Infinity®, EvolutionTM and IonTM System
End User License Agreement
This End User License Agreement (“Agreement”) is a binding agreement between you (“you”) and Carrier Corporation (“Company”). This Agreement governs your use of the Product software. The Product software is licensed, not sold, to you. By clicking the “Agree” OR “ACCEPT” button when prompted, whether upon installation of the PRODUCT OR PRODUCTS, download of AN UPDATE, or registration of an account, or BY otherwise using the PRODUCT SOFTWARE, you (a) acknowledge that you have read and understand this agreement; (b) represent that you are of legal age to enter into a binding agreement; and (c) accept this Agreement and agree that you are legally bound by its terms. If you do not agree to these terms, do not install the PRODUCT OR PRODUCTS, download ANY UPDATE, register an account or otherwise use ANY PART OF the PRODUCT SOFTWARE.
IF YOU ARE A CONTRACTOR ACCEPTING THIS AGREEMENT ON BEHALF OF A CONSUMER, YOU REPRESENT YOU HAVE THE CONSUMER’S CONSENT TO ACCEPT IT ON their BEHALF.
1. License Grant. Subject to the terms of this Agreement, Company grants you a limited, non-exclusive and nontransferable license to download, install and use the Infinity, Evolution or Ion System Control and Connected Equipment (collectively, “Product” or “Products”) software and all related software in connection with your personal, non-commercial use of the Product or Products, strictly in accordance with all related Product documentation.
2. License Restrictions: You will not:
a. copy the Product software, except as expressly permitted by the license set forth in this Agreement;
b. modify, translate, adapt or otherwise create derivatives works or improvements, whether or not patentable, of the Product software;
c. reverse engineer, disassemble, decompile, decode or otherwise attempt to derive or gain access to the source code of the Product software or any part thereof;
d. remove, delete, alter or obscure any trademarks or any copyright, trademark, patent or other intellectual property or proprietary rights notices from the Product software, including any copy thereof;
e. rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer or otherwise make available the Product software, or any features or functionality of the Product software, to any third party for any reason, including by making the Product software available on a network where it is capable of being accessed by more than one device at any time; or
f. remove, disable, circumvent or otherwise create or implement any workaround to any copy protection, rights management or security features in or protecting the Product software.
3. Reservation of Rights. You acknowledge and agree that the Product software is provided under license, and not sold, to you. You do not acquire any ownership interest in the Product software under this Agreement, or any other rights thereto other than to use the Product software in accordance with the license granted, and subject to all terms, conditions and restrictions, under this Agreement. Company and its licensors and service providers reserve and shall retain their entire right, title and interest in and to the Product software, including all copyrights, trademarks and other intellectual property rights therein or relating thereto, except as expressly granted to you in this Agreement.
4. Collection and Use of Your Information; Equipment Settings. You understand and acknowledge that when you download, install or use the Product software, Company may use automatic means (including, for example, wired or wireless connections and other technologies) to collect and store information about your connected Infinity, Evolution or Ion System HVAC equipment (“Connected Equipment”), and your use of the Product(s) to Company’s servers. You also may be required to provide certain information about yourself as a condition to downloading, installing or using the Product software or certain of its features or functionality, and the Product software may share information about you with others, such as an HVAC contractor. All information collected through or in connection with this Product software is subject to our Privacy Notice available at https://www.carrier.com/residential/en/us/privacy-notice/ (“Privacy Notice”). By downloading, installing, using and/or providing information to or through this Product software, you hereby grant Company a non-exclusive, perpetual, irrevocable, sub-licensable license, in accordance with the Privacy Notice, to use Customer Data (i) in connection with making the Product(s) and Product software available to you, (ii) to help improve performance, diagnostics and service by an HVAC contractor, (iii) to improve our products and services, including to develop new offerings, and (iv) to create and compile de-identified, aggregated datasets and/or statistics for the purposes of benchmarking, development of best practices and other research, statistical and marketing purposes (“Company Derivative Works”). All such Company Derivative Works shall be exclusively owned by Company. “Customer Data” means all user information, test information, data, test analyses and results, and other information and data input by or on behalf of you into the Product software and all information and data that is generated, produced and reported through use of the Connected Equipment by or on behalf of you. You further consent to the remote adjustment of Connected Equipment settings by Company or an HVAC contractor from time to time to help improve performance, diagnostics and service of your Connected Equipment. Company will use reasonable efforts to provide advance notice of such remote adjustments that it makes.
5. Content. The Product software may provide you with access to Company’s website(s) (collectively, “Website”), and products and services accessible thereon, and certain features, functionality and content accessible on or through the Product software may be hosted on the Website (collectively, “Content”). Your access to and use of such Content is governed by the Privacy Notice and any applicable Website Terms of Use , which are incorporated herein by this reference. Your access to and use of such Content may require you to acknowledge your acceptance of such Privacy Notice and any applicable Terms of Use and/or to register with the Website, and your failure to do so may restrict you from accessing or using certain of the Product software’s features and functionality. Any violation of such Terms of Use will also be deemed a violation of this Agreement.
6. Geographic Restrictions. The Content is based in the United States and provided for access and use only by persons located in the United States and Canada. You acknowledge that you may not be able to access all or some of the Content outside of the United States and Canada and that access thereto may not be legal by certain persons or in certain countries. If you access the Content from outside of the United States or Canada, you are responsible for compliance with local laws.
7. Updates. Company may from time to time in its sole discretion develop and provide Product software updates, which may include upgrades, bug fixes, patches, other error corrections and/or new features (collectively, including related documentation, “Updates”). Updates may also modify or delete in their entirety certain features and functionality. You agree that Company has no obligation to provide any Updates or to continue to provide or enable any particular features or functionality. Depending on your Product settings, when your Product(s) connect to the internet, (a) the Product software may automatically download and install all available Updates; or (b) you may receive notice of or be prompted to download and install available Updates. You agree to promptly download and install all Updates and acknowledge and agree that the Product software or portions thereof may not properly operate should you fail to do so. You further agree that all Updates will be deemed part of the Product software and be subject to all terms and conditions of this Agreement.
8. Third-Party Providers and Materials.
a. Portions of the Product software may be hosted, maintained and/or otherwise supported by third-party providers. Company is not responsible for third-party providers, including their failure to host, maintain or otherwise support the Product software for any period of time. Company does not assume and will not have any liability or responsibility to you or any other person or entity for any third-party hosting, maintenance or other support of the Product software.
b. The Product software may display, include or make available third-party content (including data, information, applications and other products, services and/or materials) or provide links to third-party websites or services (“Third-Party Materials”). You acknowledge and agree that Company is not responsible for Third-Party Materials, including their accuracy, completeness, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect thereof. Company does not assume and will not have any liability or responsibility to you or any other person or entity for any Third-Party Materials. Third-Party Materials and links thereto are provided solely as a convenience to you, and you access and use them entirely at your own risk and subject to such third parties’ terms of use.
9. Term and Termination. The term of this Agreement commences when you first download or install any portion of the Product software and continues in effect until terminated by you or Company as set forth in this Section. You may terminate this Agreement by removing/uninstalling the Product. Company may terminate this Agreement with respect to any web or mobile applications or related software, at any time without notice if it ceases to support all or part of such applications or related software. In addition, this Agreement will terminate in its entirety, immediately and automatically, without any notice, if you violate any of the terms of this Agreement. Upon termination, (a) all rights granted to you under this Agreement will also terminate; and (b) you must cease all use of the Product software, including by removing/uninstalling the Product or Products. Termination will not limit any of Company’s rights or remedies at law or in equity.
10. Disclaimer of Warranties. The PRODUCT SOFTWARE AND ANY CONTENT ARE provided to you “as is” and “as available”, with all faults and defects, without warranty of any kind. To the maximum extent permitted under applicable law, Company, on its own behalf and on behalf of its affiliates and its and their respective licensors and service providers, expressly disclaims all warranties, whether express, implied, statutory or otherwise, with respect to the PRODUCT SOFTWARE OR ANY CONTENT, including all implied warranties of merchantability, fitness for a particular purpose, title and non-infringement, and warranties that may arise out of course of dealing, course of performance, usage or trade practice. Without limitation to the foregoing, Company provides no warranty or undertaking, and makes no representation of any kind that the PRODUCT SOFTWARE OR ANY CONTENT will meet your requirements, achieve any intended results, be compatible, or work with any other software, applications, systems or services, operate without interruption, meet any performance, reliability or availability standards, or be error-free, or that any errors or defects can or will be corrected. Some jurisdictions do not allow the exclusion of or limitations on implied warranties or the limitations on the applicable statutory rights of a consumer, so some or all of the above exclusions and limitations may not apply to you.
11. Limitation of Liability. To the fullest extent permitted by applicable law, in no event will Company or its affiliates, or any of its or their respective licensors or service providers, have any liability arising from or related to your use of or inability to use the PRODUCT SOFTWARE or ANY Content for:
a. personal injury, property damage, lost profits, cost of substitute goods or services, loss of data, loss of goodwill, business interruption, computer failure or malfunction or any other consequential, incidental, indirect, exemplary, special or punitive damages; and
b. direct damages in amounts that in the aggregate exceed the RETAIL EQUIPMENT COST actually paid by you for the APPLICABLE PRODUCT(S) ONLY (excluding, for purposes of clarity, any amount(s) paid for INSTALLATION, MAINTENANCE OR SERVICE OF THE APPLICABLE Product(s)).
The foregoing limitations will apply whether such damages arise out of breach of contract, tort (including negligence) or otherwise and regardless of whether such damages were foreseeable or Company was advised of the possibility of such damages. Some jurisdictions do not allow certain limitations of liability, so some or all of the above limitations of liability may not apply to you.
12. Indemnification. You agree to indemnify, defend and hold harmless Company and its officers, directors, employees, agents, affiliates, successors and assigns from and against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs or expenses of whatever kind, including reasonable attorneys’ fees, arising from or relating to your use or misuse of the Product software or your breach of this Agreement.
13. Export Regulation. The Product software may be subject to U.S. export control laws, including the U.S. Export Administration Act and its associated regulations. You agree not to, directly or indirectly, export, re-export or release the Product software to, or make the Product software accessible from, any jurisdiction or country to which export, re-export or release is prohibited by law, rule or regulation. You further agree to comply with all applicable U.S. laws, regulations and rules, and to complete all required undertakings (including obtaining any necessary export license or other governmental approval), prior to exporting, re-exporting, releasing or otherwise making the Product software available outside of the U.S.
14. Severability. If any provision of this Agreement is illegal or unenforceable under applicable law, the remainder of the provision will be amended to achieve as closely as possible the effect of the original term and all other provisions of this Agreement will continue in full force and effect.
15. Governing Law. This Agreement is governed by and construed in accordance with the internal laws of the State of Indiana without giving effect to any choice or conflict of law provision or rule. Any legal suit, action or proceeding arising out of or related to this Agreement or the Product software shall be instituted exclusively in the federal courts of the United States or the courts of the State of Indiana, in each case located in the City of Indianapolis. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.
16. Limitation of Time to File Claims. Any cause of action or claim you may have arising out of or relating to this Agreement or the PRODUCT SOFTWARE must be commenced within one (1) year after the cause of action accrues; otherwise, such cause of action or claim is permanently barred.
17. Entire Agreement. This Agreement, the Privacy Notice and any applicable Website Terms of Use, constitute the entire agreement between you and Company with respect to the Product software and supersede all prior or contemporaneous understandings and agreements, whether written or oral, with respect to the Product software.
18. Waiver. No failure to exercise, and no delay in exercising, on the part of either party, any right under this Agreement will operate as a waiver of such right, nor will any single or partial exercise of any right under this Agreement preclude further exercise of that or any other right under this Agreement. To the extent of a conflict between this Agreement and any other applicable terms, the terms of this Agreement will govern.
Version Effective Date: June 28, 2021