Please read this EULA carefully, as it sets out the basis upon which we license data for use.

Before you download the 3D Model data from our website, we will ask you to give your express agreement to the provisions of this EULA.

By agreeing to be bound by this EULA, you further agree that you and your employees/students/users will comply with the provision of this EULA.

CONTEXT

AccuCities Ltd to grant Kohn Pedersen Fox Associates (International) PA, a company incorporated in England and Wales (registration number FC015556 having its registered office at 7A Langley Street, London WC2H 9JA, permission to redistribute 0.1kmsq of 3D modelling data under this licence solely to members on below educational module;

Module Title: Red Lion Square

Dates: Jan 2025-May 2025

Description:

KPF have been helping set up and teach a joint design and real estate studio taking place at the Harvard GSD this semester. They will be visiting London later this month and working on the 1.5 square block site that was formerly Central St Martins). The site is super interesting because of the overlap of so many distinct and clearly legible typical London heritage contexts including (in reverse order) 2000s urban redevelopment + institutional expansion (KX, LSE, etc), 1980s big boom corporate infill, 1950s/1960s institutional brutalism (and corporate brutalism), 1920s infrastructure around Southampton row and Kingsway, Victorian fabric and institutional anchors like UCL and British Museum, Georgian fabric in Bloomsbury and Covent Garden and Red Lion Square as an emblematic London square, and then earlier urban arteries like the Strand, Holborn and early London expansion around the inns of the court, Lincolns inn fields, and Covent Garden etc. It is also super interesting in the context of the intersection policies and ambitions of contextual responses, heritage constraints, the mix of ‘new’ versus ‘transformed’ context, the intensification of the CAZ, and the potential to tilt the site towards more creative / media, tech/office, or others…

The studio is as a dialectic balance between the understanding of overlapping goals of policy with a design response that creates benefits… so in short a design approach to the idea of the balance between harm and benefit seen through various lenses as interpretations of policy.

AGREEMENT

1. Definitions

1.1 Except to the extent expressly provided otherwise, in this EULA:

“3D Model data” means data provided by Licensor – Red Lion Square, London;

“3D Model Specification” means the specification for the 3D Model set out in the Documentation;

“Charges” means those amounts that the parties have agreed shall be payable by the User to the Licensor in respect of this EULA;

“Derived Product” means product created by User, using 3D Model data. These include images, renders, visualisations, animations and/or simulations. Derived Products do not contain 3D Model data;

“Documentation” means the documentation for the 3D Model produced by the Licensor and delivered or made available by the Licensor to the User;

“Effective Date” means the date upon which the User gives the User’s express consent to this EULA, following the issue of this EULA by the Licensor;

“EULA” means this end user licence agreement, including any amendments to this end user licence agreement from time to time;

“Force Majeure Event” means an event, or a series of related events, that is outside the reasonable control of the party affected (including failures of the internet or any public telecommunications network, hacker attacks, denial of service attacks, virus or other malicious software attacks or infections, power failures, industrial disputes affecting any third party, changes to the law, disasters, explosions, fires, floods, riots, terrorist attacks and wars);

“Incorporated Product” means a product created by User which contains 3D Model data. These include video games, games, simulations in Game Engines, visualisations in Game Engines and applications / software which contain 3D Model data and is distributed to customers;

“In-house Work” means any use of the 3D Model data in User’s business/educational offices. These include architectural studies, urban design studies, architectural design and consultancy, planning design and consultancy, environmental design and consultancy and similar;

“Intellectual Property Rights” means all intellectual property rights wherever in the world, whether registrable or unregistrable, registered or unregistered, including any application or right of application for such rights (and these “intellectual property rights” include copyright and related rights, database rights, confidential information, trade secrets, know-how, business names, trade names, trade marks, service marks, passing off rights, unfair competition rights, patents, petty patents, utility models, semi-conductor topography rights and rights in designs);

“Licensor” means AccuCities Ltd., a company incorporated in England and Wales (registration number 10781216) having its registered office at 71-75 Shelton Street, Covent Garden, London, WC2H 9JQ, United Kingdom;

“Minimum Term” means, in respect of this EULA, the period of 24 months beginning on the Effective Date;

“Physicalization” means any means of turning digital 3D Model data into physical objects. These include 3D Printing, vacuum moulding, CNC tooling, CNC cutting, laser cutting, laser bounding or any other technology used to make physical product from digital data;

“Services” means any services that the Licensor provides to the User, or has an obligation to provide to the User, under this EULA;

“Support Services” means support in relation to the use of the 3D Model data and the identification and resolution of errors in the 3D Model data, but shall not include the provision of training services whether in relation to the 3D Model data or otherwise;

“Term” means the term of this EULA, commencing in accordance with Clause 2.1 and ending in accordance with Clause 2.2;

“User” means any person at KPF or person participating in the above described module;

“User Indemnity Event” has the meaning given to it in Clause 10.3.

2. Term

2.1 This EULA shall come into force upon the Effective Date.

2.2 The Term of this EULA shall be the Minimum Term.

3. Licence

3.1 The Licensor hereby grants to the User from the date of supply of the 3D Model data to the User until the end of the Term a worldwide, non-exclusive licence to:

(a) use the 3D Model to create a non-commercial, not-for-profit, Derived product(s), Incorporated product(s), conduct In-house work and use 3D Model data for Physicalization in order to evaluate 3D Model data;

(b) create, store and maintain up to 2 back-up copies of the 3D Model data, subject to the limitations and prohibitions set out and referred to in this Clause 3.

3.2 The User may not sub-license and must not purport to sub-license any rights granted under Clause

3.1 without the prior written consent of the Licensor.

3.3 Save to the extent expressly permitted by this EULA or required by applicable law on a non-excludable basis, any licence granted under this Clause 3 shall be subject to the following prohibitions:

(a) the User must not sell, resell, rent, lease, loan, supply, publish, distribute or redistribute the 3D Model data (or any parts of it) in any downloadable form or recreate any part of the model for further distribution;

(b) save for the purposes of creating non-commercial, not-for-profit evaluation Derived product,

Incorporated product, Physicalization or conducting In-house work, the User must not alter, edit,

replicate, retrace, transfer to point cloud or adapt the 3D Model data (or any parts of it);

(c) the User must not distribute the 3D Model data (or any part of it) as part of Incorporated product;

(d) the User must not create any product for which any fee would be charged in any form;

(e) the User must not decompile, de-obfuscate or reverse engineer, or attempt to decompile,

de-obfuscate or reverse engineer the 3D Model (or any parts of it), resulting in 3D Model with either increased or decreased accuracy, usability and level of detail; and

(f) the User must not use Physicalization of the 3D Model data (or any parts of it) with intent to create multiple physical objects. This includes but is not limited to Physicalization into molds, creating molds from Physicalized 3D Model data or selling / distributing Physicalized 3D Model data to customers who intend to make molds; and

(g) the User must not use Physicalization of the 3D Model data (or any parts of it) to create digital 3D data. This includes but is not limited to Physicalization in order to 3D scan physical 3D model into digital data or selling / distributing Physicalized 3D Model to customers who intend to 3D scan physical 3D model into digital data.

3.4 The User shall be responsible for the security of copies of the 3D Model data supplied to the User under this EULA (or created from such copies) and shall use all reasonable endeavours (including all reasonable security measures) to ensure that access to such copies is restricted to persons authorised to use them under this EULA.

4. Support Services

4.1 The Licensor shall not provide the Support Services to the User.

5. No assignment of Intellectual Property Rights

5.1 Nothing in this EULA shall operate to assign or transfer any Intellectual Property Rights from the Licensor to the User, or from the User to the Licensor.

6. Charges

There are no charges, Sample 3D Model data intended for educational purposes only.

7. Payments

There are no payments, Sample 3D Model data intended for educational purposes only.

8. Warranties

There are no warranties, Sample 3D Model data intended for educational purposes only.

9. Term and Termination

9.1 The Licensor may terminate this EULA immediately by giving written notice of termination to the User if the User:

(a) commits any breach of this EULA;

(b) is dissolved;

(c) ceases to conduct all (or substantially all) of its business;

(d) is or becomes unable to pay its debts as they fall due;

(e) is or becomes insolvent or is declared insolvent; or

(f) convenes a meeting or makes or proposes to make any arrangement or composition with its creditors;

(g) an administrator, administrative receiver, liquidator, receiver, trustee, manager or similar is appointed over any of the assets of the other party; or

(h) an order is made for the winding up of the other party, or the other party passes a resolution for its winding up (other than for the purpose of a solvent company reorganisation where the resulting entity will assume all the obligations of the other party under this EULA).

9.2 The Licensor may terminate this EULA immediately by giving written notice to the User if:

(a) any amount due to be paid by the User to the Licensor under this EULA is unpaid by the due date and remains unpaid upon the date that that written notice of termination is given; and

(b) the Licensor has given to the User at least 7 days’ written notice, following the failure to pay, of its intention to terminate this EULA in accordance with this Clause 9.2.

10. Effects of termination

10.1 Upon the termination of this EULA, all of the provisions of this EULA shall cease to have effect, save that the following provisions of this EULA shall survive and continue to have effect (in accordance with their express terms or otherwise indefinitely): Clauses 1, 3.1, 7.2, 7.4, 10 and 11.

10.2 Except to the extent that this EULA expressly provides otherwise, the termination of this EULA shall not affect the accrued rights of either party.

10.3 Unless terminated by the User for good cause, the User must pay to the Licensor within 30 days following the termination of this EULA all outstanding Charges relating to the full Term of this EULA, without prejudice to any other legal rights the Licensor may possess.

10.4 For the avoidance of doubt, the licences of the 3D Model data in this EULA shall terminate upon the termination of this EULA; except and to the extent provided under clause 10.5.

10.5 Following the termination of this EULA for any reason, the User must within 30 days:

(a) return to the Licensor or dispose of as the Licensor may instruct all media in its possession or control containing the 3D Model data;

(b) irrevocably delete from all computer systems in its possession or control all copies of the 3D Model data; and

(c) No new Derived Product, Incorporated Product, Physicalization Product or In-house study may be produced or conducted based on 3D Model data.

11. General

11.1 No breach of any provision of this EULA shall be waived except with the express written consent of the party not in breach.

11.2 If any provision of this EULA is determined by any court or other competent authority to be unlawful and/or unenforceable, the other provisions of this EULA will continue in effect. If any unlawful and/or unenforceable provision would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect (unless that would contradict the clear intention of the parties, in which case the entirety of the relevant provision will be deemed to be deleted).

11.3 This EULA may not be varied except by a written document signed by or on behalf of each of the parties.

11.4 Neither party may without the prior written consent of the other party assign, transfer, charge, license or otherwise deal in or dispose of any contractual rights or obligations under this EULA.

11.5 This EULA is made for the benefit of the parties, and is not intended to benefit any third party or be enforceable by any third party. The rights of the parties to terminate, rescind, or agree any amendment, waiver, variation or settlement under or relating to this EULA are not subject to the consent of any third party.

11.6 Nothing in this EULA shall exclude or limit any liability of a party for fraud or fraudulent misrepresentation, or any other liability of a party that may not be excluded or limited under applicable law.

11.7 Subject to Clauses 10.1 and 11.6, this EULA shall constitute the entire agreement between the parties in relation to the subject matter of this EULA, and shall supersede all previous agreements, arrangements and understandings between the parties in respect of that subject matter.

11.8 This EULA shall be governed by and construed in accordance with English law.

11.9 The courts of England shall have exclusive jurisdiction to adjudicate any dispute arising under or in connection with this EULA.