'Conditions' means the standard terms and conditions of Revit Factory applying to both Users and Suppliers as set out in this document.

‘Hosting Fee’ means a percentage of the Licence Fee charged by Revit Factory to the Supplier in accordance with Revit Factory’s charging structure, in place from time to time.

‘Licence Fee’ means the advertised fee payable by the User to Revit Factory for any Materials downloaded or viewed

‘Materials’ means any digital media uploaded to the Revit Factory website by a Supplier

‘Revit Factory’ means Revit Factory Limited

‘Supplier’ means any person who uploads any Materials to the Revit Factory website for it to be made available for downloading or viewing by Users

‘User’ means any person who downloads any Materials from the Revit Factory website.

TERMS AND CONDITIONS OF USE - USERS

1      Ownership of materials and copies

The Materials are copyrighted works of authorship, and are also protected under applicable database laws. The Supplier retains ownership of the Materials and all subsequent copies of the Materials, regardless of the form in which the copies may exist. This licence is not a sale of the original Materials or any copies.

2      Payment of Licence Fee

When subscribing & purchasing Materials from the Revit Factory website, the User will immediately pay Revit Factory the published Licence Fee by via Credit/Debit card or PayPal.

3     Licence

Provided that the User has paid the Licence Fee to Revit Factory, the User has a limited, non-exclusive, non-transferable licence to:

3.1 download and use the Materials from the Revit Factory website for use on any computer system owned, leased and/or controlled by the User or any member of the User’s corporate group; and

3.2 make copies of the Materials for back up, archival or other security purposes.

4      Licence restrictions

The User may not use, copy, modify or transfer the Materials (including any related documentation) or any copy, in whole or in part, including any print-out of all or part of any database, except as expressly provided for in the Conditions. If the User transfers possession of any copy of the Materials to another party except as provided above, this licence will be automatically terminated. The User may not:

4.1 translate, reverse engineer, decompile, disassemble, modify or create derivative works based on the Materials, except as expressly permitted by the Conditions or any other agreements between the User and the Supplier; and

4.2 vary, delete or obscure any notices of proprietary rights or any product identification or restrictions on or in the Materials.

5      No transfer

The Materials are licensed to the User only.  The User may not rent, lease, sub-license, sell, assign, hire, pledge, transfer or otherwise dispose of the Materials, on a temporary or permanent basis, without the prior written consent of the Supplier.

6      Undertakings

The User undertakes to Revit Factory and the Supplier to:

6.1 ensure that, prior to use of the Materials by its employees or agents, all such parties are notified of these Conditions and the terms of these Conditions;

6.2 reproduce and include any applicable copyright notice (or such other party's copyright notice as specified on the Materials) on all and any copies of the Materials, including any partial copies of the Materials; and

6.3 hold all drawings, specifications, data (including object and source codes), software listings and all other information relating to the Materials confidential and not at any time, during this licence or after its expiry, disclose the same, whether directly or indirectly, to any third party without the Supplier’s or Revit Factory’s written consent.

7      No warranties

Revit Factory makes no warranties, representations or guarantees of any kind, either expressed or implied, including, but not limited to, any implied warranties of quality, merchantability, and fitness for a particular purpose or ability to achieve a particular result in respect of the Materials.  The User assumes the entire risk as to the quality and performance of the Materials.  Should the Materials prove defective, the User (and not Revit Factory) shall assume the entire cost of all necessary servicing, repair or correction. Revit Factory does not warrant that the Materials will meet the User’s requirements or that its operation will be uninterrupted or error free.

8      Exclusion of liability

Revit Factory does not monitor or control the Materials and the User affirms that as a result, it may be exposed to Materials that are offensive, indecent or objectionable.  Furthermore, the Materials may contain viruses or other forms of corruption and the User will rely entirely on its own security systems to prevent any such corruption being downloaded.  In no event will Revit Factory be liable to the User or any third party for any damages, including any lost profits, lost savings, loss of data or any indirect, special, incidental or consequential damages arising out of the downloading, viewing, use of, or inability to use such Materials, even if the User has been advised of the possibility of such damages.

9      Indemnity

The User agrees to indemnify and keep indemnified Revit Factory on a continuing basis from and against all costs, claims, demands, liabilities, expenses, damages or losses (including without limitation consequential losses, loss of profit and loss of reputation, and all interest, penalties and legal and other professional costs and expenses) arising out of or in connection with User’s default or breach of this Agreement or use of the Materials.

10     Statutory rights

The Conditions gives the User specific legal rights and the User may also have other rights that vary from country to country. Some jurisdictions do not allow the exclusion of implied warranties, or certain kinds of limitations or exclusions of liability, so the above limitations and exclusions may not apply to the User. Other jurisdictions allow limitations and exclusions subject to certain conditions. In such a case the above limitations and exclusions shall apply to the fullest extent permitted by the laws of such applicable jurisdictions. If any part of the above limitations or exclusions is held to be void or unenforceable, such part shall be deleted from the Conditions and the remainder of the limitation or exclusion shall continue in full force and effect.

11      Term

The Conditions are effective until terminated.  The User may terminate the Conditions at any time by destroying the Materials together with all copies in any form.  It will also terminate upon conditions set out elsewhere in the Conditions or if the User fails to comply with any term of the Conditions or if the User voluntarily returns the Materials to Revit Factory.  The User agrees upon such termination to destroy the Materials together with all copies in any form.

 TERMS AND CONDITIONS OF USE - SUPPLIERS

1      Ownership of materials

Ownership and copyright of the Materials belongs to the Supplier, subject to the non-exclusive, non-transferable licence granted to the Users. The act of uploading Materials to the Revit Factory website does not constitute a transfer in ownership.  The Revit Factory website acts as a host to make the Supplier’s Materials available to Users to download and view.  Nothing in the Conditions shall prevent the Supplier from entering into similar arrangements for the licensing of the Materials with third parties.  The Supplier confirms that it retains sole responsibility for the content and accuracy of the Materials uploaded to the Revit Factory website.

2      Licence

By the act of uploading Materials onto the Revit Factory website, the Supplier grants to Revit Factory the right to use the Materials by granting to Users a non-exclusive licence to download and view such Materials, subject to any terms and in such a manner as Revit Factory may in its absolute discretion decide.

3      Representations and warranties

The Supplier remains entirely responsible for any Materials uploaded to the Revit Factory website and represents and warrants to Revit Factory that:
 
3.1 the Supplier has full legal and equitable title to the Materials and is entitled to grant the licence in the preceding clause;

3.2 in granting the said licence, the Supplier is not in breach of the copyright or other intellectual property of any third party; and

3.3 the Materials contain no viruses or other forms of corruption; and

3.4 the Materials contain no content that may be considered offensive, indecent or objectionable.

4      Licence Fee

Revit Factory reserves the right at its own discretion to amend any subscription Licence Fee for Materials at any time if, in the opinion of Revit Factory, having taken into account market factors, the suggested Licence Fee is unreasonable, unrealistic or unachievable in the circumstances.  Revit Factory will notify the Supplier of any change to the Licence Fee for their Materials within 28 days of the change becoming effective.

7      Term

The Conditions are effective until terminated in accordance with the provisions of clause 8 below.

8      Termination

Either party may terminate the Conditions at any time by written notice or e-mail.  Revit Factory reserves the right to terminate the Conditions without notice in the event that the Supplier is in breach of any of the representations or warranties contained within the Conditions.

9      No warranty

Revit Factory makes no warranties, representations or guarantees of any kind, either expressed or implied in respect of it’s website or the services it provides to Suppliers, and will not be liable to any Supplier claiming for losses, damages, costs or interest, howsoever caused, arising out of the Supplier’s use of Revit Factory website.  The Supplier assumes sole liability for any and all risk arising out of its use of Revit Factory website. 

10      Storage of material

The Revit Factory website provides a service whereby Material will be hosted and made available for downloading or viewing by Users.  Revit Factory does not provide a storage service for either Suppliers or Users.  Suppliers should not rely upon the Revit Factory website to store Material or any other digital media and should ensure that they retain original copies of any Material uploaded.  Revit Factory will not be liable to any Suppler, User or third party for the loss (howsoever caused) of any Materials uploaded to the Revit Factory website.

TERMS AND CONDITIONS OF USE – USERS AND SUPPLIERS

1      No Partnership

Nothing in the Conditions is intended to or shall operate to create a partnership or joint venture of any kind between Revit Factory and the User/Supplier.  Neither the User or Supplier shall have authority to act in the name or on behalf of or otherwise to bind Revit Factory (including but not limited to the making of any representation or warranty, the assumption of any obligation or liability and the exercise of any right or power).

2      Force Majeure

Revit Factory shall not have any liability to either the User or Supplier or be deemed to be in breach of the Conditions for any acts, events, omissions, accidents, delays or failures in performance of the Revit Factory website that result from circumstances beyond the reasonable control of Revit Factory, including without limitation strikes, lock-outs or other industrial disputes (whether involving the workforce of Revit Factory or of any other party or sub-contractor) act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, or default or negligence or omission of suppliers or sub-contractors or war.

3      Waiver

Failure or neglect any party to exercise any of its rights or remedies under the Conditions will not be construed as a waiver of that party's rights nor in any way affect the validity of the whole or part of the Conditions nor prejudice that party's right to take subsequent action.

4     Assignment

Revit Factory shall be permitted to assign or sub-contract any of its rights, duties or obligations under the Conditions without the consent of either the User or the Supplier.  Neither the User nor the Supplier shall be permitted to assign or sub-contract any of its rights, duties or obligations under the Conditions without the prior written consent of Revit Factory.

5      Third Parties

Save as expressly provided in the Conditions, no term of the Conditions shall be enforceable under the Contracts (Rights of Third Parties) Act 1999 by a third party.

6      Choice of law

The Conditions shall be governed by and construed in accordance with the law of England.  Each party irrevocably agrees to submit to the exclusive jurisdiction of the courts of England over any claim or matter arising under or in connection with the Conditions.