End User License Agreement (EULA)
Last updated: March 1st, 2026
IMPORTANT – READ CAREFULLY
This End User License Agreement (“Agreement”) is a legal agreement between you (“you” or “User”) and Ideatura, Inc. (“Supplier”) governing your use of the Supplier’s web-based platform which can be accessed at https://ideatura.ai and the services accessible through the Platform (“Services”). By installing, accessing, or using the Platform, you agree to be bound by the terms of this Agreement. If you do not agree to these terms, do not install or use the Platform.
Platform
1.1 License. The Platform licensed under this Agreement is Revit Copilot, a plugin developed by Ideatura, Inc., for automating documentation and dimensioning tasks within Autodesk Revit, including AI-powered features delivered via a local Revit add-in. During the Pilot Period and subject to the terms of this Agreement, Supplier grants User a limited, non-exclusive, non-sublicensable, non-transferable (except as permitted in Section 10.6 (Assignment)) license to install and use the Platform on systems owned or controlled by User for the Permitted Uses.
1.2 User Accounts. Access requires entry of a valid User-specific API key associated with the User’s registered email. A User undertakes not to share its User-specific API key with any other person. User will promptly notify Supplier if it suspects or knows of any fraudulent activity with its accounts, passwords, or credentials, or if they become compromised.
1.3 Feedback and Usage Data. User may, and is encouraged to, give Supplier Feedback, in which case User gives Feedback "as is". User agrees that Feedback is voluntary and may be used freely by Supplier without any restriction or obligation. In addition, Supplier may collect and analyze Usage Data, and Supplier may freely use Usage Data to maintain, improve, enhance, and promote Supplier’s products and services without restriction or obligation. Collection and processing of Usage Data is governed by the Ideatura Data Processing Agreement (DPA) available at https://ideatura.ai/dpa.
1.4 Machine Learning. Usage Data may be used and processed by artificial intelligence or machine learning models that are part of Supplier's products and services, including third-party components of the Product. Due to the nature of artificial intelligence and machine learning, information generated by these features may be incorrect or inaccurate. Product features that include artificial intelligence or machine learning models are not human and are not a substitute for human oversight.
1.5 Open Source Software. If the Platform contains Open Source Platform, Supplier will use reasonable efforts to deliver to User any notices, source code, or other materials required by the license of the Open Source Software. On User's request, Supplier will make available a list of Open Source Software contained in the particular version of Platform being used by User. To the extent required by the license applicable to a particular Open Source Software, the terms of such license will apply to that Open Source Software instead of this Agreement. To the extent prohibited by the license applicable to a particular Open Source Software, certain restrictions in this Agreement do not apply to that Open Source Software. To the extent required by the license applicable to a particular Open Source Software, Supplier makes an offer to provide the source code or related information of that Open Source Software.
1.6 Updates. During the Pilot Period, Supplier may, at its discretion, provide Platform Updates. User acknowledges that updates during the Pilot Period are not guaranteed and may be limited or experimental.
1.7 Reservation of Rights. Supplier retains all right, title, and interest in and to the Product, whether developed before or after the
Effective Date.Restrictions & Obligations
2.1 Restrictions on User.
(a) Except as expressly permitted by this Agreement, User will not (and will not allow anyone else to): (i) reverse engineer, decompile, or attempt to discover any source code or underlying ideas or algorithms of the Product (except to the extent Applicable Laws prohibit this restriction); (ii) provide, sell, transfer, sublicense, lend, distribute, rent, or otherwise allow others to access or use the Product; (iii) remove any proprietary notices or labels; (iv) copy, modify, or create derivative works of the Product; (v) attempt to defeat, avoid, bypass, remove, deactivate or otherwise circumvent any protection mechanisms in the Product, including any such mechanism used to restrict or control the functionality of the Product; (vi) release, publish, or otherwise make available to any third party the results of any performance or functional evaluation of the Product without Supplier’s prior written approval; (vii) use the Product to develop a competing service or product; (viii) attempt to gain unauthorized access to any component or portion of the Product, other accounts, computer systems, or networks connected to the Product, or obtain or attempt to obtain any materials or information made available through any component or portion of the Product not intentionally made available by Supplier to User or its Users; (ix) use the Product for any activity prohibited by Applicable Laws; or (x) use the Product in any Embargoed Country or allow use of the Product by a sanctioned person or entity.
(b) Use of the Product must comply with the terms off this Agreement. Use is restricted to a single named end User per issued API key, on systems owned or controlled by the User. Cloud-based services, if used, must be accessed only through the email address linked to the API key.
2.2 Suspension. If User (a) breaches Section 2.1 (Restrictions on User); or (b) uses the Product in violation of the Agreement or in a way that materially and negatively impacts the Product or others, then Supplier may temporarily suspend User’s access to the Product or Services with or without notice. However, Supplier will try to inform User before suspending User’s account when practical. Supplier will reinstate User’s access to the Product only if User resolves the underlying issue.Payment & Taxes
3.1 Fees. The User will not be required to pay any fees during the Pilot Period. Use is subject to fair usage limits which, if breached, may result in suspension of the licenses granted by this Agreement.Term & Termination
4.1 Term. This license is granted for the Pilot Period. Either party may terminate this Agreement at any time without cause by providing written or electronic notice. This Agreement does not automatically renew.
4.2 Termination. In addition to the right to terminate without cause under Section 4.1, either party may terminate this Agreement immediately.
4.3 Effect of Termination. When this Agreement ends:
(a) User’s rights to use the Platform end, and User must uninstall and delete all copies of the Platform from all devices;
(b) each party will return or delete any Confidential Information of the other party.
4.4 Survival.
(a) The following sections will survive expiration or termination of the Agreement: Section 1.3 (Feedback and Usage Data), Section 1.4 (Machine Learning), 1.7 (Reservation of Rights), Section 2.1 (Restrictions on User), Section 3 (Payment & Taxes) for amounts accrued or payable before expiration or termination, Section 4.5 (Effect of Termination), Section 4.6 (Survival), Section 5 (Representations & Warranties), Section 6 (Disclaimer of Warranties), Section 7 (Limitation of Liability), Section 9 (Confidentiality), Section 10 (General Terms), Section 11 (Definitions).
(b) Each Recipient may retain Discloser’s Confidential Information in accordance with its standard backup or record retention policies maintained in the ordinary course of business or as required by Applicable Laws, in which case Section 9 (Confidentiality) will continue to apply to retained Confidential Information and Recipient may not access Discloser’s Confidential Information except as required by Applicable Laws.Representations & Warranties
5.1 Mutual. Each party represents and warrants to the other that: (a) it has the legal power and authority to enter into this Agreement;
(b) it is duly organized, validly existing, and in good standing under the Applicable Laws of the jurisdiction of its origin; (c) it will comply with all Applicable Laws in performing its obligations or exercising its rights in this Agreement.
5.2 Supplier Warranty. This Section does not apply during the Pilot Period. The Product is provided "as is".Disclaimer of Warranties
6.1 User acknowledges that the Product is provided ‘AS IS’ during the Pilot Period, and Supplier makes no warranties, express or implied, as to its performance, availability, or accuracy. Supplier makes no guarantees that the Product will always be safe, secure, or error-free, or that it will function without disruptions, delays, or imperfections. The warranties in Section 5 (Representations & Warranties) do not apply to any misuse or unauthorized modification of the Product, nor to any product or service provided by anyone other than Supplier. Except for the warranties in Section 5 (Representations & Warranties), Supplier and User each disclaim all other warranties and conditions, whether express or implied, including the implied warranties and conditions of merchantability, fitness for a particular purpose, title, and non-infringement. These disclaimers apply to the maximum extent permitted by Applicable Laws.Limitation of Liability
7.1 Liability Caps.
(a) Except as provided in Section 7.4 (Exceptions), each party’s total cumulative liability for all claims arising out of or relating to this Agreement will not be more than the General Cap Amount.
(b) If there are Increased Claims, each party’s total cumulative liability for all Increased Claims arising out of or relating to this Agreement will not be more than the Increased Cap Amount.
7.2 Damages Waiver. Except as provided in Section 7.4 (Exceptions), under no circumstances will either party be liable to the other for lost profits or revenues (whether direct or indirect), or for consequential, special, indirect, exemplary, punitive, or incidental damages relating to this Agreement, even if the party is informed of the possibility of this type of damage in advance. Examples of these types of damages include lost or otherwise corrupted data, cost of replacement of or restoration of data, delays or failure to transmit or receive data, business interruption, failure to realize expected savings, cost of substitute products or services, loss of goodwill, or reputational damage.
7.3 Applicability. The limitations and waivers contained in Sections 7.1 (Liability Caps) and 7.2 (Damages Waiver) apply to all liability, whether in tort (including negligence), contract, breach of statutory duty, or otherwise.
7.4 Exceptions. The liability cap in Section 7.1(a) applies to all claims. Nothing in this Agreement will limit or exclude a party’s liability to the extent prohibited by Applicable Laws.Indemnification
This Agreement does not contain an indemnity.Confidentiality
9.1 Non-Use and Non-Disclosure. Except as otherwise authorized in the Agreement or as needed to fulfill its obligations or exercise its rights under this Agreement, Recipient will not (a) use Discloser’s Confidential Information; nor (b) disclose Discloser’s Confidential Information to anyone else. In addition, Recipient will protect Discloser’s Confidential Information using at least the same protections Recipient uses for its own similar information but no less than a reasonable standard of care.
9.2 Exclusions. Confidential Information does not include information that (a) Recipient knew without any obligation of confidentiality before disclosure by Discloser; (b) is or becomes publicly known and generally available through no fault of Recipient; (c) Recipient receives under no obligation of confidentiality from someone else who is authorized to make the disclosure; or (d) Recipient independently developed without use of or reference to Discloser’s Confidential Information.
9.3 Required Disclosures. Recipient may disclose Discloser’s Confidential Information to the extent required by Applicable Laws if, unless prohibited by Applicable Laws, Recipient provides Discloser reasonable advance notice of the required disclosure and reasonably cooperates, at Discloser’s expense, with Discloser’s efforts to obtain confidential treatment for the Confidential Information.
9.4 Permitted Disclosures. Recipient may disclose Discloser’s Confidential Information to Users, employees, advisors, contractors, and representatives who each have a need to know the Confidential Information, but only if the person or entity is bound by confidentiality obligations at least as protective as those in this Section 9 (Confidentiality) and Recipient remains responsible and liable for everyone’s compliance with the terms of this Section 9 (Confidentiality). In addition, Supplier may use and disclose User’s Confidential Information as necessary to provide the Product and Services.General Terms
10.1 Entire Agreement. This Agreement is the only agreement between the parties about its subject and this Agreement supersedes all prior or contemporaneous statements (whether in writing or not) about its subject. Supplier expressly rejects any terms included in User’s purchase order or similar document, which may only be used for accounting or administrative purposes. No terms or conditions in any User documentation or online vendor portal will apply to User's use of the Product unless expressly agreed to in a legally binding written agreement signed by an authorized Supplier representative, regardless of what such terms may say.
10.2 Modifications, Severability, and Waiver. Any waiver, modification, or change to the Agreement must be in writing and signed or electronically accepted by each party. If any term of this Agreement is determined to be invalid or unenforceable by a relevant court or governing body, the remaining terms of this Agreement will remain in full force and effect. The failure of a party to enforce a term or to exercise an option or right in this Agreement will not constitute a waiver by that party of the term, option, or right.
10.3 Governing Law and Chosen Courts. The Governing Law will govern all interpretations and disputes about this Agreement, without regard to its conflict of laws provisions. The parties will bring any legal suit, action, or proceeding about this Agreement in the Chosen Courts and each party irrevocably submits to the exclusive jurisdiction of the Chosen Courts.
10.4 Injunctive Relief. Despite Section 10.3 (Governing Law and Chosen Courts), a breach of Section 9 (Confidentiality) or the violation of a party’s intellectual property rights may cause irreparable harm for which monetary damages cannot adequately compensate. As a result, upon the actual or threatened breach of Section 9 (Confidentiality) or violation of a party’s intellectual property rights, the non-breaching or non-violating party may seek appropriate equitable relief, including an injunction, in any court of competent jurisdiction without the need to post a bond and without limiting its other rights or remedies.
10.5 Non-Exhaustive Remedies. Except where the Agreement provides for an exclusive remedy, seeking or exercising a remedy does not limit the other rights or remedies available to a party.
10.6 Assignment. Neither party may assign any rights or obligations under this Agreement without the prior written consent of the other party. However, either party may assign this Agreement upon notice if the assigning party undergoes a merger, change of control, reorganization, or sale of all or substantially all its equity, business, or assets to which this Agreement relates. Any attempted but non-permitted assignment is void. This Agreement will be binding upon and inure to the benefit of the parties and their permitted successors and assigns.
10.7 Beta Products. If Supplier gives User access to a Beta Product, the Beta Product is provided "as is" and Section 5.2 (Supplier Warranty) does not apply to any Beta Products. User acknowledges that Beta Products are experimental in nature and may be modified or removed at Supplier's discretion with or without notice.
10.8 Notices. Any notice, request, or approval about the Agreement must be in writing and sent to the address of the User’s employer who is party to a commercial agreement with Supplier. Notices will be deemed given (a) upon confirmed delivery if by email, registered or certified mail, or personal delivery; or (b) two days after mailing if by overnight commercial delivery.
10.9 No relationship with the Supplier. The parties are independent of each other. Neither party is authorized to bind the other to any liability or obligation.
10.10 No Third-Party Beneficiary. There are no third-party beneficiaries of this Agreement.
10.11 Anti-Bribery. Neither party will take any action that would be a violation of any Applicable Laws that prohibit the offering, giving, promising to offer or give, or receiving, directly or indirectly, money or anything of value to any third party to assist Supplier or User in retaining or obtaining business.
10.12 Titles and Interpretation. Section titles are for convenience and reference only. All uses of "including" and similar phrases are non-exhaustive and without limitation. The United Nations Convention for the International Sale of Goods and the Uniform Computer Information Transaction Act do not apply to this Agreement.
10.13 Signature. This Agreement is accepted by clicking ‘I Agree’ in the installer interface. No handwritten or electronic signature is required.Definitions
11.1 "Agreement" means this End User License Agreement entered into between Supplier and User at the time of installation.
11.2 "Applicable Data Protection Laws" means the Applicable Laws that govern how the Product may process or use an individual’s personal information, personal data, personally identifiable information, or other similar term.
11.3 "Applicable Laws" means the laws, rules, regulations, court orders, and other binding requirements of a relevant government authority that apply to or govern Supplier or User.
11.4 "Beta Product" means an early or prerelease feature or version of the Product that is identified as beta or similar, or a version of the Product that is not generally available.
11.5 "Confidential Information" means information in any form disclosed by or on behalf of a Discloser, including before the Effective Date, to a Recipient in connection with this Agreement that (a) the Discloser identifies as "confidential", "proprietary", or the like; or (b) should be reasonably understood as confidential or proprietary due to its nature and the circumstances of its disclosure. Confidential Information includes the existence of this Agreement. Supplier’s Confidential Information includes non-public information about the Product.
11.6 "Discloser" means a party to this Agreement when the party is providing or disclosing Confidential Information to the other party.
11.7 "Deliverables" means any deliverables derived from the Platform and made available by Supplier.
11.8 "Embargoed Country" means any country or region to or from where Applicable Laws generally restrict the export or import of goods, services, or money.
11.9 "Feedback" means suggestions, feedback, or comments about the Product or related offerings.
11.10 "Open Source Platform" means any Platform that is distributed as "free Platform", as "open source Platform", under a "copyleft" agreement, or is otherwise subject to the terms of any license that requires, as a condition on the use, copying, modification, or distribution of such Platform that the Platform (a) be disclosed or distributed in source code form, (b) be licensed for the purpose of making derivative works, or (c) be redistributed at no or minimal charge.
11.11 "Personal Data" will have the meaning(s) set forth in the Applicable Data Protection Laws for personal information, personal data, personally identifiable information, or other similar term.
11.12 "Product" means the Platform and Deliverables.
11.13 "Recipient" means a party to this Agreement when the party receives Confidential Information from the other party.
11.14 "Services" means any support or maintenance services, if provided at all, during the Pilot Period. No support is guaranteed.
11.15 "Platform" means the Revit Copilot plugin provided by Ideatura, Inc., including any Updates released during the Pilot Period.
11.16 "Updates" means updates and maintenance releases to the Platform made available by Supplier to User.
11.17 "Usage Data" means data and information about the provision, use, and performance of the Product and related offerings based on
User’s or User’s use of the Product.
11.18 "User" means any individual who uses the Product on User’s behalf or through User’s account.
11.19 “Pilot Period” = the period agreed with the company of which you are an authorized User.
11.20 “General Cap Amount” = $100 (if you are resident in the US or otherwise outside of the United Kingdom) or £100 (if you are resident in the United Kingdom).
11.21 “Governing Law” = Delaware, United States
11.22 “DPA” = [ https://ideatura.ai/dpa]