END USER LICENSE AGREEMENT

FOR CARRIER CHILLERS SOFTWARE OR MOBILE APP

 

BY DOWNLOADING OR USING THE SOFTWARE or MOBILE APP, YOU AGREE TO BE BOUND BY THIS END USER LICENSE AGREEMENT (THE “AGREEMENT”) and the Carrier Corporation Privacy Policy as found at /Home/EULA

 

IF YOU DO NOT AGREE, DO NOT DOWNLOAD THE SOFTWARE or MOBILE APP; YOU MUST DELETE ANY COPY IN YOUR POSSESSION OR CONTROL.  This Agreement is between you (“you” or “your”) and Carrier (“Licensor”) for the Carrier Chillers app (“the “Application”).    

  1. License Grants. During the term of this Agreement and conditioned upon your full compliance with all of the Agreement’s terms and conditions, Licensor grants to you a personal, nonexclusive, nonsublicensable, nontransferable, revocable license to install and use the Application.
  2. License Limitations. The license(s) granted in Section 1 are conditioned upon your compliance with the following limitations:

2.1   Reverse Engineering.  You may not decompile, decipher, disassemble, reverse engineer or otherwise attempt to access source code of the Application, or circumvent any technical limitations in the Application that limit or restrict access to or use of the Application or any content, file, or other work, except as expressly permitted by applicable law notwithstanding this limitation.

2.2    No Distribution, Rental or Transfer.  You may not distribute, publish, rent, lease, lend, transfer, sublicense, disclose or otherwise provide the Application to any third party.

2.3    No Modification or Derivative Works.  You may not modify or create derivative works of the Application, in whole or in part.

2.4    Proprietary Notices.  You may not remove any proprietary notices or labels on the Application or any copy thereof.

2.5    Non-Permitted Uses.  Without limiting any of the foregoing, you may not make any use of the Application in any manner not expressly permitted by this Agreement.

 

  1. Reservation of Rights and Ownership. Licensor, its parent or its suppliers own all right, title and interest, including all intellectual property rights, in and to the Application and reserve all rights not expressly granted to you in this Agreement.  The Application is protected by copyright and other intellectual property laws and treaties.  All trademarks, logos, and service marks (“Marks”) displayed on the Application are the property of Carrier or of their respective holders. You are not permitted to use any of the Marks without the applicable prior written consent of Carrier or such respective holders.
  2. Updates. This Agreement applies to updates to the Application as well as any services accessed through the Application (if any) that Licensor may, in its sole discretion, provide or make available to you (“Update”). If Licensor provides additional terms along with an Update, those terms will apply to the Update. If Licensor provides you an Update, Licensor may, at its sole discretion, require you to use the Updated version and cease use of earlier versions. Licensor reserves the right to update or discontinue any product or service made available to you through use of the Application. 
  3. Termination. This Agreement will automatically terminate upon your breach of any of this Agreement’s terms and conditions.  You may terminate this Agreement by removing the Application from your device(s).  In the event of termination, you must immediately remove the Application from your device(s), and the following Sections of this Agreement will survive: Sections 2, 3 and 5 to 12.
  4. DISCLAIMER OF WARRANTIES. To the maximum extent permitted by applicable law, THE Application IS PROVIDED AS IS AND WITH ALL FAULTS. Licensor and its parent, affiliates and suppliers hereby disclaim all OTHER warranties and conditions, whether express, implied or statutory, including any IMPLIED warranties, DUTIES or conditions of MERCHANTABILITY OR fitness for a particular purpose. also, there is no warranty or condition of title, quiet enjoyment, quiet possession, correspondence to description or non-infringement, LACK OF VIRUSES OR BUGS, ACCURACY OR COMPLETENESS OF RESPONSES OR RESULTS with regard to THE Application. Licensor and its parent, affiliates and suppliers do not warrant that the operation of the Application will be UNINTERRUPTED or error-free or that any defects will be corrected. THE ENTIRE RISK ARISING OUT OF THE Application REMAINS WITH YOU.

 

  1. eXCLUSIONS OF CERTAIN DAMAGES; Limitations of Liability. in no event WILl Licensor or its parent, affiliates OR suppliers be liable for any special, incidental, punitive, indirect or consequential damages (including damages for loss of profits, DAMAGES TO ANY COMPUTER, DEVICE, OR SYSTEM, LOSS OF DATA, goodwill, use or other losses) arising out of or in any way related to the Application or this AGREEMENT, REGARDLESS OF the CAUSE OF ACTION OR THE BASIS OF THE CLAIM and even if Licensor has been advised of the possibility of the damages OR REMEDIES FAIL OF THEIR ESSENTIAL PURPOSE.

 

LICENSOR’S AND ITS PARENT’S, AFFILIATES’ AND SUPPLIERS’ ENTIRE LIABILITY UNDER THIS AGREEMENT AND YOUR EXCLUSIVE REMEDY WILL BE LIMITED TO THE ACTUAL DAMAGES YOU INCUR IN REASONABLE RELIANCE ON THE Aplication UP TO THE PRICE YOU PAID FOR THE Aplication.  NO ACTION, REGARDLESS OF FORM, relating to the Aplication MAY BE BROUGHT BY YOU MORE THAN ONE YEAR AFTER YOU HAVE KNOWLEDGE OF THE OCCURRENCE WHICH GIVES RISE TO THE CAUSE OF ACTION. 

 

  1. Indemnification. You agree to defend, indemnify and hold harmless Licensor and its parent, affiliates and suppliers and their respective officers, directors and employees from all claims and expenses (including attorneys’ fees and costs) that arise out of or in connection with your use of the Application, any breach of this Agreement, or your violation of any laws or regulations or the rights of any third party. 
  2. U.S. Government License Rights. Software provided to the U.S. Government pursuant to solicitations issued on or after December 1, 1995 is provided with the commercial license rights and restrictions described in this Agreement.  Software provided to the U.S. Government pursuant to solicitations issued prior to December 1, 1995 is provided with “Restricted Rights” as provided for in FAR, 48 CFR 52.227-14 (JUNE 1987) or DFAR, 48 CFR 252.227-7013 (OCT 1988), as applicable.
  3. Compliance with Law; Export Restrictions. You will comply with all applicable international and national laws, rules and regulations that apply to the Application and your use of the Application, including the U.S. Export Administration Regulations, as well as end user, end use, and destination restrictions issued by U.S. or other governments. You acknowledge that the Application is of U.S. origin and subject to U.S. export jurisdiction.
  4. Governing Law and Jurisdiction. This Agreement will be construed and controlled by Connecticut, without giving effect to its conflict of law provisions. Each party consents to exclusive jurisdiction and venue in the state and federal courts in Hartford, CT for any and all disputes, claims and actions arising from or in connection with the Application and this Agreement. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.
  5. Privacy and Personal Information. You acknowledge and agree to the Privacy Policy and use of personal information as identified at /Home/EULA.
  6. Mobile Device Specific Provisions.

        13.1 Apple Computer Mobile Device Users

13.1.1. Acknowledgement: You acknowledge that the EULA is concluded between You and Licensor only, and not with Apple.  Licensor, not Apple, is solely responsible for the Licensed Application and the content thereof.

13.1.2. Scope of License: You acknowledge that the license granted herein for the Application is limited, non-transferable license to use the Application on any iPhone or iPod touch that You own or control and as permitted by the Usage Rules set forth in the App Store Terms of Service.

13.1.3. Maintenance and Support: Licensor is solely responsible for providing any maintenance and support services with respect to the Application, as specified in the EULA, or as required under applicable law. You acknowledge that Apple has no obligation whatsoever to furnish any maintenance and support services with respect to the Application.

13.1.4. Warranty: Licensor shall be solely responsible for any product warranties, whether express or implied by law, to the extent identified herein and not effectively disclaimed.  In the event of any failure of the Application to conform to any applicable warranty, You may notify Apple, and Apple will refund the purchase price, if any, for the Application to You.  To the maximum extent permitted by applicable law, Apple will have no other warranty obligation whatsoever with respect to the Application, and any other claims, losses, liabilities, damages, costs or expenses attributable to any failure to conform to any warranty will be Licensor’s sole responsibility to the extent identified herein.

13.1.5. Product Claims: You acknowledge that Apple, is not responsible for addressing any claims relating to the Application or the end-user’s possession and/or use of that Application, including, but not limited to: (i) product liability claims; (ii) any claim that the Application fails to conform to any applicable legal or regulatory requirement; and (iii) claims arising under consumer protection or similar legislation.

13.1.6. Intellectual Property Rights: You acknowledge that, in the event of any third party claim that the Application or Your possession and use of the Application infringes that third party’s intellectual property rights, Licensor, not Apple, will be solely responsible for the investigation, defense, settlement and discharge of any such intellectual property infringement claim to the extent not otherwise disclaimed herein.

13.1.7. Legal Compliance: You represent and warrant that (i) You not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) You are not listed on any U.S. Government list of prohibited or restricted parties.

13.1.9. Third Party Beneficiary: Licensor and You acknowledge and agree that Apple, and Apple’s subsidiaries, are third party beneficiaries of this EULA, and that, upon the Your acceptance of the terms and conditions of the EULA, Apple will have the right (and will be deemed to have accepted the right) to enforce the EULA against You as a third party beneficiary thereof.

13.2 Google Android Mobile Device Users – This section intentionally left blank

13.3  Microsoft Windows Mobile Device Users   - This section intentionally left blank

  1. General. The section titles in this Agreement are used solely for the parties’ convenience and have no legal or contractual significance. Any list of examples following "including" or "e.g.," is illustrative and not exhaustive, unless qualified by terms like "only" or "solely." Licensor’s failure to act with respect to a breach by you or others does not waive its right to act with respect to subsequent or similar breaches. No waiver of any provision of this Agreement will be effective unless it is in a signed writing, and no waiver will constitute a waiver of any other provision(s) or of the same provision on another occasion. If a court of competent jurisdiction holds any term, covenant or restriction of this Agreement to be illegal, invalid or unenforceable, in whole or in part, the remaining terms, covenants and restrictions will remain in full force and effect and will in no way be affected, impaired or invalidated. You may not assign, transfer or sublicense this Agreement or your rights (if any) under this Agreement. This Agreement will be binding upon all successors and assigns. This Agreement constitutes the entire agreement between you and Licensor with respect to the Application and merges all prior and contemporaneous communications and proposals, whether electronic, oral or written, between you and Licensor with respect to the Application.  All notices to Licensor in connection with this Agreement must be in writing and will be deemed given as of the day they are deposited in the U.S. mails, postage prepaid, certified or registered, return receipt requested or sent by overnight courier, charges prepaid to the address set forth below. 

LICENSOR INFORMATION

If you have any questions about this Agreement, or want to contact Licensor for any reason, please direct all correspondence to:

Carrier Corporation

Legal Department

One Carrier Place

Farmington, CT 06034

 

Copyright © 2016, Carrier Corporation.  All rights reserved. All trademarks, logos, and service marks (“Marks”) displayed on the Services are the property of Carrier or of their respective holders. You are not permitted to use any of the Marks without the applicable prior written consent of Carrier or such respective holders. Carrier reserves the right to alter product and services offerings, specifications, and pricing at any time without notice, and is not responsible for typographical or graphical errors that may appear in this or in related documents.