REVISION HISTORY
Public Offer Contract on the terms of use of the ModPlus software
(English version)

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VERSION No. 2, dated April 21, 2026
Date of publication: April 21, 2026
Date of entry into force: April 21, 2026
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General changes in this version:

-- Introduced the concepts of "Payer" and "Recipient" to reflect
   the case where the person who pays for the License and the
   person who uses it are different (the "Gift" function).
-- Added a new section 2 "Types of Licenses" describing three
   types of Licenses: single-user license for individual Plugins,
   single-user subscription, and corporate (multi-user)
   subscription.
-- Added a new section 4 "Transfer of License (Gift Function)"
   regulating the procedure for the "Gift" function.
-- Introduced the concept of "License Server" (LAN and Web) for
   corporate subscriptions.
-- Restructured documents-related provisions (new section 7)
   to reflect the actual cross-border settlement flow:
   payment receipt only, no acceptance certificates or other
   primary accounting documents issued for cross-border
   Licensees.
-- Added section 12 provisions on governing law, dispute
   resolution procedure, amendments to the Offer, and archive
   of previous versions of the Offer.
-- Reference to the international WIPO registration of the
   "MODPLUS" trademark added to section 10 (Intellectual
   Property).

Changes by section:

Section 1. General Provisions. Terms and Definitions
-- Added clause 1.4 stating that the Licensee confirms that it
   acquires the right to use the Program for purposes related
   to its professional or business activities.
-- Removed former clause 1.4 regarding persons with limited or
   partial legal capacity (no longer applicable).
-- Corrected the link to the Site in the definition of "Site"
   (former clause 1.5.3): replaced relative link with absolute
   URL.
-- Added new terms: "License" (clause 1.6.6), "Payer"
   (clause 1.6.9), "Recipient" (clause 1.6.10),
   "License Server" (clause 1.6.20).
-- Updated the definition of "Program" (clause 1.6.4):
   added reference to the WIPO international trademark
   registration No. 1 884 454 dated July 15, 2025; retained
   reference to the Russian registrations.
-- Restructured the definition of "Acceptance" (clause 1.6.13)
   into three sub-clauses reflecting different scenarios
   for the Payer, the Recipient, and the Licensee installing
   the Program.
-- Updated the definition of "Licensee" (clause 1.6.8) to
   include responsibility for all persons to whom the Licensee
   has granted access to the Program, including through the
   License Server.
-- Clarified the Agreement's term (clause 1.9) distinguishing
   term-based Licenses from perpetual Licenses for individual
   Plugins.

Section 2. Types of Licenses
-- Section added in full.
-- Describes single-user license for individual Plugins
   (perpetual, tied to a specific CAD version,
   non-transferable), single-user subscription (term-based,
   transferable through "Gift"), and corporate subscription
   (term-based, multi-user, operated through the License Server,
   transferable through "Gift").

Section 3. Terms of Use of the Program
-- Former section 2 renumbered as section 3.
-- Clause 3.1: sublicensing prohibition now contains an
   exception for transfer of the License through the "Gift"
   function expressly provided for in section 4.
-- Clause 3.6: the 10-day period for claims now expressly
   relates only to the fact of granting access (activation
   failure, inoperability from the moment of grant), and
   does not limit the Licensee's right to raise other claims
   regarding the quality of the Program during the term of
   the License.
-- Former clauses 2.7 through 2.9 (concerning the Acceptance
   Certificate) removed. Primary documents are now addressed
   in section 7.

Section 4. Transfer of License (Gift Function)
-- Section added in full.
-- Regulates the "Gift" function: available for single-user
   subscriptions and corporate subscriptions; not available
   for Licenses for individual Plugins.
-- Establishes that transfer of an Order is carried out in
   full (partial transfer not permitted).
-- Establishes that the Recipient is not the Payer and has
   no right to claim a refund of the license fee from the
   Licensor.

Section 5. License Fee
-- Former section 3 renumbered as section 5.
-- Clause 5.1: payment method simplified to reflect that
   payment is made in the currency accepted by the payment
   provider; provisions on currency agreement with the
   Licensor removed as inapplicable to cross-border
   acquisition.
-- Clause 5.3: only non-cash payment by bank card (Visa,
   MasterCard) through the payment module connected to the
   Site is accepted. Under this Offer, the Licensor does
   not issue invoices for payment by bank transfer and
   does not provide other payment methods.
-- Clause 5.8: right to change the license fee limited to
   future Orders; changes do not apply to already paid and
   valid Licenses within their term of validity. Former
   clause 3.8 (obligation not to inform of each change)
   removed.
-- Former clause 3.10 (regarding third-party payments with
   payer identification in the payment purpose) removed as
   inapplicable to bank card payments.

Section 6. Registration on the Site
-- Former section 4 renumbered as section 6.
-- Clause 6.1: registration on the Site by itself does not
   constitute Acceptance of the Offer; Acceptance is
   performed in the manner established by clause 1.6.13.
-- Clause 6.2: clarified that an Account is required for
   placing any Order under this Offer, and that a Recipient
   of a transferred License must also have an Account.

Section 7. Documents and Legally Significant Communications
-- New section.
-- Clause 7.2: electronic payment receipt from the payment
   provider is sent to the Licensee's e-mail after payment;
   under this Offer, the Licensor does not issue acceptance
   certificates, invoices, or other primary accounting
   documents.
-- Clause 7.3: legally significant communications are
   exchanged by e-mail or via the Telegram messenger
   (references to Russian electronic document management
   (EDM) services and postal correspondence removed as
   inapplicable).
-- Clause 7.5: language of communications — English or
   Russian; both languages accepted; the language of the
   response is determined by the Licensor.

Section 8. Liability of the Parties
-- Former section 5 renumbered as section 8.
-- Clause 8.5.3: prohibition on transferring rights to the
   Program now contains an exception for the "Gift"
   function.
-- Clause 8.5.4: prohibition on creating conditions for use
   by unauthorized persons now contains an exception for
   use of a corporate License within the number of
   workstations established by the License.
-- Clause 8.9: force majeure notification — written notice
   required within 10 calendar days; supporting documents
   from competent authorities may be submitted within a
   reasonable time after their receipt (previously required
   together with the notice).
-- Clause 8.10: period for considering a claim increased
   from 10 to 15 calendar days.

Section 9. Refund Policy
-- Former section 6 renumbered as section 9.
-- Clause 9.2: refunds are processed through the payment
   provider used for the original payment; as a general
   rule, the refund is made in the full amount of the
   paid license fee, subject to the Licensor's right set
   out in clause 9.3.
-- Clause 9.3: the Licensor reserves the right to refuse
   a refund or to propose a partial refund in cases where
   the License has been actively used, or where the period
   of actual use constitutes a substantial part of its
   term of validity. Licenses for individual Plugins are
   not subject to refund from the moment of activation.
-- Clause 9.4: Recipients are not Payers and have no right
   to a refund from the Licensor.
-- Clause 9.7: refund is carried out through the payment
   provider originally used for payment; the Licensor is
   not responsible for currency conversion rates, bank
   commissions, or other charges applied by third parties
   upon the refund.

Section 10. Intellectual Property
-- Former section 7 renumbered as section 10.
-- Clause 10.2 added: reference to the international
   trademark registration of "MODPLUS" under the Madrid
   Agreement and Protocol (WIPO No. 1 884 454, dated
   July 15, 2025), with the list of designated territories.
   The scope and status of protection in each designated
   territory is expressly stated to be determined in
   accordance with the national law of the respective
   territory and the records of the International Register
   of Marks.

Section 11. Protection of Personal Data and Confidentiality
-- Former section 9 renumbered as section 11.
-- No substantive changes (minor editorial corrections).

Section 12. Final Provisions
-- Former section 10 renumbered as section 12.
-- Clause 12.2: governing law expressly stated as the
   substantive law of the Russian Federation (previously
   only Berne Convention as subsidiary law). Reference to
   the exact date of the Berne Convention (September 9,
   1886) replaced with "as amended".
-- Clause 12.4: amendment procedure retained but reformatted.
-- Clause 12.5 added: amendments do not apply to already
   paid and valid Licenses within their term of validity.
-- Former clause 10.4 on daily obligation to check the
   Offer replaced (clause 12.6) with a recommendation to
   periodically familiarize oneself with the current
   version.
-- Clause 12.7 added: archive of previous versions of the
   Offer is maintained at
   https://modplus.org/en/publicofferarchive; the version
   of the Offer applicable at the moment of Acceptance is
   determined by Log files.
-- Clause 12.8 added: dispute resolution procedure
   (pre-trial claim procedure, 15 calendar days for
   consideration; court at the location of the Licensor).
-- Clause 12.10: clarified that the Offer is drawn up in
   English; the authentic copy is available on the Site.

Section 13. Licensor Details
-- No changes.

Editorial corrections throughout the text:
-- Fixed typographical errors.
-- Fixed broken internal link to the Site in former
   clause 1.5.3.
-- Fixed doubled prepositions and punctuation.


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VERSION No. 1, dated March 27, 2025
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Initial version of the Public Offer Contract.