Terms of Service and Licence

The terms governing your use of the Neurones 3D Engine application, the neurones3d.com website, and the download service, provided by 3D Geodata Academy.

Draft prepared for review; please have legal counsel confirm before publication.

Last updated: [DATE]

1.Acceptance and who we are

These Terms of Service (the "Terms") form a binding agreement between you and 3D Geodata Academy. By downloading, installing, or using the Neurones 3D Engine application (the "Software"), or by using the neurones3d.com website (the "Website"), you agree to these Terms. If you do not agree, do not install or use the Software or the Website.

The provider is:

2.The software: free tier, Pro, and licence

2.1 Free tier and Pro

The Software is a desktop 3D engine for point clouds, Gaussian splatting, BIM, CAD, and meshes. The free tier provides the full viewer, every supported format, and the in-app processing features. The Pro tier is unlocked by a licence key and adds export capabilities. The Pro key is an offline key, cryptographically signed with Ed25519, that validates on your own device. There is no activation server and no requirement for the Software to connect to us in order to run.

2.2 Licence grant

Subject to these Terms, 3D Geodata Academy grants you a limited, non-exclusive, non-transferable, revocable licence to install and use the Software for your own personal and commercial purposes. A Pro licence key is granted to you for your own use and must not be shared, resold, sublicensed, or published.

2.3 Restrictions

Except to the extent that applicable French or EU law expressly permits despite this restriction (for example the limited interoperability rights under the French Intellectual Property Code), you may not:

• reverse engineer, decompile, or disassemble the proprietary Software, or attempt to derive its source code;
• copy, redistribute, resell, rent, lease, or make the proprietary binary available to third parties;
• circumvent, remove, or tamper with the Pro licensing mechanism or any technical protection;
• remove or alter any proprietary notices;
• use the Software to develop a competing product by copying it.

2.4 Ownership

The Software is licensed, not sold. All intellectual property rights in the Software, including its proprietary source code, design, and trademarks such as "Neurones 3D Engine", remain the exclusive property of 3D Geodata Academy or its licensors. Nothing in these Terms transfers ownership to you. This does not apply to the separately licensed open-source components described in section 7, or to your own data and files, which remain yours.

3.The website and download service

The Website presents the Software and offers a download service. To receive the download link you may be asked to provide your first name and email address through a sign-up form that uses double opt-in confirmation. How we handle that data is described in our Privacy Policy. We may update, suspend, or discontinue the Website or the download service, in whole or in part, at any time, without this giving rise to any liability, subject to your statutory rights.

4.Acceptable use

When using the Software, the Website, or the download service, you agree not to:

• use them for any unlawful purpose or in breach of any applicable law or third-party right;
• attempt to gain unauthorized access to, disrupt, or overload our systems, including through automated scraping, flooding, or bypassing rate limits;
• introduce malware or otherwise interfere with the integrity or security of the service;
• misrepresent your identity or use the download form to submit data that is not yours without authorization.

You are solely responsible for the 3D data and files you process with the Software and for the outputs you generate, including ensuring that you have the rights to use them.

5.Disclaimers and "as is"

To the fullest extent permitted by applicable law, the Software and the Website are provided "as is" and "as available", without warranty of any kind, whether express or implied, including any implied warranty of merchantability, fitness for a particular purpose, or non-infringement. We do not warrant that the Software will be error-free, uninterrupted, or that it will meet your specific requirements, nor that defects will be corrected.

You are responsible for maintaining backups of your data and for verifying any results before relying on them for professional, safety-critical, or regulatory decisions. Nothing in this section excludes the legal guarantee of conformity or the guarantee against hidden defects that French law grants to consumers, nor any other liability that cannot be excluded under French law.

6.Limitation of liability

To the fullest extent permitted by applicable law, 3D Geodata Academy shall not be liable for any indirect or consequential damages, including loss of data, loss of profits, loss of business, or business interruption, arising out of or in connection with your use of, or inability to use, the Software or the Website.

To the fullest extent permitted by applicable law, our total aggregate liability arising out of or relating to these Terms shall not exceed the amount you actually paid to us for the Pro licence during the twelve (12) months preceding the event giving rise to the claim, or, for the free tier where nothing has been paid, shall be limited to the extent permitted by law.

These limitations do not apply in the event of fraud, wilful misconduct, or gross negligence, and they do not exclude or limit any liability that cannot be excluded or limited under French law, including our liability for death or personal injury caused by our negligence and your mandatory rights as a consumer.

7.Third-party and open-source components

The Software incorporates open-source components that are provided under their own licences. The applicable notices and licence texts are made available within the application (see the in-app notices or "about" section). Your use of those components is governed by their respective licences, which in case of conflict prevail over these Terms for those components only.

Separately, the pointcloud-rs library is an independent open-source project distributed under its own terms (dual-licensed under MIT or Apache 2.0). It is not the proprietary Software and is not covered by the licence and restrictions in section 2; it is governed by its own open-source licence.

8.Price, payment, and refunds for Pro

The free tier is provided at no charge. Pricing and payment terms for the Pro licence are those stated at the point of purchase. The following terms are placeholders to be confirmed before publication:

• Price: [PRO PRICE AND BILLING TERMS].
• Payment provider: [PAYMENT PROVIDER].
• Refunds: [REFUND POLICY].

If you are a consumer in the European Union, you may in principle benefit from a 14-day right of withdrawal on distance purchases. However, for the supply of digital content that is not on a tangible medium, this right may be lost once performance has begun with your prior express consent and your acknowledgement that you thereby lose the right of withdrawal, in accordance with the French Consumer Code (Code de la consommation) and Directive 2011/83/EU. The applicable conditions will be presented to you at purchase.

9.Governing law and disputes

These Terms are governed by French law. We will always try to resolve any dispute amicably first, so please contact us at [CONTACT EMAIL] before taking any other step.

Where you use the Software or Website in the course of a business (professional or B2B use), any dispute relating to these Terms shall be submitted to the competent courts within the jurisdiction of Paris, France, subject to any mandatory rule of law to the contrary.

If you are a consumer, nothing in these Terms deprives you of the protection of the mandatory provisions of the law of your country of residence, and you may bring proceedings in the courts that the applicable consumer-protection rules make available to you. As a consumer you may also use out-of-court dispute resolution: you may contact a consumer mediator ([CONSUMER MEDIATOR IF DESIGNATED]), and the European Commission provides an Online Dispute Resolution (ODR) platform at ec.europa.eu/consumers/odr.

10.Changes and contact

We may update these Terms from time to time, for example to reflect changes to the Software, our practices, or the law. When we do, we will revise the "Last updated" date at the top of this page. Your continued use of the Software or Website after an update constitutes acceptance of the revised Terms, subject to your statutory rights. For any question about these Terms, contact us at [CONTACT EMAIL] or by post at the registered office address above.