License Agreements of the Nemetschek Allplan Systems GmbH
Contents
1. by Google in the manner described above and for the above mentioned purpose The collection processing and storage of data may be objected to at any time with effect for the future Moreover you can pre vent the registration of the data which are created by the cookie and relate to your use of the website including your IP address to Google as well as the processing of such data by Google by downloading and installing the browser plug in from the follow ing link http tools google com dlpage gaoptout hl de For more information please see tools google com dipage gaoptout and or www google com intl de analytics privacyoverview html general information about Google Analytics and data protec tion We point to the fact that Google Analytics was extended by the gat _anonymizepl code on the website in order to en sure the anonymous registration of IP addresses so called IP masking 2 3 The software includes technological measures to prevent unli censed use Customer accepts that Nemetschek will implement measures to check if a legal license of the software is used and if the software is used in compliance with the provisions of this agreement If Nemetschek finds out that no licensed copy of the software is used or that the use of the software violates the pro visions of this agreement customer will not be permitted to in stall future software updates Nemetschek will take necessary precautions so that no software updates can b2. defective goods without the defective goods 6 8 Claims for damages shall exclusively be governed by point 7 below 7 Damages Regardless of the legal ground Nemetschek shall exclusively be li able pursuant to the following provisions 7 1 Unlimited liability Nemetschek shall have unlimited liability in the case of intention gross negligence and severe or ganizational negligence in the case of injuries to life body or health regardless of the severity of the fault and e if a guarantee has been accepted 7 2 Cardinal duties and foreseeable damage typical for the contract If no case under point 7 1 is given Nemetschek shall be liable if significant contractual duties are violated and if this endangers the achievement of the contractual purpose cardinal duties limited to the amount of the foreseeable damage typical for the contract NEMETSCHEK LIILIRIIENINI Allplan 7 3 Other Cases If none of the cases mentioned in points 7 1 and 7 2 exists the liability of Nemetschek shall be limited to fifteen times the con tractual remuneration at most 250 000 00 in particular if oth er contractual duties are violated 7 4 Period of Limitation Claims under this point shall become time barred within 12 months with the proviso that the statutory period of limitation shall apply to claims under point 7 1 7 5 Contributory negligence and backup of data If any damage is attributable both to the fa
3. the software is subject to national or international export regulations the customer has to obtain approval from the competent authorities The costs of the ex port in particular customs taxes fees and other costs are to be borne by the customer 8 3 The customer may only assign or transfer this contract and or their rights or duties under this contract to third parties with the previous written consent of Nemetschek Nemetschek will not unreasonably deny this consent 8 4 Both contracting parties undertake only to use any confidential information operating and or trade secrets of the other con tracting parties of which they learned within the framework of NEMETSCHEK Allplan Systems GmbH Konrad Zuse Platz 1 81829 M nchen Telefon 49 89 9 27 93 0 Fax 49 89 9 27 93 5200 info nemetschek allplan com www nemetschek allplan com HypoVereinsbank M nchen Kto 665854906 BLZ 700 202 70 Sitz M nchen Amtsgericht M nchen HRB 147169 Ust Id Nr DE228452447 St Nr 143 101 30126 FA M nchen f K rperschaften Seite 3 von 4 19 03 2014 NEMETSCHEK Allplan License Agreements of the Nemetschek Allplan Systems GmbH PELE the contractual relationship for the purpose of executing the contract and to keep them in confidence indefinitely 8 5 Any changes and or supplements to this contract must be made in writing in order to be effective 8 6 The place of performance for all obligations under the contract shall be Mu
4. License Agreements of the Nemetschek Allplan Systems GmbH 19 03 2014 General The subject matter of these conditions is the licensing of software from Nemetschek Allplan Systems GmbH Munich hereinafter Nemetschek The conditions are final Other conditions that are applied together with these within the scope of the contractual rela tionship shall not be used for interpreting the conditions 1 Terms of Use 1 1 The customer acknowledges that the software and the user documentation can be protected by copyright Apart from that the customer acknowledges the software as Nemetschek s trade secret 1 2 Software is only left to the customer as object code on machine readable data carriers Nemetschek shall not be obliged to sur render the source code to the customer 1 3 Nemetschek grants the customer the simple and non transferable right to use the acquired software for the purposes typical for the contract and to duplicate it within the scope of the legally admissible limits if the duplication in question is neces sary for using the software The necessary duplications of a single user license include the installation of the software on the mass storage of the hardware used as well as loading the software into the random access memory in question If the customer changes the hardware they shall delete the software from the hardware used until that point Nemetschek specifically reserves the right to sub licensing even withi
5. e performed and installed in these cases Customer accepts that Nemetschek collects technical data from their computer during this inspec tion process forwards them and or uses them to enforce its rights in order to identify illegal use of the software or initiate criminal proceedings 3 Network Utilisation 3 The simultaneous storing retaining or use on more than one computer is not admissible with a single user license The sim ultaneous use of the software within one network e g within a local area network Intranet or a wide area network Internet Extranet is admissible if the customer is entitled to do so by Nemetschek in writing and pays a network fee that may be due NEMETSCHEK Allplan Systems GmbH Konrad Zuse Platz 1 81829 M nchen Telefon 49 89 9 27 93 0 Fax 49 89 9 27 93 5200 info nemetschek allplan com www nemetschek allplan com HypoVereinsbank M nchen Kto 665854906 BLZ 700 202 70 Sitz M nchen Amtsgericht M nchen HRB 147169 Ust Id Nr DE228452447 St Nr 143 101 30126 FA M nchen f K rperschaften Seite 1 von 4 19 03 2014 NEMETSCHEK License Agreements of the Nemetschek Allplan Systems GmbH PELL 3 3 4 4 5 for that purpose lacking regulations in the written authority the amount of this fee shall be based on the relevant current Nemetschek price list Within the scope of the network license the customer is not entitled to the delivery of dongles or licen
6. ion levels is inad missible The interface information necessary for ensuring in teroperability of an independently produced computer program can be requested from Nemetschek against compensation of expenses Nemetschek reserves the right to make the customer prove in a comprehensible form that receipt of the information is necessary 2 The acts necessary to ensure interoperability may only be left to commercially working third parties who are actual or potential competitors of Nemetschek if Nemetschek does not want to carry out the desired actions against remuneration Nemetschek shall be granted a reasonable period for consider ing acceptance of the order and notified the name of the third party Within the scope of establishing interoperability the per manent removal of labels or marks of Nemetschek at the soft ware and or any accompanying material shall be inadmissible Trade mark rights of third parties As far as Nemetschek knows there are no trade mark rights of third parties which impair the contractual use of the software under this contract As such Nemetschek indemnifies the cus tomer from claims of third parties in the case of culpable in fringements of third party rights by Nemetschek Nemetschek shall not be liable for claims of the customer based on changes of the software under this contract not carried out by Nemetschek on legal defects of third party software which is not a component of the software or on the cul
7. ission of a regular updating of the software update upgrade etc The error logging takes place at the reg istered office of Nemetschek The customer grants Nemetschek access to their hardware and computer programs directly or by means of remote data transmission If the technical access is not possible at all or only under aggravated conditions and this is caused by the customer the customer shall bear any addi tional costs arising due to that reason 6 4 The customer s claim for elimination of errors shall be excluded if the error is not reproducible or cannot be demonstrated based on automatically generated outputs NEMETSCHEK Allplan Systems GmbH Konrad Zuse Platz 1 81829 M nchen Telefon 49 89 9 27 93 0 Fax 49 89 9 27 93 5200 info nemetschek allplan com www nemetschek allplan com HypoVereinsbank M nchen Kto 665854906 BLZ 700 202 70 Sitz M nchen Amtsgericht M nchen HRB 147169 Ust Id Nr DE228452447 St Nr 143 101 30126 FA M nchen f K rperschaften Seite 2 von 4 License Agreements of the Nemetschek Allplan Systems GmbH 19 03 2014 6 5 If the errors which have occurred are attributable to circum stances within the sphere of the customer for which Nemetschek is not at fault the liability for defects shall not ap ply This applies for example in the case of disturbances as consequence of the use of unsuitable operating resources e g hardware operating system etc or if the customer has not comp
8. lied with the regulations of the related operating manuals terms of use or installation requirements of the software Nemetschek is not obliged to adjust software to other operating systems another hardware system or other programming lan guages In addition the liability for defects shall not be applica ble if the customer has made changes to and or interference with the software unless the customer proves in connection with the error message that the interference did not cause the error This does not grant the customer a right to process the maintenance software 6 6 If the subsequent improvement or the substitute delivery ulti mately fails despite two attempts being made by Nemetschek the customer shall be entitled to reduce the remuneration or cancel the contract The latter right shall only exist if the error results in extreme impairment of essential functionalities of the software If the contract is terminated the customer shall be obliged to send to Nemetschek all copies of the software includ ing original data storage media if any and including any changed copies or to destroy them at the request of Nemetschek and to confirm this in writing 6 7 If the contract covers the delivery of several goods e g deliv ery of hardware and software and if only individual goods are defective the customer s claims based on defects shall be lim ited to the defective goods unless the customer is objectively not interested in the non
9. n the scope of re selling the software processing letting distributing exhibiting presenting demonstrating and publishing it 1 4 The customer is entitled to duplicate the software for backup purposes Generally only one single backup may be produced and kept The backup copy shall be marked as a copy of the surrendered software The backup copy may be used solely for archiving purposes 1 5 The customer is not allowed to rent out the software or the re lated user manuals for profit making purposes to lease it or to surrender it for use to third parties in any other way e g through on demand applications such as SaaS 2 Automatically collected data 2 1 When opening the software the program will automatically at tempt to establish an Internet connection in order to access the Allplan Connect palette which offers contents of Allplan Connect websites and to load the current contents of the All plan online help and the Allplan Exchange portal This feature may be deactivated after opening the software The program will not establish an automatic connection until this has explicitly been activated again 2 2 In order to determine the attractiveness of the various Allplan websites and to improve its performance and contents the software uses web analysis services of Google Inc Google Google Analytics or another provider For this purpose cookies are used text files which are stored on the customer s comput er and
10. nich 8 7 If individual provisions of these conditions are ineffective or cease to be effective due to a circumstance occurring at a later point of time the effectiveness of the rest of the conditions shall remain unaffected Instead of the ineffective provisions regula tions shall apply which are as close as possible to what the con tracting parties would have wanted if they had considered the respective point The same shall apply to gaps in the condi tions 8 8 With regard to all legal relationships under this contractual rela tionship including contract conclusion and negotiations the parties agree on the application of the law of the Federal Republic of German excluding the United Nations Convention on Contracts for the International Sale of Goods As far as le gally admissible the exclusive place of jurisdiction is the com petent court which has subject matter jurisdiction at Nemetschek s registered office NEMETSCHEK Allplan Systems GmbH Konrad Zuse Platz 1 81829 M nchen Telefon 49 89 9 27 93 0 Fax 49 89 9 27 93 5200 info nemetschek allplan com www nemetschek allplan com HypoVereinsbank M nchen Kto 665854906 BLZ 700 202 70 Sitz M nchen Amtsgericht M nchen HRB 147169 Ust Id Nr DE228452447 St Nr 143 101 30126 FA M nchen f K rperschaften Seite 4 von 4
11. pable violation of the related user manual Allplan 5 2 If the contractual use of the software under this contract is im paired by trade mark rights of third parties Nemetschek shall be entitled to acquire licenses for remedying the legal defect and or to change the software or exchange it in whole or in part at their option and at their costs and to an extent reasonable for the customer If this fails the customer shall be entitled to re duce the remuneration reasonably or to rescind the contract af ter fixing a reasonable period of grace If the legal defects of the software are only insignificant the rescission shall be excluded 5 3 The customer shall support Nemetschek reasonably when it comes to disputes within the scope of this point This includes in particular the immediate written information of Nemetschek about the assertion of the alleged infringements of trade mark rights by third parties with regard to the software as well as granting authorities the right to reasonably defend the software 6 Claims based on defects 6 The period of limitation for claims based on defects from sup plies of goods amounts to 12 months starting with delivery and or where Nemetschek also owes the installation after completion of the installation or the electronic transmission This shall not apply to fraudulently concealed defects 6 2 As far as reasonable the customer shall examine the goods supplied within fifteen working da
12. se files for individual places for the purpose of single user applica tions If the customer violates the regulation specified in sen tence 1 3 and or if they violate Nemetschek s rights they shall be obliged to pay a contractual penalty amounting to two times the amount of the network fee according to the current Nemetschek price list If the customer does not notify the scope of the violation of the rights in an understandable form Nemetschek shall be entitled to estimate the extent of the viola tion Nemetschek shall moreover be entitled to terminate a network license that might exist with immediate effect In case of termi nation customer shall neither be entitled to damages nor to re payment claims with regard to the network fees 2 The provision in points 1 1 to 1 5 shall analogously also apply to the duplication of parts of the software and to the complete or partial duplication of the user manual 3 The customer shall only be entitled to leave the software to a third party in case of uniform surrender of the software under complete and final abandonment of the own use The tempo rary or partial surrender of use to third parties is forbidden Any forwarding of the software shall in any case be approved of by Nemetschek in writing Decompilation i The re translation of the surrendered software code into other code forms decompilation as well as other types of reverse engineering of the different software product
13. ult of Nemetschek as well as fault on part of the customer the customer has to accept contributory negligence In particular the customer shall be responsible for a regu lar backup of their data Thus in the case of loss of data caused by Nemetschek Nemetschek shall exclusively be liable for the costs of reproduction of the data of the backup copies to be prepared by the customer and the reconstruction of the data which would also have been lost if backup copies had been prepared at reasonable in tervals 7 6 Product liability law The liability under the product liability law remains unaffected 7 7 The above mentioned regulations shall also apply in favour of the employees of Nemetschek 8 Miscellaneous 8 1 If the customer also uses general terms and conditions the contract shall take effect even without express agreement re garding the inclusion of general terms and conditions If the dif ferent general terms and conditions comply with regard to the content they shall be regarded as having been agreed upon Conflicting individual regulations shall be replaced by regula tions under optional law The same shall apply if the customer s terms and conditions contain regulations not contained within the scope of these terms and conditions If these terms and conditions contain regulations not contained in the customer s terms and conditions the present terms and conditions shall apply 8 2 In the case that the export of
14. which help analyze how the websites are used NEMETSCHEK LIILIRIIEDINI Allplan As soon as the software is opened information is collected au tomatically which cannot be allocated to a certain person e g Internet browser and operating system used number of visits Nemetschek will use this information in order to determine the attractiveness of the websites and to improve performance and contents The information generated by the cookie about the use of the websites including the IP address which will be anonymised immediately after collection by deleting the last block of num bers will be transmitted to and stored by Google on servers in the USA Google will use such information in order to analyse the usage of the web palette to compile reports about the web site activities for Nemetschek and to perform further services connected with the usage of the web palette and the Internet If necessary Google may also transmit this information to third parties if this is required by law or to the extent that third parties process such data on behalf of Google In no case will Google link the IP address to other data of Google The installation of cookies may be prevented by using the appropriate settings of the browser software However Nemetschek points out the fact that in such a case not all features of the websites may be used to their full extent By using the websites the customer agrees to the processing of the data collected
15. ys after delivery and or com pletion of the installation by Nemetschek in particular with re gard to completeness and basic functionalities Defects which are or can be determined in this respect must be notified to Nemetschek within another five working days in text form The notification must include a detailed description of the defects possibly using defect notification forms of Nemetschek Defects which cannot be determined within the framework of the proper examinations must be notified within fifteen working days after discovery in compliance with the above mentioned require ments regarding the notification of defects If the duty to exam ine and notify defects is violated the goods shall be deemed as approved regarding the defect in question 6 3 In the case of defective delivery Nemetschek shall be entitled without charge to subsequent improvement or exchange also by providing a newer version of the software at their option Nemetschek may also fulfil the duty to eliminate errors by providing instructions for the elimination of errors by the cus tomer themselves The elimination of errors may also take place by means of a workaround of the error if the error is re moved subsequently in the course of a regular updating of the software update upgrade etc If the defect does not impair the functionality of the software or only insignificantly impairs the functionality Nemetschek may remedy this defect by the subsequent transm
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