Terms & Conditions

Terms of Service and General Supply Conditions of the E-commerce

The website [ www.morgan-dynamics.com ] ( hereinafter “Website” ) is owned by Morgan Dynamics Srl, a wholly owned subsidiary of Morgan Tecnica Spa, with registered office at Via San Pancrazio, 11B, 25030 Adro (BS), Italy ( hereinafter “Supplier” ).

Any information, support requests, or complaints can be addressed to the Supplier’s Customer Service:

• Email:  info@morgan-dynamics.com
• Telephone: +39 030 770 4446

The Supplier’s Customer Service is available Monday to Friday, from 09:00 to 17:00 CET.

Definitions

• Supplier: Morgan Dynamics Srl (VAT and Tax Code IT 03003900986), headquartered at Via San Pancrazio 11/B, 25030 Adro (BS).
• Customer: defined as a natural or legal person who, in all cases, operates as an established business entity and subscribes to the license-rental service for the programs offered through the Website.
• Contract: The agreement for the subscription to the software rental license of use, fully executed via the Website.
• Subscription: The annual or triennial service, with monthly billing, that allows the Customer to use the software rental license (including shipment of hardware dongle for license control and, if applicable, a second dongle for the automatic nesting service).
• Dongle: A hardware device provided by the Supplier to control the use of the software license.

1. USE OF THE WEBSITE AND SCOPE OF APPLICATION
1.1. Use of the Website
By using the Website and/or placing orders, the user (hereinafter “Customer”) agrees to:

1. Use the website exclusively for lawful activities;
2. Not place false or fraudulent orders; if there are plausible reasons to believe that an order is of such nature, the Supplier reserves the right to cancel the order and inform the relevant authorities;
3. Provide their email address, postal address, and/or other contact details correctly and truthfully. The user also agrees to the use of such information to process the order ( Privacy Policy ).

If the required information is not provided completely, the order cannot be processed.
By placing an order through this Website, the user confirms they are of legal age (18 years) and legally capable of entering into binding contracts.
The Supplier is not responsible for any inconvenience or damages resulting from the use of the Website or the Internet, including service interruptions, external intrusions, viruses, or any other force majeure event.

2. INDUSTRIAL AND INTELLECTUAL PROPERTY
The Website domain name is the property of the Supplier. The Website and any of its elements are the exclusive property of the Supplier and/or the respective holders of the intellectual property and/or copyright rights therein.
The Website as a whole, as well as its individual elements (photographs, texts, videos, logos, etc.), and these legal documents, are creative works protected by the Industrial Property Code and Copyright Law. Any total or partial reproduction, download, modification, or use of the trademark, videos, logo, or any other element on this site, for any reason and on any medium, is strictly prohibited without the prior written consent of the Supplier or the respective rights holders.
Additionally, the Software and all its components remain the exclusive property of the Supplier and are licensed to the Customer for use only for the duration of the subscription period.

3. AVAILABILITY OF ONLINE SUPPLY SERVICE
The Supplier reserves the right, in any case, to refuse orders from any source that appear abnormal in terms of the nature, quantity, or frequency of orders placed on the site. The Supplier also reserves the right to refuse orders from:

1. users with whom there is ongoing legal dispute or who are otherwise hostile or unwelcome;
2. users from countries currently subject to sanctions by the European Union;
3. users involved in credit-card payment fraud;
4. users who have provided identification data that prove to be false, incomplete, or inaccurate.

4. SUBJECT OF THE CONTRACT
This document governs the process for providing services, invoicing, and managing the subscription for the software rental license of the programs offered by the Supplier. These Terms specifically complement the EULA that governs the software license. ( EULA page )

5. GENERAL SUPPLY CONDITIONS - SCOPE OF APPLICATION
5.1. These General Supply Conditions apply to all deliveries made available by the Supplier through the Website. The version of the General Supply Conditions in effect on the date the subscription order is submitted is the one that applies.
5.2. These General Supply Conditions do not govern the sale of products or provision of services by third parties who use direct links to the Website via banners or other hyperlinks. The Supplier does not exercise any control or monitoring over websites accessed through such links and therefore cannot be held liable for goods or services offered by third parties or for transactions between Website customers and those third parties.
5.3. These General Supply Conditions may be modified at any time. Any changes or new conditions will take effect upon their publication in the “General Supply Conditions” section of the Website. For this reason, users are encouraged to review the most up-to-date version of the General Supply Conditions before placing any order. The version that applies is the one enforced on the date the subscription order is submitted. Users are required to carefully read the latest version of these General Supply Conditions—which they may store, reproduce, and print and retain a copy of, along with all other information provided before and during the subscription process.

6. SUBSCRIPTION PROCEDURE AND CONTRACT CONCLUSION
6.1. Registration and Submission of the Order
To complete the subscription, the Customer must register on the Website by creating an account and providing all required information truthfully and completely. The order shall be deemed submitted upon the Subscriber's completion of all required steps, including the full and accurate completion of the online form, successful processing of payment, and receipt of the order confirmation by the Supplier.
The Customer enters into this agreement after having first verified the compatibility and suitability of the Software for their needs, either by using the free trial or deeming such unnecessary.
6.2. Order Confirmation
After submitting the order, the Customer will receive a confirmation email containing the order details (personal data, service features, subscription plan, price, payment method, and—if applicable—dongle shipping information) and the credentials required to install the Software. The contract is deemed concluded upon receipt of such confirmation, subject to verification of the accuracy and completeness of the data provided.

7. SUBSCRIPTION PLANS, PRICES, AND PROMOTIONS
7.1. Subscription Type
The Customer may subscribe to an annual or triennial plan, with monthly payments, exclusively via the Website.
Prices are the same across all markets and may be listed in Euro (€) or US Dollars ($), based on published price lists. The exchange rate is determined by the Supplier.
7.2. Discounts and Promotions
A discount applies for subscriptions lasting 3 years or more, or for 3 or more seats/licenses, as per current price lists. Additional discounts may be applied with promocodes.

8. PAYMENT METHODS
8.1. Payment Methods
Payments are made by credit card through monthly automatic recurring charges.
Bank transfers may be accepted upon specific request and approval by the Supplier.
8.2. Invoicing
Monthly payments are fixed for the duration of the current contract. Upon renewal, rates may change.

9. RENEWAL, CANCELLATION, AND PENALTIES
9.1. Automatic Renewal
Subscriptions automatically renew for the same duration (annual or triennial), unless written notice is sent to info@morgan-dynamics.com, at least 60 days prior to the annual or triennial subscription period renewal date.
9.2. Cancellation and Withdrawal
Cancellations must be requested in writing within the stated time. Without such notice, subscriptions renew automatically.
Right of withdrawal is excluded for service contracts, except in cases of malfunction or serious defects clearly recognized by the Supplier.
A Customer seeking early termination of the service shall not be subject to any penalties, except as otherwise provided herein. However, notwithstanding such termination, the Customer shall remain liable for payment of the full amount agreed upon under the Contract, as further stipulated in the End User License Agreement (EULA). ( EULA page )

10. FREE TRIAL AND REFUND POLICY
10.1. Free Trial
A free trial (maximum period of 30 days) of certain software packages is available upon request via local distributor or email to info@morgan-dynamics.com,  
10.2. Trial Deposit
A security deposit is required to cover the dongle and shipping costs. If the subscription is activated within 30 days after the trial, the deposit will be deducted from the first monthly subscription payment. If not, the Subscriber shall contact their local representative within 30 days ( see the map of our partners worldwide ), or, if no representative is available in their area, shall write to info@morgan-dynamics.com, to receive instructions on how to return the dongle and obtain a full refund of the security deposit. In the absence of a subscription or if the instructions for returning the dongle are not followed within the prescribed timeframe, the security deposit shall be retained, in whole or in part, by the Supplier as compensation.
10.3. Refunds
Other refund requests (outside of free trials) are handled according to current laws and the terms agreed at the time of subscription.

11. SHIPPING OF THE DONGLE
11.1. Shipping Method
The hardware device (dongle), necessary for license control, will be shipped to the Customer upon confirmation of the successful processing of the first monthly subscription payment, or the security deposit (in the case of a trial period). Shipping is carried out using a courier service chosen by the Supplier. The shipment is made on DAP (Delivered at Place) terms, therefore shipping costs are borne by the Supplier, while any customs duties, import taxes and customs clearance fees at destination are borne by the Customer.
11.2. Delivery Times
The delivery times will be specified in the order summary and in the shipping confirmation, and in any case will not exceed 30 days from contract conclusion (excluding Saturdays, Sundays, and public holidays).
In case delivery cannot be completed due to the recipient’s absence, the carrier will contact the Customer by phone or email to arrange a new delivery time. If from that point, delivery cannot be completed within 7 days, the order may be canceled and, upon return of the dongle device (with return shipping costs borne by the Customer), any amounts paid will be refunded, except for any additional costs arising from a delivery method chosen other than the standard option.
After receiving the dongle, the Customer must contact Supplier’s Customer Service at [ support@morgan-dynamics.com ] to obtain, via email, the license activation file, which will remain valid until the due date of each payment period. Upon the successful payment of each monthly subscription fee, the Customer will receive a new activation code by email for the renewal of the service, valid until the next payment’s due date.
11.3. Receipt and Inspection
Upon delivery, the Customer is required to check the condition of the package and the dongle device. In case of any anomalies (e.g., damaged packaging or suspected tampering), the Customer must report them to the courier and, within 7 days, notify Supplier’s Customer Service (by email to support@morgan-dynamics.com ), specifying the reasons for the complaint.

12. RIGHT OF WITHDRAWAL
12.1. Early Termination
In light of the one-year minimum  contractual term, the right of free termination is expressly excluded. Any early termination by the Customer shall in any case oblige them to complete the full payment of the agreed amount for the entire subscription period ( <1year = 1year; >1year and <2years = 2years; >2years and <3years = 3years), as specified also in the EULA ( EULA page  )
Early termination, without payment obligation, is permitted only in the event of a malfunction or serious defect in the Software, which has been unequivocally ascertained in an adversarial process between the parties and for which the Supplier is responsible. In such case, the Supplier shall refund the full amount paid (including any shipping costs incurred, except for any additional costs arising from a delivery method other than the standard option chosen by the Subscriber), using the same means of payment employed for the subscription. The refund shall be made without undue delay and, in any case, within 30 days from receipt of the justified termination notice and the return of the dongle device.
12.2. Product Return
At the Contract termination, the Customer must return the device (dongle), at their own expense, in intact and complete condition, including all accessories and documentation, within 30 days of the termination notice.
Partial termination is not permitted for only part of the product.

13. PRIVACY AND COOKIE POLICY
13.1. For information regarding the processing of personal data carried out by the Website, please refer to the (link to privacy page).
13.2. For information regarding cookies—small text files that store visitors' preferences to improve website functionality, simplify navigation through automated procedures, and analyze site usage—please refer to the (link to cookie page).

14. WARRANTIES AND LIABILITY
14.1. Service Warranty
The Supplier guarantees that the service (subscription software license) complies with the technical and functional specifications agreed upon at the time of subscription.
The Customer is encouraged to promptly report any malfunctions or defects by contacting the Supplier’s Customer Service support@morgan-dynamics.com .
14.2. Limitation of Liability
The Supplier cannot be held liable for direct, indirect, or consequential damages resulting from misuse of the service or from failure or delay in accessing the service, except where a defect or malfunction is clearly recognized and attributable to the Supplier.
The risk of loss or damage to the dongle, for reasons not attributable to the Supplier, transfers to the Customer upon delivery.
14.3. Force Majeure
The Supplier declines all responsibility for failure to fulfill its obligations due to force majeure or unforeseeable circumstances.

15. CHANGES TO THE TERMS AND CONDITIONS
The Supplier reserves the right to unilaterally modify these terms and conditions.
Updated or new Terms and Conditions will become effective upon publication.
Customers are encouraged to regularly consult the updated version of the Terms and Conditions.

16. APPLICABLE LAW AND JURISDICTION
16.1. Applicable Law
These Terms and Conditions are governed by Italian law.
16.2. Jurisdiction and Applicable Law
For any dispute arising from the interpretation or execution of this contract, the exclusive and non-waivable jurisdiction shall be the Court of Brescia, or the Court of Milan in cases of derogation established by Article 4 of Legislative Decree no. 168/2003 as amended by Article 10 of Decree-Law no. 145/2013. Italian law shall apply.

17. CUSTOMER SERVICE AND COMPLAINTS
The Customer may contact the Supplier’s Customer Service at the contact details provided in the header for information, communications, assistance requests, or complaints.
The Supplier undertakes to respond within 10 working days from receipt of such communication.

18. ENTIRE AGREEMENT
These Terms and Conditions, which constitute the entire agreement between the parties (replacing any prior written or oral understanding) regarding the supply and management of the subscription via e-commerce and intended to govern the commercial aspects (provision, invoicing, shipping, and subscription management) of the service offered by Morgan Dynamics, are in any case supplemented by the provisions of the Software EULA ( link to EULA )

By confirming the order on the Website, the Customer declares that they have read, understood, and fully accepted all of the above conditions.

It is mandatory to accept the terms and conditions to proceed with the order.