general terms and conditions of contract

Maticad365 Platform

Publication date: April 2026

Effective date: April 2026

Preamble

These general terms and conditions of contract (the « Conditions ») govern access to and use of the cloud-based web platform « Maticad365 » (the « Platform »), provided by Maticad S.r.l., with registered office at Via del Novecento 17/7, 61122 Pesaro (PU), Italy (« Maticad »).

The Platform is intended, by way of example and without limitation, for professional operators (retailers, showrooms, interior designers, furniture and ceramics companies, etc.).

By accessing the Platform and using the services and software made available therein (collectively, the « Services » and the « Software »), the professional user (the « User ») fully accepts these Conditions, which cancel and replace any previous version.

Art. 1 – Purpose and features of the Platform

The Platform enables the online design and visualization of environments and products and provides access to:

design web apps for creating 2D/3D projects;
visualization web apps for augmented reality (AR) and virtual reality (VR) experiences;
digital product catalogs (the « Digital Catalogs ») supplied by third-party companies (ceramics, furniture, bathrooms, plumbing and heating, etc.) (the « Third-Party Companies »);
rendering services for generating photorealistic images.

Any additional applications or features may be made available in the future, under the economic conditions set out in the relevant License purchase agreements (the « Purchase Agreements »).

The Platform does not include price lists, nor does it guarantee the continuous updating of the Digital Catalogs. The User is required to independently verify that the information published on the Platform is accurate, complete and up to date before using it vis-a-vis its end customers.
By using the Platform, the User may export renders, images and quantitative reports.

The content of the account, the projects, the Digital Catalogs and any other material will instead be available and usable exclusively in the cloud within the Platform and may not be downloaded locally by the User, nor reused in external environments.

Art. 2 – Use licenses

Maticad grants the User a non-exclusive, limited, non-transferable and revocable right to access and use the Platform, the Services and the Software (the « License »), in compliance with these Conditions and the relevant Purchase Agreements.
The versions of the Services and the Software made available at the time of License renewal may differ from those originally acquired. The supported versions and the related requirements can be consulted at https://365.maticad.com.
The User acknowledges and accepts that its decision to subscribe to or renew the Licenses is not contingent upon the implementation of future features, nor upon any statements, whether written or oral, made by Maticad.

Art. 3 – Types of license

———- Single-user Licenses (« Maticad365 for Individuals ») ———-

Single-user Licenses are intended for independent professionals such as, by way of example and without limitation, interior designers, consultants, showroom operators and small retailers.
Within the scope of such Licenses:

access to the Platform is allowed for only one account per License, usable on one workstation at a time;
the access credentials provided are personal, non-transferable and may not be used on multiple devices simultaneously;
the supported browsers are the latest versions of Edge, Chrome, Firefox (Windows/MacOS) and Safari (MacOS). However, Maticad shall not be liable for malfunctions or inability to access the Platform caused by any updates to browsers and their policies. The User retains exclusive control over the contents of its account, without prejudice to legal obligations and privacy provisions.

———- Multi-user Licenses ———-

Multi-user Licenses are intended, by way of example and without limitation, for companies or organizations wishing to grant access to the Platform to their employees, agents or collaborators. In such cases, Maticad assigns to the customer (the « Master User ») the number of simultaneous sessions indicated in the Purchase Agreement, commensurate with the agreed fee.
The Master User activates a main account and may create an unlimited number of secondary accounts associated with corporate email addresses, which may be used simultaneously by subordinate users (the « Subordinate Users ») within the limit of the purchased slots.
All accounts form part of a corporate profile over which the Master User retains full visibility and control.
The Master User is responsible vis-a-vis Maticad for compliance with these Conditions by the Subordinate Users, as well as for credential management and the internal training of the Subordinate Users on security and privacy matters.

Art. 4 – Trial version and Beta Features

Maticad may grant the User a paid trial license (the « Trial License ») with a maximum duration of 2 (two) months from the activation date, which allows access to the ordinary features of the Platform, subject to any technical limitations communicated from time to time.
If the User activates a paid standard License within 90 (ninety) days from the expiry of the Trial License, the projects, content and data created during the trial period under the Trial License will be retained and made available on the Platform. Failing this, Maticad may permanently and irreversibly delete all projects, content and data associated with the Trial License.
Maticad may also make available non-final features of the Platform (the « Beta Features » or « Prerelease ») for testing and feedback collection purposes. Beta features are experimental and may therefore contain bugs, technical defects or vulnerabilities.
By using a Beta feature, the User accepts in particular that Maticad may:

subject uploaded content to manual review for service improvement purposes;
collect, process and analyze usage data, logs and generated content, including through automated tools, in order to optimize the Services and personalize the experience, including by way of derogation from the preferences set for ordinary versions;
require, at any time, that use of the Beta feature be discontinued, with the User being obliged to cease using it and delete any local copies.
- If the User does not intend to allow the above data collection and analysis activities, it must discontinue the use of the Beta features and use exclusively the ordinary features of the Platform.
- Any separate agreements relating to Beta features shall prevail over the provisions of this article.

Art. 5 – Account security

The User is responsible for adopting all reasonable measures to ensure the security, confidentiality and control of its Platform access account, including safeguarding passwords and login credentials.
In particular, the User undertakes to:

keep its credentials confidential and avoid sharing them with anyone not expressly authorized to use them, in accordance with the type of License acquired;
use the account exclusively for the permitted purposes and in compliance with the type of License acquired and these Conditions;
enable multi-factor authentication (MFA), where required or recommended, and keep security contact details up to date;
immediately report to Maticad, by email to 365@maticad.com, any theft, loss or third-party misappropriation of the access credentials;
verify the legitimacy of communications apparently coming from Maticad and promptly report to Maticad, by email to 365@maticad.com, any unauthorized access, suspected compromise or security anomalies.
- The User is required to keep its contact details (email address and, where required, phone number) constantly updated and to regularly check notifications that may be sent by email or in-app, in order to correctly receive communications and notices concerning account security and the use of the Platform.
- Maticad shall not be liable for:
unauthorized access or data loss due to the User’s negligence or failure to comply with these provisions;
failure to receive notifications due to outdated contact details, incorrect credentials or failure to comply with authentication procedures;
damage suffered by the User as a result of account compromise or failure to react to security notifications.

Maticad further reserves the right to temporarily suspend the use of the account where it suspects improper use or compromise of the relevant security.

Art. 6 – Intellectual property and content

Maticad and the Third-Party Companies remain the exclusive owners of all intellectual property rights, title and interest relating to the Platform, the Services and the Software, including:

software components, source code, algorithms, graphical interfaces and methods of operation;
industrial and intellectual property rights (patents, trademarks, domain names, know-how, trade secrets, copyright);
designs, technical materials, functional materials or content integrated into the Platform.

Except as expressly provided in these Conditions, the User has no further rights in relation to the subject matter of the License. Any right not expressly granted to the User remains reserved to Maticad or the Third-Party Companies.

The User is responsible for the lawfulness of the User Content (projects, renders, models, images and any other uploaded or created content) uploaded to the Platform and warrants that it does not infringe third-party rights;
Maticad has the right to access the User Content for reasons related to the provision of the Services, in order to archive, manage, back up and provide technical support on the User Content.
In the event of third-party reports or violations of law, Maticad may suspend or remove the User Content until the dispute is resolved, without thereby incurring any liability.
Maticad may impose reasonable technical limits relating to file size, storage space or processing capacity. If such limits are exceeded, the Services may be suspended until the parameters are complied with again.
The User is expressly prohibited from using the Platform, the Services, the Software or any content, data, output, catalog or derived information (the « Protected Content ») to:

train, test or develop machine learning algorithms or artificial intelligence systems (« ML/AI »);
create training datasets or databases for ML/AI purposes;
develop competing or substitute products or services.

The prohibition extends to any direct or indirect use of the Protected Content for such purposes and includes the transfer or sharing of such materials with third parties for similar purposes.

Art. 7 – Digital Catalogs

The Digital Catalogs published on the Platform, containing images, item codes, descriptions, technical specifications and related data, are supplied by the Third-Party Companies and remain their exclusive property, together with the related trademarks and intellectual property rights.

Maticad makes them available to Users exclusively for internal use within the Platform and for professional design and quotation purposes.

The User undertakes to:

use the Digital Catalogs only within the Platform and for the permitted purposes;
not associate images, renders or generated content relating to the trademarks of Maticad or of the Third-Party Companies in external publications or promotional materials without the written authorization of Maticad and/or the relevant Third-Party Companies.
- The User is expressly prohibited from:

extracting, copying, downloading, modifying or reusing the Digital Catalogs outside the Platform;
reusing images, codes or data contained in the Digital Catalogs in competing systems or third-party platforms;
carrying out scraping, data mining or other forms of automated extraction of the Digital Catalogs;
using the contents of the Digital Catalogs in a way that harms the interests of the Third-Party Companies, including unfair competition or any other form of unauthorized reproduction.

The User shall fully indemnify Maticad against any claim arising from the Third-Party Companies or third parties for improper use of the Digital Catalogs and shall be directly liable in all venues for the damage caused to Maticad and the Third-Party Companies.

Access to the Digital Catalogs of certain Third-Party Companies may be subject to prior clearance. In such cases:

access is conditional upon the written authorization of the Third-Party Company;
Maticad may limit or block access until such authorization is verified.
- Maticad is not responsible for errors, inaccuracies, incompleteness, obsolescence or the presence of discontinued products in the Digital Catalogs, nor for damage deriving from the use of incorrect or outdated data.
- In the event of a breach of this article, the measures set out in Art. 13 shall apply.

Art. 8 – Rules for using the Platform

The User undertakes to use the Platform with professional diligence, in compliance with the law, these Conditions and the security rules set out in Art. 5.
The User is expressly prohibited from:

copying, modifying, translating, disassembling, decompiling or carrying out reverse engineering activities on the Software, the Platform and/or the related contents.
attempting to discover source code or underlying structures;
creating derivative products, plugins, extensions or unauthorized mirror sites;
using software, scripts, bots or automated tools to interfere with the Platform or extract content from it or source code relating to the application;
distributing, renting, selling or sublicensing the Software, the documentation or the Digital Catalogs;

transferring the Software, the documentation or the Digital Catalogs to third parties without prior authorization. Such authorization shall also be required in the event of transfer of a business unit, change of company name, transfer of business, bankruptcy, etc.
- The User may not use the Platform to:

disseminate unlawful, obscene, violent, discriminatory content or content infringing the rights of others;
carry out unauthorized access, hacking activities or circumvention of security measures;
introduce malware, viruses, trojans, phishing or conduct capable of compromising the security or availability of the Services;
alter or remove copyright notices, trademarks or distinctive signs;
make credentials or accounts available to third parties in breach of Art. 3;

provide false or outdated registration data.
- In the event of a breach of these rules, Maticad may apply the measures set out in Art. 13 and take any action necessary to protect its rights.

Art. 9 – Privacy and data protection

For all matters concerning the collection, use, processing, protection, disclosure and transfer of Users’ personal data, reference is made to Maticad’s Privacy Notice (the « Privacy Policy »), available at the following address: https://www.maticad.com/privacy-cookie-policy/.

The Privacy Policy forms an integral part of these Conditions.

By accessing the Platform and using its Services, the User declares that it has read and understood the Privacy Policy and authorizes Maticad to process its personal data in the manner indicated therein, without prejudice to the collection of any additional specific consents where required by applicable law.

Art. 10 – Third-party infrastructure and services

The Platform is hosted on cloud infrastructures provided by third parties used by Maticad for the delivery of its Services (the « Third-Party Infrastructure »).

The Third-Party Infrastructure is not used directly by the User, nor does it give rise to any contractual relationship between the User and the respective providers.

Maticad is not responsible for interruptions, malfunctions, downtime, loss or corruption of data resulting from its own technical problems or from technical problems of providers of Third-Party Infrastructure and Services, nor for unilateral changes to service conditions, breaches of Service Level Agreements (SLAs) or other defaults attributable to such subjects. Maticad’s responsibility is limited to the diligent selection of reliable providers and the performance of its own contractual obligations toward them.

Art. 11 – Updates, Platform availability, warranties and liability

During the term of the License, the User is entitled to receive, at no additional cost, the standard updates of the Software and the Digital Catalogs. New optional features, not included in the standard package, may be offered separately subject to a specific quotation.
Maticad undertakes, to the best of its ability, to ensure the ordinary availability of the Platform 24 hours a day, 7 days a week.

In view of the particular structure of the network, in which multiple parties are involved, no guarantee is provided regarding continuity, stability or ongoing availability in the use of the Services.

Any temporary suspensions or interruptions pursuant to Art. 12 also remain unaffected.

Unless otherwise mandatorily provided by law, the Platform, the Services and the Software are provided « AS IS ». To the fullest extent permitted by law, Maticad, the Third-Party Companies and third-party providers of Infrastructure and Services (the « Interested Parties ») exclude any warranty, express or implied, including, by way of example and without limitation, implied warranties of non-infringement, merchantability or fitness for a particular purpose. The Interested Parties make no representation or commitment regarding the content made available within the Services, nor do they guarantee that:

the Services and the Software will meet the User’s needs or be constantly available, timely, secure, error-free or uninterrupted;
the results obtained through the use of the Services and the Software will be effective, accurate or reliable;
the quality of the Services and the Software will meet the User’s expectations;
any defects, errors or malfunctions will be eliminated or corrected.
- The User uses the Platform at its own risk and is responsible for damage to systems, loss of data and the adequacy of the features for its professional purposes.
- In no event shall the Interested Parties be liable for indirect, special or consequential damages, loss of profits, loss of data or business interruption suffered by the User.

Art. 12 – Suspension and temporary interruption of the Services

Maticad may temporarily suspend the Platform for ordinary or extraordinary maintenance, system updates or security needs. Where possible, the User will be given at least 2 (two) business days’ prior notice by email or Platform notification.
Maticad may immediately suspend access to the Platform in the event of:

serious or repeated breaches of the Conditions or unlawful or unauthorized use of the Services;
failure to pay the agreed fee;
offensive or harmful conduct toward Maticad personnel;
groundless, repeated and bad-faith complaints;
events not attributable to Maticad;
force majeure.

In such circumstances, Maticad shall adopt all reasonable security and diligence measures, but shall incur no liability for the above-mentioned suspension.

In the event of suspension for technical or temporary reasons, Maticad shall restore access as soon as possible.

Art. 13 – Corrective measures for breaches

In the event of a breach of these Conditions, Maticad may, without notice and at its discretion, adopt one or more of the following measures:

limitation or temporary suspension of access to the Platform, in whole or in part;
final termination of the account and revocation of the Licenses;
immediate removal of the infringing content;
communication of the violation to the competent authorities and/or the relevant Third-Party Companies;
legal action to seek compensation for damages.
- The User shall indemnify and hold Maticad harmless from any claim brought by third parties, including the Third-Party Companies, arising from breaches of these Conditions.

Art. 14 – Term, withdrawal and final termination

The License shall have the term indicated in the Purchase Agreement.
The final termination of the License by Maticad may occur in the event of:

serious or repeated breaches of the Conditions by the User;
total or partial non-payment;
use of the Platform for unlawful purposes;
circumstances that make continuation of the service contrary to law or to provisions of the competent authorities.

In such cases, the User shall not be entitled to refunds for periods already used or not yet used.

Upon termination of the Purchase Agreement, Maticad shall retain the User’s Content for 90 (ninety) days, during which period the User may reactivate the account by renewal. The User accepts that, upon expiry of such period, the Content will be deleted permanently and irreversibly and therefore undertakes to organize itself accordingly.

Art. 15 – Technical assistance, complaints and dispute resolution

The User acknowledges that Maticad does not provide technical assistance relating to the Platform by telephone. Any operational support activity is carried out online through the Knowledge Base platform made available by Maticad, through FAQs and through a dedicated ticketing system, where available.
For any technical or functional questions concerning the Platform, the User may contact its sales representative indicated in the Purchase Agreement, who shall act as the point of contact and, where appropriate, may direct the User to the relevant documentation or information channels.

Art. 16 – Geographical and language availability

Access to the Platform from different countries does not imply that the Services and the contractual documentation are available and/or compliant with the legal systems in which the User intends to use them. Maticad may limit or block access from certain countries for reasons of law, security, compliance or company policy. It is the User’s responsibility to verify the lawfulness and actual availability of the Services in the territory where it intends to use them.
The Platform is available in Italian and English. Maticad shall have the right, but not the obligation, to provide additional language versions, nor to guarantee the future availability of the languages currently available.

Art. 17 – Force majeure

Neither Party shall be deemed in breach for delays or failure to perform (without prejudice to payment obligations) due to force majeure events such as, by way of example, natural disasters, conflicts, acts of public authorities, strikes, health emergencies, network failures or widespread cyberattacks not attributable to the gross negligence of the affected Party.
The exemption shall apply for the entire duration of the impediment, provided that the affected Party promptly notifies the event and adopts reasonable measures to limit its impact. The Parties shall cooperate in good faith to minimize the consequences of force majeure.

Art. 18 Applicable law, dispute resolution and statute of limitations

These Conditions and the Purchase Agreements that the parties may enter into on the basis hereof shall be governed by Italian law.
Any dispute relating to these Conditions and to the Purchase Agreements that the parties may enter into on the basis hereof, including disputes concerning their existence, validity, interpretation, performance or termination, shall be subject to the exclusive jurisdiction of the Court of Pesaro.

Art. 19 – Communications, amendments and final provisions

Unless otherwise indicated, communications to Maticad must be sent to the email address 365@maticad.com. Communications from Maticad to the User may be made by email, Platform notification or to the address provided by the User at the time of registration.
Maticad may amend these Conditions for regulatory, technical or organizational adjustments, or update, expand or discontinue the provision of the Services, within the limits permitted by law. For amendments involving a price increase, Maticad shall provide at least 60 (sixty) days’ notice. Continued use of the Platform after such period shall constitute acceptance of the amendments. The new Conditions do not apply to disputes already pending.
In the event of discrepancies between language versions, the following shall prevail:

the Italian version for Italian Users;
the English version for international Users.
- The nullity or ineffectiveness of one clause shall not affect the validity of the remaining clauses. Maticad’s failure to exercise a right shall not constitute a waiver thereof.
- The duration of the License, renewal, fee and economic conditions are governed by the Purchase Agreement, which, in the event of conflict, shall prevail over these Conditions.