Upon any termination, LICENSEE shall destroy all copies of Software and User Manual.
11. Warranty: (a)Daikin shall provide its standard Product and Software limited warranty statement
(“Customer Warranty”), which equally applies to the Software embedded in the Product, and which
is incorporated by reference herein, with the Product for your benefit only. In the event of an Error in
connection with the Software, refer to the Customer Warranty and Terms of Sale provided with the
Product for further detail. (b) EXCEPT FOR THE REPRESENTATIONS, WARRANTIES, AND COVENANTS
EXPRESSLY CONTAINED IN THIS EULA, THE PRODUCT TERMS OF SALE AND THE PRODUCT WARRANTY,
THE SOFTWARE AND SOFTWARE DOCUMENTATION AND ANY SUPPORT IS PROVIDED ON AN “AS IS”
BASIS, AND THERE ARE NO OTHER REPRESENTATIONS, WARRANTIES, COVENANTS, OR CONDITIONS,
EXPRESS OR IMPLIED (INCLUDING ANY IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABLE
QUALITY OR FITNESS FOR A PARTICULAR PURPOSE AND THOSE ARISING BY STATUTE OR OTHERWISE
IN LAW OR FROM A COURSE OF DEALING OR USAGE OF TRADE), INCLUDING, BUT NOT LIMITED TO,
NON-INFRINGEMENT, CORRECTNESS, FUNCTIONALITY, RELIABILITY, ACCURACY, CURRENTNESS,
OPERATION, USE OR THE RESULTS OF THE USE BY LICENSEE, THAT THE OPERATION OF THE SOFTWARE
WILL BE UNINTERRUPTED OR ERROR-FREE (OR THAT ALL ERRORS CAN OR WILL BE CORRECTED) OR
THAT THE SOFTWARE OR SOFTWARE DOCUMENTATION WILL MEET LICENSEE’S REQUIREMENTS, ALL
OF WHICH ARE EXPRESSLY DENIED AND DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY
LAW. SOME JURISDICTIONS DO NOT PERMIT LIMITATIONS ON OR EXCLUSIONS OF CERTAIN IMPLIED
WARRANTIES, OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES; THEREFORE THE ABOVE
LIMITATIONS MAY NOT APPLY TO YOU IN CERTAIN CIRCUMSTANCES. DAIKIN AND ECOBEE DISCLAIM
AND SHALL HAVE NO LIABILITY TO LICENSEE FOR ANY AND ALL ACTS OF THIRD PARTIES. NO OTHER
PERSON IS AUTHORIZED TO EXTEND, VARY OR TRANSFER ANY PROVIDED WARRANTY ON BEHALF
OF ECOBEE OR DAIKIN. THE ENTIRE RISK AS TO THE RESULTS AND PERFORMANCE AND USE OF THE
SOFTWARE, SOFTWARE DOCUMENTATION AND ANY PROVIDED SUPPORT IS ASSUMED BY LICENSEE.
12. Limitation: IN NO EVENT AND TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW
SHALL ECOBEE OR DAIKIN, THEIR SHARE-HOLDERS, AFFILIATES, CONTRACTORS, SUPPLIERS AND
AGENTS AND THEIR RESPECTIVE DIRECTORS, OFFICERS AND EMPLOYEES (COLLECTIVELY THE “ECOBEE
AND DAIKIN PARTIES”) BE LIABLE TO LICENSEE OR ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL,
EXEMPLARY, SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES (INCLUDING WITH RESPECT TO LOSS
OF, OR DAMAGE TO, DATA OR COMPUTER SYSTEMS OR RELIANCE ON ANY DATA DERIVED FROM
LICENSEE’S USE OF THE SOFTWARE, OR LOSS OF REVENUE OR PROFIT OR OTHER ECONOMIC LOSS)
OF ANY KIND OR NATURE WHATSOEVER SUFFERED BY LICENSEE OR ANY THIRD PARTY HOWSOEVER
CAUSED AND WHETHER RESULTING FROM THE USE OF OR INABILITY TO USE THE SOFTWARE OR
OTHERWISE (INCLUDING AS A RESULT OF OR DUE TO USE OF OR RELIANCE ON THE SOFTWARE AND/
OR Web Portal) AND REGARDLESS OF THE FORM OR CAUSE OF ACTION, EVEN IF SUCH DAMAGES ARE
FORESEEABLE OR ECOBEE AND DAIKIN HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
ECOBEE AND DAIKIN PARTIES’ TOTAL LIABILITY AND OBLIGATION TO LICENSEE, IN THE AGGREGATE
FOR ANY AND ALL CLAIMS ARISING OUT OF OR IN ANY CONNECTION WITH THIS EULA, THE TERMS OF
SALE IN CONNECTION WITH YOUR PURCHASE OF THE PRODUCT AND YOUR USE OF THE SOFTWARE
AND PRODUCT, WITH RESPECT TO ANY EXPENSE, DAMAGE, LOSS, INJURY, OR LIABILITY OF ANY
KIND, REGARDLESS OF THE FORM OF ACTION OR THEORY OF LIABILITY (INCLUDING FOR BREACH
OF CONTRACT, TORT, NEGLIGENCE, BY STATUTE OR OTHERWISE) SHALL BE LIMITED TO THE ACTUAL
DIRECT DAMAGES SUFFERED AND SHALL NOT EXCEED AN AMOUNT THAT IS EQUIVALENT TO THE
PURCHASE PRICE OF THE PRODUCT ACTUALLY PAID BY LICENSEE. THIS SECTION SHALL SURVIVE
A FUNDAMENTAL BREACH OR BREACHES AND/OR FAILURE OF THE ESSENTIAL PURPOSE OF THE
AGREEMENT.
13. Survival: The parties acknowledge and agree that the provisions of Sections 2, 6, 7, 9, 11(b), 12, 13,
14, 15, 16 and 17 shall survive any termination of this EULA for any reason.
14. English Language: The parties declare that they have required that this agreement and all
documents related hereto, either present or future, be drawn up in the English language only.
Les parties déclarent par les présentes qu’elles exigent que cette entente et tous les documents y
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