Terms of Sale

1. About these terms

1.1 These terms apply when you buy Tesselform (the "software") from us, whether as a subscription, a pass, a perpetual licence or maintenance, Tesselform Ltd, a company registered in England and Wales under company number 17482111, whose registered office is at Unit 14 Bunns Bank, Old Buckenham, Attleborough, England, NR17 1QD. You can contact us at helpdesk@tesselform.com or through our contact page.

1.2 How you may use the software is set out in our Licence Agreement. How we handle personal information is set out in our Privacy Notice. Together with these terms, they make up our agreement with you.

1.3 Some parts of these terms apply only if you are a consumer: an individual buying wholly or mainly for purposes outside your trade, business, craft or profession. Other parts apply only if you are a business customer: anyone else, including sole traders and organisations. Where a section applies to only one of these, it says so. Nothing in these terms affects the legal rights you have as a consumer.

1.4 If you buy for an organisation, you confirm that you are authorised to accept these terms on its behalf, and "you" means that organisation.

1.5 These terms are in English, and we will communicate with you in English. Your order and invoices are kept on your account page, and we send you a confirmation by email that includes links to these terms. Please keep a copy.

2. Your account

2.1 You need an account to start a trial or to buy. You must be at least 18, give accurate details and keep them up to date.

2.2 Keep your password to yourself. You are responsible for what happens under your account, and must tell us straight away if you think someone else has used it.

3. Free trials

3.1 We may offer a free trial of the software. The length of the trial is shown when you sign up (currently 7 days). It starts when you confirm your email address.

3.1A What a trial does and does not do. During a free trial every module works, so you can try every tool on your own scans and see the results on screen. Saving and exporting are switched off: you cannot save a document, or export a model, a mesh or a drawing to a file, until you have a paid licence. Your work on screen is not kept when you close the software. The free Viewer opens and shows files with or without a trial.

3.2 A trial needs no payment details. It ends automatically at the end of the trial period and does not turn into a purchase unless you choose to buy.

3.3 Trials are for deciding whether to buy. One trial is available per person, per organisation and per computer: a trial licence does not activate on a computer that has already been used for another trial. We may end a trial early if it is used in breach of these terms or the Licence Agreement.

4. What you can buy, and prices

4.1 The software is sold in modules, or all of them together as the Suite, for each seat you buy. Each seat is for one named person, on the number of computers set out in the Licence Agreement, and carries the modules bought for it. The free Viewer needs no purchase.

4.1A You can buy modules in these ways:

• (a) a subscription, giving access for each billing period (one year) and renewing as section 7 explains;
• (b) a pass for the whole Suite, of one week or one calendar month. A pass starts the first time the software checks in with its licence key after you buy it, or 30 days after purchase if that has not happened, and ends after its length. A pass bought for a key that already has time on the same modules starts when that time ends. A pass does not renew;
• (c) a perpetual licence, paid once, which does not expire and includes updates for one year from purchase; and
• (d) maintenance for a perpetual licence, paid once for one or more years of further updates. Each renewal runs on from the end of the previous maintenance period, even if it has already ended. Maintenance does not renew automatically.

4.2 Prices are shown on our pricing page in pounds sterling, euros or US dollars. We are not registered for VAT, so we do not add VAT to them. Any tax due in your country, for example under the reverse-charge rules for businesses, is for you to account for, unless the law requires us to charge it, in which case we will tell you before you pay.

4.3 If you are a consumer, the total price including any VAT is shown on the payment page before you pay.

4.4 If we discover that a price was obviously wrong when you ordered, we will contact you. We may cancel the order and refund anything you paid, and we are not obliged to supply at the wrong price.

4.5 About the software. Tesselform runs on Windows 10 or 11 (64-bit) with DirectX 12 graphics; its functions are described on our website and in its documentation. It includes technical measures that check its licence, as section 6 of the Licence Agreement explains: it must be activated, it renews its licence file online from time to time, and it may limit or stop features if it finds that it is being used without a valid licence. These measures do not collect or upload your scans, models or drawings.

5. How you buy

5.1 To buy, you choose the modules for each seat and how you are buying them, review your order, agree to these terms and the Licence Agreement, and pay on our payment provider's secure page. You can go back and change your order at any point before you pay.

5.2 The contract between us is formed when your payment is confirmed and we send you an email confirming your order. A subscription or perpetual licence starts at that point; a pass starts as section 4.1A(b) explains.

5.3 We may decline an order, for example if we cannot verify payment, if the order breaks the law or sanctions rules, or if a price was wrong. If we decline an order after taking payment, we refund it in full.

6. Payment

6.1 Payments are processed by our payment provider, Paddle. We do not see or store your full card details.

6.2 You pay for passes, perpetual licences and maintenance in advance, once. You pay for each billing period of a subscription in advance. By subscribing, you authorise us, through Paddle, to charge your chosen payment method at the start of each new billing period until the subscription is cancelled.

6.3 If a payment fails, we or Paddle will tell you and try again over the following days. If payment has still not been made after 14 days, we may suspend your subscription, and the software will stop working until it is paid. If it remains unpaid, we may end the subscription.

7. Renewal

7.1 This section applies to subscriptions only. Your subscription renews automatically at the end of each billing period for another period of the same length, until you cancel it.

7.2 Before an annual subscription renews, we send you a reminder by email with the renewal date, the price and how to cancel. We also send any other reminders the law requires.

7.3 We may change our prices. If the price of your subscription is going to change, we will email you at least 30 days before the new price applies at your next renewal. You can cancel before then if you do not want to continue at the new price.

8. Changing modules and seats

8.1 You can add or remove seats and modules on a subscription from Billing on your account page. We show you what the change costs before you confirm it. A module stays on its seat for 30 days after it is added before it can be moved or removed; adding modules or seats is possible at any time.

8.2 When you add seats or modules, you pay a pro rata amount for the rest of the current billing period. When you remove seats or modules, a pro rata credit is applied to your future invoices; credits are not paid out as cash unless the law requires it.

9. Cancelling

9.1 You can cancel a subscription at any time from Billing on your account page, or by emailing helpdesk@tesselform.com.

9.2 Cancelling stops your subscription renewing. The software keeps working until the end of the billing period you have paid for, and nothing more is charged. Unless section 10 applies or the law gives you another right, we do not refund the rest of the current billing period.

9.3 You can resume a cancelled subscription from your account at any time before the end of the paid period.

9.4 Passes, perpetual licences and maintenance are single purchases that do not renew, so there is nothing to cancel. Unless section 10 applies or the law gives you another right, they are not refunded once bought.

10. Consumers: your right to cancel

10.1 This section applies only if you are a consumer. You have the right to cancel your contract within 14 days of the day it is formed, without giving any reason. It does not apply to business customers.

10.2 Subscriptions and passes. You can start using the software straight away. If you cancel a subscription or a pass within the 14 days, we refund what you paid for it less a proportionate amount for the time up to the day you cancel: you pay only for the time you had it. A pass that has not started yet is refunded in full. A subscription ends on the day you cancel, and the software stops the next time it checks in with our licence server, and in any case within 14 days on a computer that stays offline.

10.3 Perpetual licences and maintenance. These are digital content with no period to share out. At checkout, we ask whether you want to start using the software straight away. If you ask to start straight away and acknowledge that you will lose your right to cancel, then you lose the right to cancel a perpetual licence or maintenance under this section once you download or activate the software. Until you do either, you keep it, and a cancellation is refunded in full.

10.4 To cancel a subscription under this section, choose Straight away, with a refund when you cancel from Billing on your account page; it is offered for the 14 days. To cancel anything under this section, you can also tell us clearly within the 14 days, by emailing helpdesk@tesselform.com or by sending the model form on our cancellations and refunds page.

10.5 We make the refund within 14 days of the day you cancel, using the payment method you used, and at no charge to you.

10.6 If the law gives you a further right to cancel, for example after a renewal, we will honour it and tell you about it when we remind you of the renewal.

11. Updates and support

11.1 A subscription or pass includes the updates to the software that we release while it is active. A perpetual licence includes the updates we release during its maintenance period; the versions released until then remain yours to use after it ends.

11.2 We may change the software to improve it, fix problems or meet legal requirements. If a change would materially and negatively affect how you can use the software, we will tell you in advance, and you may cancel and receive a pro rata refund for the unused part of your billing period.

11.3 We provide support by email in English. We aim to reply within one working day, but we do not promise a response or resolution time unless we have agreed one with you in writing.

12. If we suspend or end a subscription

12.1 We may suspend or end your subscription and account if you do not pay (section 6), if you seriously breach these terms or the Licence Agreement and do not put it right within 14 days of us asking (where it can be put right), if you use the software unlawfully, or if the law requires us to. We will tell you first unless the breach is serious or the law prevents us.

12.2 We may stop offering Tesselform. If we do, we will give you at least three months' notice and refund any part of a billing period you have paid for but will not receive.

12.3 If we end your subscription for a reason that is not your fault, we refund the unused part of your billing period.

12.4 If a payment is disputed with your bank or card issuer, we may put the licence keys it paid for on hold while the dispute is open; they work again if it is resolved in our favour or withdrawn. If a payment is refunded in full or reversed, what it paid for ends. This does not affect your right to raise a dispute.

13. Our responsibility to you

13.1 Checking results. Tesselform produces geometry, measurements and files from scan data you supply. Their accuracy depends on that data and on how the software is used. You are responsible for checking that any result is suitable before you manufacture, sell or rely on it, and particularly where a part affects safety.

13.2 What we never limit. Nothing in these terms limits or excludes our liability for death or personal injury caused by our negligence, for fraud or fraudulent misrepresentation, or for anything else that cannot be limited or excluded by law.

13.3 If you are a consumer. We are responsible for loss or damage you suffer that is a foreseeable result of our breaking these terms or failing to use reasonable care and skill. Loss is foreseeable if it is obvious that it will happen or if we both knew it might happen when the contract was made. We are not responsible for unforeseeable loss. We supply the software for domestic and private use; we are not responsible for loss of profit, loss of business, business interruption or loss of business opportunity. If defective digital content that we supply damages a device or digital content belonging to you, we will either repair the damage or pay you compensation, where the damage was caused by our failure to use reasonable care and skill. Your rights under the Consumer Rights Act 2015 are summarised in the Licence Agreement.

13.4 If you are a business customer. Subject to 13.2: (a) we are not liable to you, whether in contract, tort (including negligence), breach of statutory duty or otherwise, for any loss of profit, revenue, sales, business, contracts, anticipated savings or goodwill, for loss or corruption of data, or for any indirect or consequential loss; and (b) our total liability to you arising under or in connection with our agreement in any period of 12 months is limited to the total fees you paid us for the software in that period. The terms implied by sections 13 to 15 of the Sale of Goods Act 1979 and sections 3 to 5 of the Supply of Goods and Services Act 1982 are excluded to the fullest extent the law allows; the warranty in the Licence Agreement applies instead.

14. Events outside our control

We are not responsible for delays or failures caused by events outside our reasonable control, such as failures of the internet or of third-party services, power cuts, fire, flood, industrial action or government action. If such an event affects us, we will tell you as soon as we can and do what we reasonably can to reduce its effect. If it lasts more than 30 days, either of us may end the subscription and we will refund the unused part of your billing period.

15. Changes to these terms

We may update these terms, for example to reflect changes in the law or in how we sell the software. Changes apply to new orders from the date shown at the top. For an existing subscription, we will email you at least 30 days before a change applies at your next renewal. If you do not accept the change, you may cancel before it applies.

16. Other important terms

16.1 We may transfer our rights and obligations under our agreement to another organisation; if we do, we will tell you, and your rights will not be reduced. You may transfer yours only with our written consent.

16.2 If you are a business customer, our agreement (these terms, the Licence Agreement and your order) is the entire agreement between us about its subject, and you have not relied on any statement that is not set out in it.

16.3 Nobody else has any right to enforce any of these terms under the Contracts (Rights of Third Parties) Act 1999.

16.4 If a court decides that part of these terms is unlawful, the rest remains in force. If we do not enforce a right straight away, we can still enforce it later.

16.5 We may send you notices by email to the address on your account. You may send notices to us at helpdesk@tesselform.com.

17. Law, complaints and disputes

17.1 These terms are governed by the law of England and Wales, and the courts of England and Wales have jurisdiction, except as follows. If you are a consumer who lives in Scotland or Northern Ireland, you may also bring proceedings in your local courts. If you are a consumer who lives elsewhere, you keep the protection of the mandatory laws of the country where you live.

17.2 If you have a complaint, please contact us first at helpdesk@tesselform.com and we will try to resolve it quickly. If we cannot resolve a complaint from a consumer, we will tell you in writing about a certified alternative dispute resolution provider and whether we are willing to use it.