License Agreement

BY DOWNLOADING OR OTHERWISE USING THE SOFTWARE, YOU AGREE TO THE TERMS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT DOWNLOAD, INSTALL OR USE THE SOFTWARE. THE SOFTWARE MAY NOT BE OTHERWISE TRANSFER, RESELL OR DISTRIBUTED THAN AUTHORIZED BY THE LICENSOR MESHPARTS.

This MESHPARTS Software License Agreement ("Agreement") is a legal agreement between you as a company, research institute or a person ("End user", "Licensee") and the manufacturer and intellectual owner of MESHPARTS, MESHPARTS GmbH ("Manufacturer", "Licensor"). The product mentioned in the title of this Agreement, as well as the accompanying electronic documentation and, if applicable, the data storage devices (collectively the "Software") is protected by the copyright laws of the Federal Republic of Germany as well as the provisions of this Agreement.

In the present state of the art it is not possible to create software that works perfectly in all applications. Subject of this contract is therefore a software program that is fit for the purposes of the program description.

Please read the following instructions carefully before you download the software, install, use, license, or pass it on. By downloading, installing, using, licensing or distribution of the software you indicate your acceptance of this license agreement.

If you do not agree to the terms of this agreement, you are not allowed to download, install, use, license or distribute the software.

The MESHPARTS software is licensed only if you accept the terms of the "license agreement for the software MESHPARTS". If you do not agree with this Agreement, then the software is not licensed. In this case, do not download, install or otherwise use the software. This software is licensed to you; you do not buy the software itself.

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1. Purpose of the agreement

Subject of the license agreement is the MESHPARTS software, that represents the intellectual property of the company MESHPARTS GmbH. This is according to the type of licensing a trial, commercial or academic software license. Licensing costs, if any, will be determined by an offer of the Licensor.

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2. Delivery and scope of delivery

The software consists of a software program, the accompanying electronic documentation and, if applicable, data storage devices. The delivery of the software can be done by all popular data storage media. A right to receive the source code is not available. The execution of the software on the system environment of the customer is carried by the customer itself. Presentations in test programs as well as in product and project specifications, unless explicitly referred to as such, do not represent a guarantee of quality.

The MESHPARTS software is provided as a Floating License. The running time of the license granted is 1 Year.

Support for MESHPARTS is provided in the amount of eight (8) hours per granted license. If necessary, any additional support will be subject of a separate agreement.

Software updates, if any, will be provided during a period of 365 (three hundred fifty-six) calendar days from the date of licensing.

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3. Right of use under license

This MESHPARTS software license can be a trial, commercial or academic software license, depending on the type of licensing. The nature of this license is specified in the downloading and user interface of the software.

The software supplied by Licensor (program, any accompanying electronic documentation and, if applicable, the data storage devices) is the intellectual property of the Licensor. All rights to the software and to any other documents provided in the context of contract negotiations and execution are only entitled to the licensor.

The licensor grants the User a non-exclusive right to use the software. The MESHPARTS software is provided as a Floating License. The running time of the license granted is 1 Year.

(1) The trial license

is free,
includes the full functionality of the software,
has a running time of 30 (thirty) days,
can be run on more computers (Floating License),
may only be used for testing purposes,
must not be used for commercial purposes.

(2) The commercial license

is not free,
includes the full functionality of the software,
has a time limit of 365 days, which is automatically renewed for a further 365 days if you do not cancel it in writing at least 90 days before the end of the license.
can be run on more computers (Floating License),
may be used for commercial purposes.

(3) The academic license

is not free, however includes a significant price advantage compared to the commercial license
includes the full functionality of the software,
has a time limit of 365 days, which is automatically renewed for a further 365 days if you do not cancel it in writing at least 90 days before the end of the license.
can be run on more computers (Floating License),
may be used for academic and research purposes only.

(4) The Community-Lizenz

is free,
includes the full functionality of the software,
has an unlimited running time,
can be run on more computers (Floating License),
may be used for commercial purposes,
the created models must be uploaded to the Meshparts server,
Meshparts has the right to modify, share and share models with other users.

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4. Software rental, maintenance and support

The software licenses offered by Meshparts GmbH are time based (leased) licenses on a yearly, non-refundable basis and include maintenance and support services.

You agree to provide Meshparts GmbH with your current contact information which you agree to keep current if it changes during the term of this EULA.

Once you purchase Meshparts time based licenses, your access to such services shall automatically renew on a yearly basis unless you make an affirmative election to opt out of such services no later than 90 days before the license expires. Approximately 30-60 days before the end of any annual term (based on your purchase date) Meshparts GmbH will notify you of the expiration of the term of your access to the Meshparts licenses and services and provide you with an invoice for annual renewal and you agree to pay such invoice in full by the due date stated on the invoice. In the event that you elect not to renew, your license shall expire and your access to maintenance and support services shall cease as of the expiration date.

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5. Return policy

The Licensor may revoke the rights of use for good cause. On revocation of rights of use the Licensee shall delete the original Software and any copies thereof. On request of the Licensor it will insure the deletion in writing.

Since the licensed full version is unlocked by means of personalized data and these are not suitable due to their condition for a return, a return by the licensee is not possible (cf. § 312 BGB, paragraph 4). However, before acquiring a valid license, the licensee has the opportunity to test extensively the software based on the trial license .

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6. Restrictions

The Licensor reserves all rights that are not expressly granted to the Licensee. The Licensee is expressly not authorized to the following:

(1) to increase by whatever means the number of software instances licensed for the Licensee;

(2) the reverse engineering, decompile or disassemble the Softwareis is not permitted except and only where allowed in the extent permitted by applicable law;

(3) to modify, alter, rent, timeshare, lease or sublicense the software;

(4) transfer the Software or the rights granted to Licensee under this Agreement to a third party in whole or in part.;

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7. Ownership

No ownership rights to the software are transferred to the Licensee. The Licensor of MESHPARTS owns all intellectual property rights relating to the Software and reserves these to himself; this is also valid in respect of any adaptations or copies. The Licensee acquires only a time limited license to use the Software.

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8. Copyright

The Software, documentation and the program and data design are copyrighted.

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9. Duties and responsibilities of the licensee

The Licensee is required to:

ensure that the licensed full version and license information does not fall into the hands of third parties. In case of violation , a blanket compensation in the amount of 3,000 euros is payable. If higher damage has been incurred, additional intended damages and criminal proceedings are reserved.
create immediately check for completeness and accuracy in respect of the results generated by the Software (eg. backups for data protection software).
save the results and data created with the Software regularly and to check the functionality of the backup.
store the Software and the necessary data to unlock the full version securely . The Manufacturer has no obligation to re-provide the Software and the activation data.
notify the Manufacturer in case it has not received the full version or the activation data within 8 (eight) days after the order and payment (eg due to a technical problem).
ensure that the Manufacturer is provided with the valid e-mail address of the Licensee.

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10. Limited warranty

The Software is provided in the form available without warranty.

The Manufacturer does not warrant that the software will remain functional at all times in case of change in the work environment or external systems.

The responsibility for the proper selection and proper use of the software, and thus also for the consequences arising from the use of the software, bears the Licensee.

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11. Data protection provisions

(1) PRINCIPLES FOR THE PROCESSING OF PERSONAL DATA

Meshparts complies with the principles for the processing of personal data defined in Art. 5 (1) GDPR. These are lawfulness, fairness, transparency, purpose limitation, data minimization, accuracy, storage limitation, integrity and confidentiality.

Compliance with these principles, as required by Art. 5 para. 2 GDPR, can be demonstrated by Meshparts (accountability).

(2) Legal bases for the processing of personal data

Your personal data will be stored and used for a specific purpose as described in point 3 if you have consented to the processing for the respective purpose in accordance with Art. 6 para. 1 GDPR. Consent is given by accepting the Meshparts license agreement, which is the basis for the use of Meshparts.

(3) Collection, processing and use of personal data

We only collect personal data to fulfill the functionality of the MESHPARTS software, which includes:

Registration of a new software user
Verification and assignment of the software license
Logging of solver times, whereby these can be viewed by the software user at any time

The personal data stored includes:

Surname, first name, e-mail and telephone number
Account password (encrypted and cannot be viewed by anyone)
Login and logout times (date and time)
Files uploaded to or downloaded from our server
Start and end of solver jobs (date and time) as well as name of the solved model (encrypted), number of solver cores, solver name, computer name, OS user name (Windows user name), volume ID of the storage medium used (drive)

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12. Limitation of liability

(1) The Manufacturer is only liable for damage caused by intent or gross negligence.

(2) Liability for indirect damages and consequential damages is excluded. The Licensor is not liable for compensation for any special, incidental, consequential or indirect damages, damages resulting from tort or punitive damages committed arising out of the use or inability to use the Software, including profit and operational failures and data loss, even if advised of the possibility of such damages.

(3) Direct damages: the total liability of MESHPARTS for direct damages to property or persons (both in individual cases and in repeated cases) never exceeds EUR 50, -.

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13. General provisions

Duration: This Agreement becomes effective on the date on which the Licensee legally acquires the Software and shall terminate on the date the parties exercise their termination rights.

Entire Agreement: This Agreement sets forth the entire understanding and agreement between the licensee and the licensor of the MESHPARTS and may be amended only in a writing signed by both parties. Additional agreements have not been made.

Waiver: No waiver of the retained rights under this Agreement will become effective unless in writing and signed by a duly authorized representative of the party to be bound. No waiver of any past or present right arising due to any breach or failure to perform can be deemed a waiver of any future right arising under this Agreement.

Severability: If any provision of this Agreement is invalid or unenforceable, that provision will be construed to the extent necessary, limited, modified or, if necessary, severed, to eliminate the invalidity or unenforceability of the provision; the remaining provisions of this Agreement shall not be affected.

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14. Law and jurisdiction

The place of jurisdiction for all disputes arising directly or indirectly from the contractual relationship shall be Stuttgart.

This Agreement is governed by the laws of the Federal Republic of Germany.

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