, solely as an end user, in accordance with the terms and conditions of the Package selected and paid for by the User.

2.2 The User undertakes not to violate the right and limits of using the Plugin, as well as other Intellectual Property Rights to the Plugin, including the exclusive rights of the Licensor and/or Right Holder.

2.3 During the term of the License, which is determined in accordance with the Package chosen 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 one Computer, unless otherwise provided by the Package.

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 Agreement, legislation of Georgia and international norms.

2.4 The Plugin is provided to the User for use “as is”, “as available” and without any guarantees, which means that the Plugin is implemented with the functional properties and in the state it exists at the moment of provision, and also that the Licensor does not guarantee the compliance of the Plugin with the User’s expectations/needs and/or compatibility of  the Plugin with any other software and equipment of the User, including, but not limited to, the smooth operation of the Plugin or the absence of errors..

2.4.1 As 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 have agreed otherwise. On the basis of a supplementary agreement and for an additional fee Licensor may provide assistance in setting up and (or) running the Software Product on User’s device(s).

2.4.2 The User is solely responsible for the results of using the Software Product, including the adequacy of the independent testing of the reliability, safety and accuracy of products constructed with the Software Product.

2.4.3 The territory in which the License is valid is the territory of the whole world.

2.4.4 The License fee is determined in accordance with the Package chosen by the User.

The User confirms that he is aware that the current legislation does not provide the User’s right to unilaterally withdraw from the Agreement and the possibility of returning the funds paid as the License fee to the Licensor. Accordingly, the User confirms that in case he chooses and pays for the Software Product Package which does not suit him or he no longer needs to use the Software Product, the Licensor, at its own discretion, has the right to refuse to refund him the License fee.

3. PERSONAL DATA PROCESSING POLIY

By entering into this Agreement, the User confirms his consent to the processing of his 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 specified document on the BimStep Website (https://www.bimstep.com/en-privacy-policy).

4. INTELLECTUAL PROPERTY AND LIMITATIONS

4.1 The rights to the Software Product granted to the User are solely license rights. No provision of the present Agreement or any other document grants to the User any ownership rights to the Software Product, in whole or in part.

4.2 The Software Product, all copies thereof and all Intellectual Property Rights to the Software Product and its copies belong to the Licensor and/or to the Right Holder. 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, and text, graphic and other materials) are protected by copyright and other Intellectual Property Rights, laws and agreements (including Georgian and Russian domestic laws and international treaties and agreements).

4.3 The User confirms that he is aware that the Software Product is subject to Intellectual Property Rights, and that the User at any time (whether before or after termination of the License) must not perform or tolerate any actions that violate Intellectual Property Rights.

4.4 The Licensor retains all rights to the Software Product, which are not expressly granted to the User under the present Agreement. In case of improvement of the Plugin within the framework of the paid technical support the copyrights for the software code remain with the Licensor and/or the Right Holder.

4.5 The Software Product is intended only for the User’s own use and may not be used by third parties (including on a sub-license basis or for the purposes of marketing or subsequent distribution, either separately or as a component of any other product).

4.6 The User is  not entitled to hack technology, decompile, disassemble, adapt, modify the Plugin or any part of it, to make any unauthorized copying, duplication, reproduction of the Plugin, to create any derivative works based on it, to make the Plugin available for use by third parties, or to perform any activities that threaten the functionality, integrity or operability of the Plugin or its separate parts, to rent, lease or to give the Software Product for temporary use to third parties, to assign it or perform any actions that violate the mechanism for using the Plugin, in particular in the presence of encoded files – to perform any actions aimed at their decoding.

4.7 The Software Product may include software components from third party suppliers. The Licensor warrants that he has the necessary permissions from 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 based on 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 components of third-party suppliers delivered as a part of the Software Product only as a part of work related to the operation of the Software Product. Copying, distribution, installation and operation of separate components will be a violation of the terms of the License and copyrights of both Licensor and third-party suppliers (unless otherwise stipulated in the Licenses and License Agreements of third-party suppliers).

4.8 The Licensor has the right to temporarily or permanently suspend the User’s License in case he finds facts indicating the possible violation of the terms of use of the Software Product by the User or performing of any actions, which may result in publication or unauthorized distribution of the object of the Intellectual Property Rights.

4.9 In case the User infringes the Intellectual Property Rights under the present Agreement, the Licensor, in accordance with the terms of Articles 44 and 59 of the Law of Georgia “On Copyright and Related Rights”, has the right to demand from the User:

– restoration of the situation that existed prior to the 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.

Licensor also has the right, at its own discretion, to use additional mechanisms to protect his rights, provided by the legislation of Georgian and international norms on protection of Intellectual Property Rights.

5.GOVERNING LAW AND DISPUTE RESOLUTION

5.1. The present Agreement shall be governed by and interpreted in accordance with the legislation of Georgia.

5.2 Disputes or disagreements related to this Agreement shall be resolved through negotiations between the Parties.

5.3 In case the Parties fail to reach agreement, any dispute related to or arising from this Agreement, including any matter regarding existence, validity and termination of this Agreement and/or arbitration clause, shall be submitted to the permanent arbitration “Dispute Resolution Center” (DRC, registration code: 204547348; legal address: Vazha-Pshavela 71, 2nd floor, Tbilisi, http://drc.ge/) for the purpose of consideration and final resolution. Place of arbitration: Tbilisi, Georgia. The dispute shall be considered and finally resolved by one arbitrator in accordance with the procedural rules (regulations) of case management of the permanent Arbitration of the “Dispute Resolution Center”.

6. FINAL PROVISIONS

6.1 The User has the right to unilaterally cancel this Agreement at any time, in this case the remuneration/license fee paid by the User is not refundable under any conditions.

6.2 In case of termination of this Agreement for any reason, the User undertakes to comply with the conditions specified in paragraph 4.6 of this Agreement and remove all available copies of the Software Product from all Computers.

6.3 The present Agreement is at the same time an act of acceptance and transfer of the Plugin, from the moment of crediting funds to the Licensor’s current account.

6.4 The Agreement comes into force and becomes binding to the Parties from the moment the User accepts its conditions.

6.5 The invalidity of any clause, paragraph and/or sub-clause of the Agreement shall not entail the invalidity of the Agreement as a whole and/or its other clauses, paragraphs and/or sub-clauses. The invalid clause shall be replaced by such a clause that more easily achieves the goals set out in the Agreement (including with its invalid clause).

6.6 Annexes to this Agreement (including those incorporated by links) may contain additional terms and conditions. All additional agreements, conditions, rules or regulations referred to in this Agreement shall apply as if such documents were included directly in the text of the Agreement.

6.7. On all matters not regulated by this Agreement, the Parties shall be governed by the norms of the current legislation of Georgia and by the terms of additional agreements/contracts executed between the Parties, which in turn are an integral part of the present Agreement, including but not limited to the terms of the following documents:

– POLICY ON PROTECTION AND PROCESSING OF PERSONAL DATA OF BIMSTEP WEBSITE USERS (https://www.bimstep.com/en-privacy-policy);

– if the User is an individual, the OFFER FOR GRANTING A LICENSE FOR BIMSTEP SOFTWARE PRODUCTS (https://www.bimstep.com/en-offer);

– if the User is a legal entity, a LICENSE AGREEMENT.

7. 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

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