End User Licence Agreement (EULA) — ValidAR

Version 1.0 · In force since 24 August 2026 Published at: https://validar.kabunik.com/cluf

Licensor (the "Provider" or "Kabunik"): KABUNIK, S.L.U. — Tax ID B88736350 — Calle Cuenca 13, 08980 Sant Feliu de Llobregat, Barcelona (Spain). Contact: legal@kabunik.com · soporte@kabunik.com

1. Purpose and acceptance

1.1. This End User Licence Agreement (the "EULA") governs the terms under which Kabunik licenses the use of the ValidAR software solution (the "Solution") to the natural or legal person contracting it (the "Customer") and to the users the Customer authorises (the "Users").

1.2. The Solution comprises: (i) the augmented reality validation mobile application for iOS devices; (ii) the web application for administration and visualisation; (iii) the desktop add-in for exporting from Tekla Structures; and (iv) the associated cloud services.

1.3. Installing, accessing or using any component of the Solution implies full and unreserved acceptance of this EULA. If the Customer does not accept these terms, it must refrain from installing, accessing or using the Solution.

1.4. Whoever accepts this EULA on behalf of a legal person represents that they have sufficient authority to bind it.

2. Definitions

• "Subscription Agreement": the software subscription agreement entered into by the Customer with Kabunik or with an authorised reseller, setting out the commercial terms, the contracted package and its term.
• "Authorised Reseller": the entity authorised by Kabunik to market the Solution, where contracting is formalised through a distribution channel.
• "Seat": each named use licence assigned to a User, according to the contracted profile.
• "CoInspector": use profile oriented to quality and inspection, enabling augmented reality validation and requiring an Active Device meeting the technical specifications set out in the Documentation.
• "CoWorker": use profile oriented to production, enabling consultation and visual interpretation of the model without augmented reality validation functions.
• "Active Device": each device (iPad or other equipment meeting the technical specifications of the Solution) on which the Solution is effectively deployed and operational for the Customer during the relevant billing period.
• "Customer Content": the models, geometry, drawings, fabrication data, photographs, reports and other information that the Customer or its Users enter, generate or process by means of the Solution.
• "Embedded SDK": the VisionLib object tracking development kit, owned by Visometry GmbH, embedded in the Solution in an inseparable manner.
• "Documentation": the user guides, technical specifications and support materials that Kabunik makes available to the Customer.

3. Applicable documents and order of precedence

3.1. The relationship between the parties is governed by: (i) the Subscription Agreement; (ii) this EULA; and (iii) the Documentation.

3.2. In the event of conflict, the Subscription Agreement shall prevail on commercial terms, scope of the contracted package and term, and this EULA shall prevail on terms of use, licence, liability and data processing.

3.3. Where contracting is formalised through an Authorised Reseller, the licence to use the Solution is granted by Kabunik on the terms of this EULA, irrespective of the commercial and billing relationship the Customer maintains with that reseller.

4. Grant of licence

4.1. Subject to payment of the agreed amounts and to compliance with this EULA, Kabunik grants the Customer a non-exclusive, non-transferable, non-sublicensable, revocable licence, limited to the term of the subscription, to use the Solution for its own internal purposes in its business of fabrication, erection, inspection and quality control of steel structures.

4.2. The licence is limited to the number of Seats and Active Devices contracted and to the use profiles acquired.

4.3. The licence includes the right to install the mobile application on the contracted Active Devices and to access the web application with the named credentials issued.

4.4. The Solution is licensed, not sold. Kabunik and its licensors retain all rights not expressly granted.

5. Seats, devices and activation

5.1. Seats are named: they are assigned to an identified User and may not be shared or used simultaneously by several people. The Customer may reassign a Seat to another User where an organisational change occurs, through the administration panel.

5.2. Enabling the augmented reality functions requires device activation: the Solution generates a technical device identifier which Kabunik registers and processes in order to issue the corresponding technical licence. Until that activation is completed, the User may access the remaining functionality of the Solution (3D viewer, drawings, dimensions, assembly consultation, configuration and reports) on the terms of the contracted profile.

5.3. The Customer acknowledges that certain operations on the device — in particular a factory reset or replacement of the equipment — may alter that technical identifier and require a new activation, subject to the applicable processing times.

5.4. Replacing one Active Device with another does not increase the number of contracted devices. Simultaneous use of more devices than contracted constitutes a material breach and entitles Kabunik to regularise billing or suspend the service in accordance with clause 17.

6. Use restrictions

The Customer and its Users undertake not to, and not to allow third parties to:

• (a) decompile, reverse engineer, disassemble, or otherwise attempt to extract, derive or obtain the source code, algorithms, models or data structures of the Solution or of the Embedded SDK, except to the extent strictly permitted by mandatory law;
• (b) copy, reproduce, distribute, commercialise, assign, lease, lend, sublicense or make available to third parties the Solution or any of its components;
• (c) extract, separate or redistribute the Embedded SDK independently of the Solution, or use it outside it;
• (d) use the Solution or the Embedded SDK for military or dual-use purposes, or for any purpose restricted by European or German export control regulations, or in territories or for the benefit of persons or entities subject to international sanctions;
• (e) remove, obscure or alter the intellectual property notices, trade marks or attributions of Kabunik or its licensors present in the Solution;
• (f) use the Solution to develop, train or improve products or services that compete with the Solution or with the Embedded SDK;
• (g) carry out penetration testing, vulnerability analysis, automated scanning or artificial load against the infrastructure of the Solution without Kabunik's prior written authorisation;
• (h) use the Solution in a way that infringes third-party rights or applicable law, or introduce unlawful or malicious content into it;
• (i) allow access to the Solution to persons outside its organisation, save for contractors acting on the Customer's behalf and under its responsibility, having first accepted the obligations of this EULA.

7. Third-party components — VisionLib SDK

7.1. The Solution embeds the VisionLib SDK, exclusively owned by Visometry GmbH. The Customer expressly acknowledges that ownership and that it acquires no right over the Embedded SDK beyond its use as an inseparable component of the Solution.

7.2. The restrictions in clause 6, in particular points (a), (c) and (d), apply specifically to the Embedded SDK and shall survive termination of this EULA.

7.3. Use of the augmented reality functions is limited to the Active Devices contracted and activated in accordance with clause 5.

7.4. The Solution may embed other third-party components and open source software, whose licences are listed in the Documentation and prevail over this EULA solely in respect of those components.

8. Accounts, credentials and Customer obligations

8.1. The Customer shall designate an administrator responsible for managing Users, profiles and capabilities within its organisation, and for deciding which assemblies are made available in the fabrication shop.

8.2. The Customer is responsible for safeguarding credentials, for activity carried out under its accounts, and for notifying Kabunik without delay of any unauthorised use of which it becomes aware.

8.3. The following are the Customer's responsibility: acquiring and maintaining hardware meeting the published specifications, network connectivity at the premises where the Solution is used, the availability of the Tekla Structures licences its workflow requires, and the IT permissions needed to install the desktop add-in.

8.4. The Customer warrants that it holds the necessary rights over the Customer Content it enters into the Solution and that processing it does not infringe third-party rights.

9. Nature and limits of assisted validation

This clause is essential and the Customer declares that it understands and expressly accepts it.

9.1. ValidAR is a visual assistance tool for quality control. It compares the reality captured by the device with the digital model supplied by the Customer and presents indicative signals of match or discrepancy.

9.2. The Solution does not replace professional inspection, the technical judgement of the Customer's qualified personnel, or any inspection, testing, certification or verification required by applicable law, by the project or by the Customer's end client. The reports generated by the Solution have the value of an internal supporting record and do not constitute certificates of structural conformity, nor do they evidence compliance with any technical standard.

9.3. The decision on conformity, acceptance, rework or rejection of any fabricated element rests exclusively with the Customer and its qualified personnel.

9.4. The Customer acknowledges the following known limitations, which have been communicated to it and are detailed in the Documentation:

• (a) the Solution compares reality against the model supplied: an element present in reality but absent from the model is not detected as a discrepancy;
• (b) the accuracy of the result depends on the quality, currency and completeness of the model supplied by the Customer, as well as on the correct configuration of the export process;
• (c) the physical conditions of the environment — lighting, accessibility, surface reflectance, size and complexity of the assembly, stability of the initial positioning — decisively influence the result;
• (d) tolerance thresholds are configurable and their suitability for a particular process must be validated by the Customer;
• (e) certain elements may be excluded from the scope of validation by configuration (for example, bolting and welds).

9.5. Consequently, Kabunik is not liable for fabrication, acceptance or rejection decisions taken by the Customer, nor for defects not detected by the Solution, without prejudice to clause 19.

10. Customer Content and ownership of data

10.1. Customer Content is and shall remain the property of the Customer. Kabunik acquires no right over the Customer's models, drawings, geometry, reports or fabrication data.

10.2. The Customer grants Kabunik a limited, non-exclusive, royalty-free licence to host, reproduce, transmit and process the Customer Content solely to the extent necessary to provide the service, maintain the Solution and comply with its legal obligations.

10.3. Kabunik shall apply reasonable technical and organisational measures to preserve the confidentiality and isolation of the Customer Content from the content of other organisations.

10.4. On termination of the subscription, the Customer may request the export of its Content during the following thirty (30) calendar days. After that period, Kabunik may delete it in accordance with its retention policies.

10.5. The Customer is responsible for keeping its own copies of the source Content (in particular, the models and project documentation).

11. Personal data protection

11.1. In the processing of personal data of the Customer's Users, the Customer acts as data controller and Kabunik as data processor, within the meaning of Article 28 of Regulation (EU) 2016/679 (GDPR) and of Spanish Organic Law 3/2018 (LOPDGDD).

11.2. Kabunik shall process such data solely in accordance with the Customer's documented instructions and for the provision of the service; shall ensure the confidentiality of authorised persons; shall apply appropriate security measures; shall assist the Customer in responding to data subject rights requests and in security breach notifications; and shall delete or return the data on termination, in accordance with clause 10.4.

11.3. The Customer authorises Kabunik to engage sub-processors for the provision of the service. The current list of sub-processors is set out in Annex B. Kabunik shall inform the Customer of any addition or replacement with reasonable notice, and the Customer may object on reasoned grounds.

11.4. Any international data transfers that prove necessary shall rely on the safeguards provided for in Chapter V of the GDPR.

11.5. At the Customer's request, the parties shall enter into a specific data processing agreement, which shall prevail over this clause to the extent that it develops or contradicts it.

11.6. In respect of data of the Customer's commercial and administrative contacts, Kabunik acts as controller, for the purpose of managing the contractual relationship and on the legal basis of its performance.

12. Telemetry and diagnostic data

12.1. The Solution records technical operating information — session and device identifiers, application version, performance and tracking metrics, usage events and errors — for the purpose of diagnosing incidents, ensuring the security and stability of the service and improving the product.

12.2. Such information may include technical data relating to the positioning of the device during validation sessions. Kabunik shall treat it as confidential information of the Customer and shall not use it for purposes other than those described, nor disclose it to third parties, save where legally obliged to do so.

12.3. Kabunik may use aggregated and anonymised data, which does not allow the Customer, its Users or its projects to be identified, for statistical and product improvement purposes.

12.4. The Customer's administrator may enable or disable the collection of telemetry from the administration panel, except for the minimum indispensable for security and billing. Disabling it may limit Kabunik's diagnostic capability when handling incidents.

12.5. Diagnostic logs are retained for a maximum period of ninety (90) days, unless their retention is necessary to investigate a specific incident.

13. Availability, maintenance and support

13.1. Kabunik shall use reasonable means to keep the Solution available and operational. Save for a written service level agreement, no specific availability percentage is guaranteed, nor uninterrupted or error-free operation.

13.2. Kabunik may carry out scheduled maintenance, endeavouring to perform it during lower-impact windows and giving reasonable notice where it entails significant interruption.

13.3. Kabunik provides technical support for the Solution at all levels, including the embedded third-party component, directly or through its Authorised Reseller. Channels, hours and indicative response times are published at https://validar.kabunik.com/soporte.

13.4. The Customer shall cooperate reasonably in diagnosis, providing the necessary information and access.

13.5. Certain functionality requires an internet connection. The Solution does not guarantee offline operation unless expressly stated in the Documentation.

14. Updates and evolution of the Solution

14.1. Kabunik may release updates, fixes and new versions. The Customer undertakes to keep the Solution updated to supported versions; use of unsupported versions may affect operation and support coverage.

14.2. Kabunik may modify, replace or discontinue non-essential functionality. Where a modification entails a substantial reduction of essential contracted functionality, Kabunik shall give at least thirty (30) days' notice and the Customer may terminate the subscription with the right to a refund of the unused proportional part.

14.3. Distribution of the mobile application takes place through Apple's channels. The Customer accepts the terms of those channels insofar as they apply to installing and updating the application (Annex A).

15. Term, renewal and commercial terms

15.1. The term, price and contracted package are governed by the Subscription Agreement. Unless otherwise agreed, the minimum subscription period is twelve (12) months, automatically renewable for successive twelve (12) month periods.

15.2. Either party may prevent renewal by written notice given at least ninety (90) days before the expiry date of the current period.

15.3. At each renewal the annual price adjustment provided for in the Subscription Agreement shall apply. In the absence of express provision, the price shall be adjusted in line with the year-on-year variation of the Spanish Consumer Price Index. Any greater increase requires at least ninety (90) days' notice, entitling the Customer to terminate without penalty before it takes effect.

15.4. Amounts are exclusive of taxes. Non-payment thirty (30) days after the due date shall accrue the surcharge provided for in the Subscription Agreement and entitle Kabunik to suspend the service in accordance with clause 17.

15.5. A reduction in the number of Seats or Active Devices shall take effect at the next renewal and may entail the loss of discounts conditional on maintaining the contracted volume, as agreed in the Subscription Agreement.

16. Evaluation versions and pilot programmes

16.1. Where the Solution is provided on a trial, evaluation, pilot or early adopter programme basis, it is provided "as is", without any warranty and with the functional, volume or term limitations indicated.

16.2. Kabunik may disable access on the end date of the trial period communicated to the Customer, without further notice and without giving rise to any right to compensation.

16.3. The specific conversion, price and timing terms applicable to these programmes shall be those agreed in the corresponding Subscription Agreement, which shall prevail over this clause.

17. Suspension and termination

17.1. Kabunik may suspend access in whole or in part, with prior notice where possible, in the event of: (i) non-payment thirty (30) days after the due date; (ii) use that materially exceeds the contracted Seats or Active Devices; (iii) demonstrated risk to the security, integrity or availability of the service or of third parties; or (iv) legal requirement.

17.2. Either party may terminate the contract for material breach by the other not remedied within thirty (30) days of written notice, and in the event of insolvency or cessation of business of the counterparty.

17.3. On termination, for any reason: (i) the right to use the Solution ceases and the Customer must uninstall it from all devices; (ii) the export period in clause 10.4 shall apply; (iii) accrued amounts shall become payable; and (iv) those clauses which by their nature must survive shall remain in force, in particular clauses 6, 7, 9, 10, 11, 19, 20, 21, 22 and 26.

18. Warranties and disclaimer

18.1. Kabunik warrants that it shall provide the service with the professional diligence required and that the Solution shall operate substantially in accordance with the current Documentation.

18.2. To the maximum extent permitted by law and without prejudice to the foregoing, the Solution is provided without further warranties, express or implied, including those of merchantability, fitness for a particular purpose or absence of errors. Kabunik does not warrant that the Solution will detect all existing discrepancies, in accordance with clause 9.

18.3. Kabunik shall indemnify the Customer against third-party claims for infringement of intellectual property rights caused by the Solution, provided that the Customer notifies the claim without delay, cooperates reasonably and allows Kabunik to conduct the defence. This indemnity does not cover claims arising from unauthorised modifications, from use contrary to this EULA, or from combining the Solution with elements not supplied by Kabunik.

19. Limitation of liability

19.1. Save in cases of wilful misconduct, gross negligence, personal injury or infringement of intellectual property rights, and in any other case where the law does not permit limitation:

• (a) neither party shall be liable for indirect or consequential damages, including loss of profits, loss of business, of contracts, of reputation or of data;
• (b) Kabunik's aggregate liability arising from this EULA and the Subscription Agreement is limited to the amount actually paid by the Customer by way of subscription during the twelve (12) months immediately preceding the event giving rise to it.

19.2. The above limitations apply irrespective of the legal basis of the claim and survive even where a contractual remedy fails of its essential purpose.

19.3. The Customer assumes liability arising from fabrication, inspection and acceptance decisions taken with the support of the Solution, in accordance with clause 9.

20. Confidentiality

20.1. Each party shall keep the other's confidential information secret, shall not use it for purposes other than performance of the contract and shall not disclose it to third parties without written consent, except to its personnel and advisers bound by a duty of confidentiality.

20.2. Confidential information includes, in particular: the Customer Content, the models and fabrication data, the architecture and internal operation of the Solution and the agreed commercial terms.

20.3. This obligation shall survive for five (5) years from termination of the contract and does not extend to information in the public domain, previously lawfully known, independently developed, or whose disclosure is legally required.

20.4. Kabunik shall not disclose the Customer's identity as a user of the Solution without its prior authorisation, unless expressly agreed otherwise in the Subscription Agreement.

21. Intellectual and industrial property

21.1. The Solution, its code, architecture, interface, documentation, trade marks and trade names — including "ValidAR" and "Kabunik" — are the exclusive property of Kabunik or of its licensors.

21.2. The Customer acquires no rights beyond those expressly granted in clause 4.

21.3. Suggestions, comments or improvement proposals voluntarily communicated by the Customer may be used by Kabunik without restriction or consideration, without this affecting ownership of the Customer Content.

22. Regulatory compliance and export control

22.1. The parties shall comply with the regulations applicable to them, including those on data protection, anti-corruption and export control.

22.2. The Customer represents that it is not located in a territory subject to embargo and does not appear on lists of sanctioned persons or entities (EU, UN, OFAC or other applicable lists), and undertakes not to make the Solution available to such persons or territories, nor to use it for the purposes prohibited in clause 6.(d).

23. Assignment and subcontracting

23.1. The Customer may not assign this EULA or the rights arising from it without Kabunik's prior written authorisation, which shall not be unreasonably withheld. Assignment to a company within its own group is excepted, subject to prior notice.

23.2. Kabunik may subcontract the provision of certain services, remaining liable for performance of the contract, and may assign its contractual position to a company within its group or in the context of a corporate transaction, subject to prior notice to the Customer.

24. Amendments to the EULA

24.1. Kabunik may amend this EULA to adapt it to regulatory, technical or functional changes, publishing the updated version at https://validar.kabunik.com/cluf.

24.2. Substantial amendments unfavourable to the Customer shall be communicated at least thirty (30) days in advance and shall take effect at the next renewal. If the Customer does not accept them, it may terminate the subscription before that renewal without penalty.

24.3. Non-substantial amendments, or those required by mandatory law, shall take effect upon publication.

25. General provisions

25.1. Severability. The invalidity of one clause shall not affect the validity of the remainder, which shall be interpreted so as to maintain the intended economic and legal balance.

25.2. No waiver. Tolerance or delay in exercising a right does not constitute a waiver of it.

25.3. Entire agreement. This EULA, together with the Subscription Agreement and its annexes, constitutes the entire agreement between the parties on its subject matter.

25.4. Notices. Communications sent to the email addresses designated by the parties shall be valid; those of material contractual significance shall be addressed to legal@kabunik.com.

25.5. Force majeure. Neither party shall be liable for non-performance due to causes beyond its reasonable control, for as long as they persist and provided they are notified without delay.

25.6. Language. The Spanish language version of this EULA is the reference version. Translations are provided for information only.

26. Governing law and jurisdiction

26.1. This EULA is governed by Spanish law.

26.2. The parties, waiving any other jurisdiction to which they may be entitled, submit to the Courts and Tribunals of the city of Barcelona (Spain), unless a mandatory rule determines a different jurisdiction.

26.3. Before resorting to the courts, the parties shall endeavour to resolve any dispute in good faith through direct negotiation for a period of thirty (30) calendar days from its formal notification.

Annex A — Specific terms for distribution through the Apple App Store

Where the mobile application is obtained through the Apple App Store or TestFlight, the following terms shall also apply:

1. Parties. This EULA is entered into solely between the Customer and Kabunik, not with Apple Inc. Kabunik, and not Apple, is solely responsible for the application and its content.

2. Scope of the licence. The licence to use the application is non-transferable and is limited to its use on Apple-branded devices that the Customer owns or controls, in accordance with Apple's App Store Usage Rules.

3. Maintenance and support. Kabunik is solely responsible for maintenance and support services for the application. Apple has no obligation whatsoever to provide maintenance or support services.

4. Warranty. In the event of any failure of the application to conform to an applicable warranty, the Customer may notify Apple, which will refund, where applicable, the purchase price of the application. To the maximum extent permitted by law, Apple will have no other warranty obligation whatsoever, and any liability arising from a failure to conform to warranties shall be Kabunik's.

5. Product claims. Kabunik, and not Apple, is responsible for addressing claims by the Customer or third parties relating to the application, including product liability claims, claims of failure to conform to legal or regulatory requirements, and claims arising under consumer protection or privacy legislation.

6. Intellectual property rights. In the event of a third-party claim of intellectual property infringement caused by the application, Kabunik, and not Apple, shall be responsible for its investigation, defence, settlement and discharge.

7. Legal compliance. The Customer represents that it is not located in a country subject to a U.S. Government embargo or designated as a terrorist-supporting country, and that it is not listed on any prohibited or restricted party list.

8. Contact details. Kabunik, S.L.U. — Calle Cuenca 13, 08980 Sant Feliu de Llobregat, Barcelona (Spain) — soporte@kabunik.com

9. Third-party terms. The Customer undertakes to comply with the terms of third-party agreements applicable to its use of the application.

10. Third-party beneficiaries. The Customer acknowledges and agrees that Apple and its subsidiaries are third-party beneficiaries of this EULA and that, upon the Customer's acceptance, Apple will have the right — and will be deemed to have accepted it — to enforce this EULA against the Customer as a third-party beneficiary.

Annex B — Sub-processors

Kabunik keeps this list up to date and will notify the Customer of any addition or replacement in accordance with clause 11.3.

Document published by KABUNIK, S.L.U. — Version 1.0, 24 August 2026. Version history available at https://validar.kabunik.com/cluf