YOUR COMPANY, FIRM OR ORGANIZATION ("YOU") WANTS YOUR EMPLOYEES AND CONTRACTORS ("STAFF") TO BE ABLE TO ACCESS AND USE CSI DYNAMIC STANDARDS (WHICH INCLUDES THE CONSTRUCTION SPECIFICATION INSTITUTE, INC. COPYRIGHTED WORKS MASTERFORMAT®, UNIFORMAT® AND OMNICLASS® (EACH A "CSI WORK")) VIA AN ONLINE APPLICATION ("SYSTEM") AVAILABLE FROM THE CONSTRUCTION INFORMATION NETWORK, LLC ("WE" "US"). BEFORE WE PROVIDE TO YOU A KEY FOR YOUR STAFF TO ACCESS AND USE THE CSI DYNAMIC STANDARDS ("KEY"), YOU MUST READ AND INDICATE YOUR AGREEMENT WITH THIS CSI DYNAMIC STANDARDS FIRM LICENSE AGREEMENT ("AGREEMENT") THEN PAY THE APPLICABLE FEE. IF YOU DO NOT AGREE WITH THIS AGREEMENT, DO NOT CLICK "AGREE" WHERE INDICATED. BY CLICKING AGREE, YOU ACKNOWLEDGE THAT YOU READ, UNDERSTOOD AND AGREED TO BE BOUND BY THE TERMS OF THIS AGREEMENT.

1. Grant

We grant to you and your Staff, subject to your agreement with the terms of this Agreement and your Fee payment, as detailed below, a limited, revocable, non-exclusive, non-transferable license to access and use the CSI Dynamic Standards as permitted in this Agreement.

2. Term

This Grant begins after you have agreed to the terms of this Agreement and then successfully paid the applicable fee ("Effective Date"), as detailed below ("Fee"), and continues for one year ("Term"). The Term will automatically renew on each anniversary of the Effective Date (each a "Renewal Date") for successive one year terms unless the Agreement has been terminated as provided in this Agreement.

3. Fees

a. When you indicate, by pressing "AGREE" below, that you agree to the terms of this Agreement, you will be taken to a payment page where you must select your payment schedule (monthly or annual) and provide a credit card to pay the Fee amount corresponding to the tier of your revenue declaration. With regard to the Fee, you acknowledge that and agree that:

1. The Fee is based on the revenue declaration amount that you made to us. You must notify us each time that your earlier-provided revenue declaration amount increases or decreases to another tier, and we may adjust the Fee; and
2. We may investigate the accuracy of your revenue declarations and charge you a different License Fee if we find that any of your revenue declarations were inaccurate/
3. Your credit card will be automatically charged the then-applicable Fee on the Effective Date and on your selected payment date (monthly or annual) unless the Agreement has been terminated as provided in this Agreement. You must notify us of any changes in your credit card as we are not responsible for terminating this Agreement for your non-payment.

4. Access Method

a. After you pay the initial Fee as detailed above, we will provide to you a key ("Key") that you may use and distribute to your Staff who must then individually agree to then-current CSI Dynamic Standards Individual End User License ("EULA") and create a user account with login credentials to access and use the CSI Dynamic Standards via the System.

b. You acknowledge that: 1) the Key is confidential and you may not share the Key with anyone except your Staff; 2) you will protect the Key and all login credentials using the same degree of care that you use to maintain the confidentiality of your own confidential information; 3) each Staff member must agree to the EULA and create their own login credentials but that you will remain primarily liable for the actions or inactions of each of your Staff with respect to their use of the CSI Dynamic Standards or the System or both; 4) we may require you to provide to us, at any time, a list of your Staff emails to ensure that our records of login credentials comport with that list; and 5) we may suspend anyone's access and use of the CSI Dynamic Standards at any time and for breach of this Agreement or the EULA.

5. Restrictions

You must not, without first obtaining our written permission:

1. Use the CSI Dynamic Standards or any of the CSI Works beyond the scope of the Grant above;
2. Transfer, give, assign, sell or license your Key or your access to or use of the CSI Dynamic Standards or any of the CSI Works to any third party, including but not limited to your customers;
3. Download, copy, print, distribute or incorporate all or any portion of the CSI Dynamic Standards or any of the CSI Works into a product that you intend to or will license or resell to third parties although you may:
   1. Distribute to your customers your work product that you created using the CSI Dynamic Standards or any of the CSI Works;
   2. Download and print limited extracts of a CSI Work; or
   3. Add numbers to a work product that you create and deliver to your customers where the CSI Work that you are using does not have a number that relates to the product included in the applicable specification, provided that you submit your additions to CSI for consideration for future versions of that CSI Work;
4. Remove any intellectual property notices from the CSI Dynamic Standards, any of the CSI Works or the System;
5. Use the trademarks associated with the CSI Dynamic Standards or any of the CSI Works or any trademark that is likely to be confused with those trademarks;
6. Use the CSI Dynamic Standards or any of the CSI Works on a white-labelled or re-branded basis;
7. Modify the CSI Dynamic Standards, any of the CSI Works or the System;
8. Merge, decompile, decode, disassemble or reverse engineer the CSI Dynamic Standards, any of the CSI Works or the System;
9. Aggregate the data in the CSI Dynamic Standards or any of the CSI Works in any form that could be distributed as a complete or substantially complete form of those CSI Dynamic Standards or CSI Works;
10. Use the CSI Dynamic Standards or any of the CSI Works to train, tune, or augment any artificial intelligence models or machine learning algorithms or software;
11. Use the CSI Dynamic Standards or any of the CSI Works in public AI implementations or in any product or service that is or may be considered Open Source;
12. Interfere with or disrupt the System, the normal use of the System by other users or the servers or networks associated with the System;
13. Translate or adapt the CSI Dynamic Standards or any of the CSI Works;
14. Export the CSI Dynamic Standards or a CSI Work to another country; or
15. Allow any of your Staff to do any of the above.

6. No Warranty

WE PROVIDE THE CSI DYNAMIC STANDARDS, THE CSI WORKS AND THE SYSTEM "AS IS." TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. YOU ACKNOWLEDGE THAT YOU AND YOUR STAFF USE THE CSI DYNAMIC STANDARDS, THE CSI WORKS AND THE SYSTEM AT YOUR OWN RISK AND THAT WE DO NOT WARANT THAT THE CSI DYNAMIC STANDARDS, THE CSI WORKS OR THE SYSTEM WILL: A) MEET YOUR REQUIREMENTS OR ENSURE ANY PARTICULAR RESULTS OR SUCCESS; OR B) OPERATE WITHOUT INTERRUPTION OR ERROR, OR WILL NOT DAMAGE YOUR COMPUTER. SOME JURISDICTIONS DO NOT ALLOW THE WAIVER OR EXCLUSION OF IMPLIED WARRANTIES SO THAT WAIVER OR EXCLUSION MAY NOT APPLY TO YOU. THIS PROVISION SURVIVES AGREEMENT TERMINATION OR EXPIRATION.

7. Limitation of Liability

WE WILL NOT BE LIABLE TO YOU, YOUR STAFF OR TO ANY THIRD PARTY FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES ARISING OUT OF YOUR OR YOUR STAFF'S USE OF OR INABILITY TO USE THE CSI DYNAMIC STANDARDS, THE CSI WORKS OR THE SYSTEM EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR AGGREGATE LIABILITY UNDER THIS AGREEMENT OR WITH RESPECT TO THE CSI DYNAMIC STANDARDS, THE CSI WORKS AND THE SYSTEM WILL NOT EXCEED THE FEE THAT YOU PAID TO US IN THE YEAR BEFORE THE EVENT GIVING RISE TO THAT LIABILITY. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES SO THAT EXCLUSION OR LIMITATION OF LIABILITY MAY NOT APPLY TO YOU. THIS PROVISION SURVIVES AGREEMENT TERMINATION OR EXPIRATION.

8. Intellectual Property

You acknowledge that:

1. The CSI Dynamic Standards and each CSI Work are protected by United States copyright and trademark laws. Neither you nor your Staff get any ownership rights in the CSI Dynamic Standards, any CSI Work or the System through this Agreement;
2. Your use of the CSI Dynamic Standards and any CSI Work is temporary and we may terminate your access to and use of the CSI Dynamic Standards and any CSI Work at any time for your breach of this Agreement.
3. We grant you a sublicense to use the CSI Dynamic Standards and CSI Works as described in this Agreement. CSI: 1) does not grant to you a license in the CSI Dynamic Standards or in any CSI Work through this Agreement; 2) licenses to us the rights to display, copy, use and sell access to the CSI Dynamic Standards, and the CSI Works and to grant to you the limited rights in this Agreement; 3) exclusively retains all ownership of the CSI Dynamic Standards and in each CSI Work now and after this Agreement expires or is terminated; and
4. We will own and may use in any way any feedback or comments that you provide to us regarding the CSI Dynamic Standards, any CSI Work or the System.

9. Indemnification

You will indemnify and defend us and our affiliates, directors, advisors, agents, members and employees and CSI and its affiliates, directors, advisors, agents, members and employees (each an "Indemnified Party") from liability, damages and expenses (including reasonable attorneys' fees) arising out of third party claims related to your: a) business activities unrelated to the relationship created by this Agreement; b) obligations under this Agreement; c) breach of this Agreement; or d) actions or inactions of your Staff, unless such liability, loss, damage, claim or expense is attributable directly to an Indemnified Party's gross negligence or willful misconduct. This Section survives for five years after Agreement termination or expiration.

10. Termination

a. This Agreement is effective until it is terminated: 1) by you with notice to us that we receive at least 30 days before any Renewal Date; 2) by us if your credit card fails to pay to us the full amount of the applicable Fees on any scheduled payment date; 3) by us by notice to you on any Renewal Date, or, 4) by us by notice to you for your breach of this Agreement.

b. On Agreement termination, your and your Staff's license to use the CSI Dynamic Standards, the CSI Works and related intellectual property ends. You must: 1) destroy the Key and all Staff login credentials; 2) remove the CSI Dynamic Standards and any CSI Works from any software or other product that you developed or are in the process of developing; and 3) not retain copies of the CSI Dynamic Standards or any CSI Work.

11. Modifications

We may modify this Agreement, the Fees, the System, or the EULA at any time for any reason. When we do, we will, as applicable, post the new Agreement, Fees or EULA to the Website, or activate the new System. Changes to the System and EULA will be effective immediately; changes to the Agreement or Fees will be effective with respect to you on your next Renewal Date. You should check the Website regularly and, if you do not agree to the modified Agreement, Fees, System or EULA, you must stop accessing and using the CSI Dynamic Standards and any CSI Work.

12. General

This Agreement: a) will be interpreted and enforced under Commonwealth of Virginia law without regard to its conflict of law principles and you waive all bases to contest the exclusive jurisdiction of the Virginia courts for any dispute arising under this Agreement; b) may not be assigned by you, in whole or in part, without our prior written consent; c) is the entire agreement between the parties, and supersedes any and all prior written or oral understandings between the parties with respect to its subject matter; and d) may be severed if any provision of the Agreement is found to be unenforceable with the remaining provisions continuing in full force and effect as if the unenforceable portion did not exist.

Contact us

Construction Information Network LLC
123 N Pitt St. Suite 450
Alexandria, VA 22314