Ecobee SMART User Manual - page 16
End User Software License Agreement
PLEASE READ THE FOLLOWING CAREFULLY, AS THIS END USER
SOFTWARE LICENSE AGREEMENT (“EULA”) IS A LEGAL AGREEMENT
BETWEEN ECOBEE INC., HAVING ITS PLACE OF BUSINESS AT 333
ADELAIDE ST. WEST, 6TH FLOOR, TORONTO, ON, M5V 1R5 CANADA,
(“ecobee”) AND YOU (EITHER AN INDIVIDUAL OR THE ENTITY THAT
YOU REPRESENT AND REFERRED TO IN THIS AGREEMENT AS “LI-
CENSEE”), THE ORIGINAL PURCHASER OF ECOBEE PRODUCT (THE
“PRODUCT” OR “PRODUCTS”) EMBEDDED WITH ecobee PROPRIETARY
SOFTWARE (THE “SOFTWARE”), CONCERNING LICENSEE’S LIMITED
ACCESS TO AND USE OF THE SOFTWARE. BY USING THE PRODUCT
(INCLUDING THE SOFTWARE EMBEDDED IN THE PRODUCT), YOU
ARE INDICATING YOUR ACCEPTANCE OF, AND YOU AGREE TO BE
BOUND BY, THE TERMS AND CONDITIONS OF THIS EULA WHICH
SHALL GOVERN YOUR ACCESS AND USE OF THE SOFTWARE. IF
YOU DO NOT AGREE WITH THE TERMS AND CONDITIONS OF THIS
EULA, YOUR ACCESS TO AND USE OF THE SOFTWARE WILL NOT
BE PERMITTED AND YOU MAY, WITHIN FOURTEEN DAYS OF THE
DATE OF YOUR PURCHASE OF THE ecobee PRODUCT, RETURN
THE SOFTWARE TOGETHER WITH THE PRODUCT IN ITS ORIGINAL
PACKAGING AND SALE CONDITION TO: (a) ecobee IF YOU HAVE
PURCHASED THE ecobee PRODUCT DIRECTLY FROM ecobee OR;
(b) TO AN ecobee AUTHORIZED RESELLER OR DISTRIBUTOR IF YOU
HAVE PURCHASED THE ecobee PRODUCT FROM SUCH ENTITIES,
AND ecobee OR ITS AUTHORIZED RESELLER OR DISTRIBUTOR AS AP-
PLICABLE SHALL PROVIDE A FULL REFUND OF THE PURCHASE PRICE
PAID WITHIN FOURTEEN DAYS OF ITS RECEIPT OF THE RETURN.
In consideration of the license fees paid by LICENSEE as part of the
purchase price of the ecobee Product and the mutual covenants
contained herein and for other good and valuable consideration, the
receipt and sufficiency of which are hereby acknowledged, ecobee and
LICENSEE agree as follows:
1. Definitions: For the purpose of this EULA, the following terms shall
have the meanings hereinafter provided:
“ecobee Web Portal” means the web site portal operated by
ecobee to provide certain services and functionality to regis-
tered users of ecobee Products.
“Error” means any program defect, error, bug or other fail-
ure of all or part of the Software that results in the Software
not conforming to, or performing in accordance with, its
published specifications.
“Software” means ecobee’s computer software program,
which enables data upload and download to and from the
ecobee Web Portal using an ecobee Product, including any
Software Updates.
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“User Manual” means the ecobee User Manual provided
together with the Product and Software.
“Software Updates” means updates or patches to the Software,
including updates intended to correct Errors and which may
include enhancements and/ore additional features to the
Software, as may be provided or released by ecobee from
time to time to all of its customers at no charge.
2. Ownership of Software: LICENSEE acknowledges and agrees
that, save and except for the Software license explicitly granted by
the EULA, all right, title and interest in and to the Software and the
User Manual is the sole and exclusive property of ecobee and/or its
licensors), as the case may be. ecobee reserves all rights not
expressly granted to LICENSEE hereunder, and for greater certainty,
ecobee shall retain all intellectual property and other proprietary
rights in and to the Software and the User Manual. Nothing in this
EULA shall, or shall be deemed or construed to, assign, transfer or
convey to LICENSEE any title, rights or interest in or to any intellectual
property, including in or to the Software or User Manual, other than
the licenses specifically and expressly granted herein.
3. Grant of Limited License: Upon LICENSEE’s use of the Product
(and corresponding acceptance of the terms and conditions of this
EULA), ecobee hereby grants to LICENSEE a limited, non-exclusive,
personal, perpetual, non-transferable and revocable license to
use the Software embedded in the Product as and to the extent
described in this EULA for as long as LICENSEE complies with the
terms and condition of this EULA. ecobee reserves all rights not
expressly granted to LICENSEE. For certainty, this EULA does not
apply to or govern LICENSEE’s use of or access to the ecobee Web
Portal or the ecobee Product, which are each governed by and
subject to separate terms and conditions.
4. Permitted Use: Pursuant to the Software license granted to LICENS-
EE under this EULA, LICENSEE shall be permitted to: (a) use the Software
embedded in the Product for the purposes of using the Product
only as intended and contemplated by the User Manual, provided
that the Software may only be used for its personal and private
use in connection with the use of the Product; and (b) use the User
Manual provided by ecobee solely as is necessary to operate and
use the Software and ecobee Product as and to the extent permitted
thereunder and under this EULA.
5. License Transferable: This EULA shall be binding upon and shall
ensure to the benefit of and be enforceable by each of the parties,
their respective successors and permitted assigns. LICENSEE may
assign this EULA without the prior consent of ecobee. ecobee may
assign this EULA without the consent of LICENSEE at any time.