Table of Contents
Advertisement
iii
2. Term. This Agreement is effective until terminated. You may terminate this Agreement by
uninstalling all components of the Software from all Computing Devices and returning the
Licensed Product to UTC FIRE & SECURITY. UTC FIRE & SECURITY may terminate this Agreement if
you breach any of these terms and conditions. Upon termination of this Agreement for any reason, You
agree to unionist all components of the Software and return the Licensed Product to
UTC FIRE & SECURITY. All provisions of this Agreement relating to (i) disclaimer of warranties; (ii)
limitations on liability, remedies, and damages; and (iii) UTC FIRE & SECURITY's proprietary rights,
shall survive termination of this Agreement.
3. Object code. The Software is delivered in object code only. You may not alter, merge,
modify, adapt, or translate the Software, nor decompile, disassemble, reverse-engineer, or
otherwise reduce the Software to a human-perceivable form, nor create derivative works or
programs based on the Software.
4. Limited warranty. UTC FIRE & SECURITY warrants that for one (1) year from the date of delivery of
the Licensed Product (Software Warranty Period), the functions contained in the Software will
be fit for their intended purpose as described in the applicable Documentation from
UTC FIRE & SECURITY, and will conform in all material respects to the specifications stated in such
Documentation. UTC FIRE & SECURITY does not warrant that the operation of the Software will be
uninterrupted or error-free. UTC FIRE & SECURITY does warrant that the media on which the
Software is furnished will be free from defects in materials and workmanship under normal
use for a period of thirty (30) days from the date of delivery (Media Warranty Period). Except
as specifically provided therein, any other software and any hardware furnished with or
accompanying the Software is not warranted by UTC FIRE & SECURITY. Your exclusive remedy under
this limited warranty for nonconforming Software shall be repair or replacement of the
Software, in the sole discretion of UTC FIRE & SECURITY. To obtain a repair or replacement of
nonconforming Software, contact UTC FIRE & SECURITY Customer Service toll free at 888-432-7387
or online at
during the Software Warranty Period.
Your exclusive remedy under this limited warranty for defective media is replacement of the
defective media. To receive replacement media under this limited warranty, return the
defective media to Supplier during the Media Warranty Period, with proof of payment.
EXCEPT AS EXPRESSLY PROVIDED ABOVE, THE LICENSED PRODUCT IS PROVIDED "AS IS"
WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT
LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR
PURPOSE AND, EXCEPT AS EXPRESSLY PROVIDED ABOVE, YOU ASSUME THE ENTIRE RISK AS
TO THE QUALITY AND PERFORMANCE OF THE LICENSED PRODUCT.
5. Limitation of liability. UTC FIRE & SECURITY'S SOLE OBLIGATION OR LIABILITY UNDER THIS
AGREEMENT IS THE REPAIR OR REPLACEMENT OF NONCONFORMING SOFTWARE AND/OR
DEFECTIVE MEDIA ACCORDING TO THE LIMITED WARRANTY ABOVE. IN NO EVENT WILL
UTC FIRE & SECURITY BE LIABLE FOR ANY DAMAGES, WHETHER CONSEQUENTIAL, INCIDENTAL,
OR INDIRECT, NOR FOR ANY LOSS OF DATA, LOSS OF PROFITS, OR LOST SAVINGS, ARISING
OUT OF USE OF OR INABILITY TO USE THE SOFTWARE OR DOCUMENTATION (OR ANY HARDWARE
FURNISHED WITH THE SOFTWARE), EVEN IF UTC FIRE & SECURITY HAS BEEN ADVISED OF THE
POSSIBILITY OF SUCH DAMAGES, NOR FOR ANY CLAIM BY ANY THIRD PARTY.
6. General. Any hardware provided to You by UTC FIRE & SECURITY shall not be exported or
reexported in violation of any export provisions of the United States or any other applicable
jurisdiction. Any attempt to sublicense, assign, or transfer any of the rights, duties, or
obligations hereunder shall be void. This Agreement shall be governed by and interpreted
under the laws of the State of New York, United States of America, without regard to conflicts
of law provisions. You hereby consent to the exclusive jurisdiction of the state and federal
courts located in Multnomah County, Oregon, to resolve any disputes arising under or in
connection with this Agreement, with venue in Portland, Oregon.
Advertisement
Table of Contents
