EULA

Licensor

Michał Kostrzewa, Stawowa 10, 55-080 Mokronos Dolny, Poland. VAT ID: PL8961640176. E-mail: contact@mkcad.eu

1. Scope and acceptance

This End User License Agreement (the “Agreement” or “EULA”) governs the licensing and use of the commercial versions of MK Clipper and MK Clash, individually or collectively referred to as the “Software”.

The specific Software licensed to the customer is determined by the applicable order, quotation, invoice or licence key.

This Agreement applies primarily to companies and professional users using the Software for business purposes.

By purchasing, installing, activating or using a commercial licence for the Software, the customer confirms that it has read and accepts this Agreement. The customer is referred to in this Agreement as the “Licensee”.

If an individual accepts this Agreement on behalf of a company or another organisation, that individual confirms that they are authorised to bind that organisation to this Agreement.

Trial versions of the Software are governed separately by the applicable Trial Terms of Use.

2. Licence grant

Subject to payment of the applicable licence fee and compliance with this Agreement, the Licensor grants the Licensee a limited, non-exclusive, non-transferable licence to install and use the Software for the Licensee's internal business purposes.

Unless expressly agreed otherwise in writing, licences are issued per workstation.

One licence authorises use of the licensed Software on one computer.

The licence is not a sale of the Software. The Licensee receives only the right to use the Software in accordance with this Agreement.

3. Perpetual licence

Unless the applicable quotation or order states otherwise, commercial MK Clipper and MK Clash licences are perpetual licences.

A perpetual licence does not expire after a fixed subscription period and does not require recurring subscription payments.

The perpetual licence covers the Software version specified by the licence and all updates included under Section 7 of this Agreement.

A perpetual licence does not guarantee that the Software will remain compatible indefinitely with future versions of AutoCAD Plant 3D, Windows, Autodesk products, computer hardware or other third-party software.

4. Workstation licence and computer assignment

Each commercial licence is assigned to a specific computer using a machine identifier generated by the Software.

A licence key issued for one computer may not be used to activate the Software on another computer unless a replacement licence key is issued by the Licensor.

Employees and authorised contractors of the Licensee may use the Software on the licensed workstation for the Licensee's internal business purposes.

A workstation licence may not be used to provide simultaneous access to multiple computers through terminal servers, virtualisation, shared application servers or similar mechanisms in order to circumvent the number of purchased licences.

Remote access to an individually licensed workstation is permitted provided that it does not result in the Software being used as a shared multi-workstation licence.

5. Replacement of a computer

If the Licensee replaces, upgrades or permanently retires a licensed computer, the Licensee may request a replacement licence key for the new computer.

The Licensee must provide the Machine ID of the new computer and any information reasonably required to identify the existing licence.

For legitimate workstation replacements, the Licensor will issue the replacement key without an additional licence fee.

The Licensor may deactivate or invalidate the previous licence key after issuing the replacement key.

Repeated or unusual replacement requests may be subject to reasonable verification to prevent misuse of the licensing system.

6. Activation and licence verification

Use of the Software requires a valid licence key.

The Software may periodically connect to the Licensor's licensing infrastructure to activate the licence or verify its validity.

A permanent internet connection is not required. The Software may continue operating offline for a limited period, currently up to approximately three weeks, before licence verification is required.

If licence verification cannot be completed after the permitted offline period, the Software may temporarily stop functioning until a valid licence can be verified.

The Licensee may not interfere with, circumvent, disable or manipulate the activation or licence-verification mechanisms.

7. Updates and major versions

Unless the applicable order states otherwise, a commercial licence includes bug fixes, maintenance releases and feature updates released within the same major version of the licensed Software.

For example, a licence covering version 1.x may include releases such as 1.1, 1.2 or 1.5.

A future major version, such as version 2.x, may constitute a separately licensed upgrade and may require payment of an upgrade fee.

The Licensor is not required to release any specific update, feature, maintenance release or future major version.

8. Restrictions

The Licensee may not sell, rent, lease, sublicense, distribute or otherwise make the Software or licence keys available to third parties.

The Licensee may not copy or deploy the Software on more workstations than the number of licences purchased.

The Licensee may not reverse engineer, decompile, disassemble or otherwise attempt to derive the source code of the Software, except to the extent expressly permitted by mandatory applicable law.

The Licensee may not modify the Software, circumvent licensing restrictions, remove copyright or proprietary notices, or use the Software or its source-derived functionality to create or distribute a competing software product.

Licence keys may only be used by the Licensee for whom they were issued.

9. Autodesk software and third-party requirements

The Software is designed to operate with supported versions of AutoCAD Plant 3D.

The Licensee is responsible for obtaining and maintaining all required Autodesk licences and any other third-party software necessary to use the Software.

The Software is an independent product and is not part of AutoCAD Plant 3D.

Autodesk, AutoCAD and AutoCAD Plant 3D are trademarks or registered trademarks of Autodesk, Inc. The Licensor is not Autodesk, Inc., and Autodesk is not a party to this Agreement.

10. Ownership and intellectual property

The Software, including its source code, compiled code, algorithms, user interface, documentation, branding, names, logos and associated materials, remains the property of the Licensor or its licensors.

No ownership rights in the Software are transferred to the Licensee.

All rights not expressly granted under this Agreement are reserved by the Licensor.

11. Project files and local data

The Software may create and store configuration information, licence information and other application-specific data locally on the Licensee's computer.

Depending on the Software, locally stored data may include settings, MK Clipper presets, MK Clash test history, comments and related application data.

Removing the Software does not necessarily remove all locally stored application data.

The Licensee is responsible for maintaining appropriate backups of drawings, models, project files, presets, reports and other data that it considers important.

The Licensee must have the necessary rights to use any drawings, models or project information processed using the Software.

12. MK Clipper – specific functionality

MK Clipper is a model-viewing, navigation and clipping-support tool.

Clipping affects how model content is displayed and is not intended to modify the underlying engineering geometry merely by performing a clipping operation.

Because of technical limitations of AutoCAD Plant 3D and differences between object types, certain objects may not be visually cut exactly at the clipping boundary.

In particular, Plant 3D piping and components may be displayed or hidden as complete objects rather than being geometrically cut at the clipping-box boundary.

Clipping may intentionally hide portions of the model from the current view.

The Licensee remains responsible for reviewing the complete model before making design, fabrication, coordination or engineering decisions.

13. MK Clash – specific functionality

MK Clash is a design-support tool intended to assist users in identifying potential geometric clashes in AutoCAD Plant 3D projects.

Clash results depend on the model geometry, object types, configuration, tolerances and other project conditions.

The Software does not guarantee detection of every possible collision, interference, modelling problem or design conflict.

A result reported by MK Clash does not by itself determine whether a clash constitutes an engineering problem requiring modification.

Likewise, the absence of a reported clash does not guarantee that a model is free from coordination or design issues.

The Licensee remains responsible for professional model review, engineering verification and coordination.

14. Engineering responsibility

The Software is intended to support, not replace, professional engineering judgement.

The Software does not replace design verification, engineering calculations, model coordination, quality-control procedures, applicable standards, contractual requirements or project-specific review procedures.

All engineering, design, fabrication and construction decisions remain the responsibility of the Licensee and the relevant qualified professionals.

15. Support

The Licensor may provide reasonable technical support relating to installation, licensing and operation of the Software.

Unless a separate written support agreement has been concluded, the purchase of a licence does not include a guaranteed response time, service-level agreement, dedicated support availability or obligation to provide custom development.

The Licensor may request information reasonably necessary to diagnose a problem, including the licence number, Software version, Plant 3D version, error messages and diagnostic information.

16. Disclaimer of warranties

To the fullest extent permitted by applicable law, the Software is provided on an “as is” and “as available” basis.

The Licensor does not warrant that the Software will be uninterrupted, entirely error-free or compatible with every project, drawing, computer configuration, third-party application or future Autodesk or Windows version.

The Licensor does not warrant that MK Clash will identify every possible clash or that MK Clipper will display every object type in precisely the same manner.

Nothing in this Section excludes warranties or rights that cannot legally be excluded under applicable mandatory law.

17. Limitation of liability

To the fullest extent permitted by applicable law, the Licensor shall not be liable for indirect, incidental, consequential or special damages arising from the use of or inability to use the Software.

This includes, without limitation, loss of profit, loss of production, loss of business opportunity, loss of data, project delays, design changes, rework, fabrication costs, construction costs or costs resulting from engineering or coordination decisions.

The Licensee is responsible for maintaining backups and for independently verifying information that may affect engineering, fabrication, construction or commercial decisions.

Nothing in this Agreement excludes or limits liability that cannot lawfully be excluded or limited.

18. Licence suspension and termination

The Licensor may suspend or terminate a licence if the Licensee materially breaches this Agreement, including by:

• —using more installations than licensed;
• —sharing or distributing licence keys to unauthorised third parties;
• —attempting to circumvent the licensing system;
• —reverse engineering the Software in violation of this Agreement; or
• —failing to pay amounts due for the applicable licence.

Where reasonably appropriate, the Licensor may give the Licensee an opportunity to remedy the breach before terminating the licence.

Upon termination, the Licensee must stop using the affected Software and remove it from computers on which continued use is no longer authorised.

Termination does not affect rights or obligations that by their nature are intended to survive termination, including intellectual-property provisions and limitations of liability.

19. Fees and taxes

Licence fees are specified in the applicable quotation, order, invoice or other commercial agreement.

Unless expressly stated otherwise, quoted prices exclude VAT and any other applicable taxes.

The Licensee is responsible for applicable taxes according to the relevant tax rules.

No recurring subscription fee or automatic renewal applies to a perpetual licence unless the Licensee separately orders a subscription, maintenance service or other recurring service.

20. Transfer and assignment

The Licensee may not sell, assign or transfer a licence to another company, legal entity or third party without the Licensor's prior written consent.

The Licensor may transfer its rights and obligations under this Agreement in connection with a transfer of the Software business, intellectual property or substantially all related business assets, subject to applicable law.

21. Changes to the Software

The Licensor may develop, modify, improve or discontinue features of future Software releases.

Changes made to future versions do not invalidate the Licensee's right to use versions already covered by a valid perpetual licence, subject to this Agreement and the technical requirements of those versions.

22. Changes to this Agreement

The version of this Agreement accepted when the applicable licence is activated governs that licence unless the Licensee subsequently accepts an updated version.

The Licensor may update the EULA for future licences, new major versions or future transactions.

A new EULA will not automatically replace the Agreement applicable to an existing perpetual licence unless required by applicable law or expressly accepted by the Licensee.

23. Governing law and jurisdiction

Unless mandatory law requires otherwise, this Agreement is governed by the laws of Poland.

Any dispute arising out of or relating to this Agreement shall be submitted to the court having jurisdiction over the Licensor's registered place of business, subject to any mandatory rules of jurisdiction applicable to the Licensee.

If the Licensee is entitled to mandatory consumer or consumer-like protections under applicable law, those mandatory protections remain unaffected.

24. Severability

If any provision of this Agreement is found to be invalid or unenforceable, the remaining provisions remain in effect.

The invalid or unenforceable provision shall, to the extent permitted by law, be interpreted or replaced so as to reflect its intended commercial purpose as closely as possible.

25. Entire agreement

This Agreement, together with the applicable quotation, order or licence terms, constitutes the agreement concerning the Licensee's right to use the Software.

If an individually negotiated written agreement between the Licensor and the Licensee conflicts with this EULA, the individually negotiated provision prevails to the extent of that conflict.

26. Contact

Questions regarding licensing or this Agreement may be sent to: contact@mkcad.eu