End User License Agreement for Faber Digital Services (EULA)

By using the software ("Product Software") that is embedded in and enables the Faber Product ("Product") or by using Faber Digital Services, you agree to the terms of this End User License Agreement ("EULA") between you and Faber SpA, Viale XIII Luglio, 160, 60044 Fabriano AN, Italy ("Faber").

BY SIGNING UP FOR A FABER DIGITAL SERVICE (INCLUDING INSTALLATION AND ACTIVATION OF A FABER APPLICATION FOR A MOBILE DEVICE), YOU ACKNOWLEDGE THAT YOU ARE AUTHORIZED TO AGREE TO THESE TERMS OF SERVICE AND, IF YOU ACCEPT ON BEHALF OF YOUR EMPLOYER OR ANOTHER ENTITY, YOU REPRESENT AND WARRANT THAT YOU HAVE THE LEGAL RIGHT TO BIND SUCH ENTITY AND ACCEPT ALL THE TERMS OF THESE SERVICE CONDITIONS RELATING TO THE USE OF FABER DIGITAL SERVICES BY THE END USER. IF YOU DO NOT AGREE TO THESE SERVICE CONDITIONS OR ARE NOT AUTHORIZED TO BIND THE END USER TO THESE SERVICE CONDITIONS, YOU MUST NOT CLICK "I AGREE", "ACCEPT", OR SIMILAR BUTTONS, OR YOU MUST CLICK "I DO NOT AGREE" OR CLOSE THE WINDOW TO STOP CREATING AN ACCOUNT UNDER THE FABER DIGITAL SERVICES.

This EULA governs access to and use of the Product Software, remote management of the Product Software, and its updates. It also governs, by analogy, access to and use of any Faber App downloaded onto a Connected Product or an Accessory Device, such as a mobile device, for use with the Product (e.g., from the respective online application shops of Apple or Google) and updates to the Faber App. Your use of the Faber Digital Service is governed by the Service Terms.

The purchase of any Product enabled by Faber Digital Services is governed by the terms and conditions agreed upon with your vendor at the time of the purchase of Faber materials, or, if you are an Authorized Distributor, by the current distribution agreement in terms of underlying commercial terms. If you are an End User, the limited contractual warranty (terms of which can be found here: https://www.faberspa.com/garanzia-dei-prodotti/) provided by Faber also applies to any direct purchase of Faber equipment, regardless of the party from whom the purchase is made.

Terms used in this EULA, unless defined within the EULA itself, will have the meaning attributed to them in the Service Terms for Faber Digital Services.

License
Subject to the terms of this EULA, Faber grants you a limited, non-exclusive license (without the right to sublicense) to run the Product Software solely on the Product and to use it in combination with the relevant official Faber App installed on a Connected Device owned or controlled by you. The license is granted exclusively for personal and non-commercial purposes.

You grant Faber, for the duration of the Faber Digital Service Terms, the right to electronically connect to the Product Software and to grant Authorized Users and Faber full access to read, use, and update the Product Software, the control software on the Product, and the device data derived.

Restrictions
Except as specifically provided in this EULA, the license granted under this EULA does not permit the End User or third parties (directly or indirectly, in whole or in part) to: (a) reverse engineer or attempt to derive the source code or create derivative works from the Product Software, or any part thereof, except as expressly permitted by local law and then only with prior written notice to Faber; (b) use the Product Software in any capacity beyond that identified in a Purchase Order and Documentation; (c) sublicense, distribute, or pledge the Product Software; (d) access, use, or copy any part of the Product Software to develop, promote, or support directly or indirectly any product or service in competition with the Product Software; (e) rent, lease, or commercially share or otherwise use the Product Software for third-party purposes; (f) remove any identification, patent, trademark, copyright, or other notice from the Product Software; (g) use any name, trademark, or designation of Faber, or any affiliate or licensee thereof, or their respective products or services, except as explicitly allowed herein or by Faber in writing; (h) interfere with or disrupt the integrity or performance of the Product Software; (i) attempt to gain unauthorized access to the Product Software or related systems or networks, including access to Faber Digital Services.

Faber reserves the right to block, without liability, any Product Software that violates this section or is under investigation for suspected misconduct.

Software Updates
Faber may periodically develop patches, bug fixes, updates, upgrades, and other modifications to improve the performance of the Product Software and related services.

If the relevant Product is enabled to connect to Faber Digital Services, such changes may be made without notice or request for consent to maintain the Service and/or Product at peak performance levels. You agree to these automatic updates for the duration of the Faber Digital Service Period concerning your Product and Accessory Devices. If you do not agree to these automatic updates, your only option is to discontinue the use of Faber Digital Services.

You also agree to promptly install the latest versions or patches/updates of the Product Software and/or the software of any Accessory Device and/or, if applicable, any client software provided, when communicated or requested interactively. Faber disclaims any warranty and liability of any kind for the use of any software not updated in accordance with this section 3.

Ownership
The Product Software and all copyrights, trade secrets, and other intellectual property rights therein are the exclusive property of Faber and its licensors. Faber and its licensors reserve all rights to and for the Product Software. The Product Software (and all copies thereof) is licensed to you, not sold, under this EULA, and you will have no other rights or interest in the Product Software.

Term and Termination
This EULA and the license granted herein commence on the date you first use the Product Software or the Product and remain in effect for the duration of the relevant Faber Digital Service unless this EULA is terminated earlier as provided in this section. Faber may terminate this EULA at any time if you fail to comply with any term herein. Upon termination of this EULA, the license granted hereunder to connect to Faber Digital Services will terminate, and you must cease all use of the relevant Product Software and any Faber App that connects to it.

This EULA automatically terminates upon valid withdrawal from any underlying purchase contract relating to the Product and terminates, without notice from Faber or any other party from whom the purchase was made, at the moment the withdrawal becomes effective.

Warranty Disclaimer
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, FABER PROVIDES THE PRODUCT SOFTWARE AND SOFTWARE EMBEDDED OR INSTALLED ON ACCESSORY DEVICES "AS IS" AND DISCLAIMS ALL WARRANTIES AND CONDITIONS, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE (such as air quality monitoring for safety or receiving maintenance or air quality alerts or preventing mechanical defects or wear of the Product), COMPLETENESS, AND ACCURACY. FABER DOES NOT WARRANT ANY SPECIFIC RESULT FROM THE USE OF SUCH SOFTWARE. FABER DOES NOT GUARANTEE UNINTERRUPTED USE OF SUCH SOFTWARE, NOR THAT IT IS FUNCTIONAL OR RELIABLE, FREE OF VIRUSES OR OTHER HARMFUL CODE, SECURE OR ERROR-FREE.

YOU USE ALL DEVICE DATA, THE PRODUCT, OR ACCESSORY DEVICE SOFTWARE AT YOUR OWN DISCRETION AND RISK. YOU WILL BE SOLELY RESPONSIBLE FOR (AND FABER DISCLAIMS ALL LIABILITY FOR) ANY LOSS, LIABILITY, OR DAMAGE ARISING FROM THE USE OF PRODUCT INFORMATION, PRODUCT SOFTWARE, OR THE PRODUCT.

Limitation of Liability
FABER'S TOTAL LIABILITY TO THE END USER, WHETHER FOR NEGLIGENCE, BREACH OF CONTRACT, WARRANTY, OR ANY OTHER BASIS OF ACTION, SHALL BE LIMITED TO THE LOWER OF 3000 EUR PER CLAIM AND PER CALENDAR YEAR OR ANY FEE PAID UNDER A SUBSCRIPTION BY THE END USER. FABER SHALL NOT BE LIABLE TO THE END USER FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, EXEMPLARY DAMAGES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, LOST PROFITS, BUSINESS INTERRUPTION, OR LOSS OF GOODWILL, ARISING FROM OR RELATED TO THESE SERVICE TERMS, THE USE OR INABILITY TO USE THE FABER DIGITAL SERVICES OR THE CONTROLLED PRODUCT. IN NO EVENT SHALL FABER BE LIABLE FOR ANY DAMAGE RESULTING FROM THE MANAGEMENT OF THE PRODUCT SOFTWARE, RELATED COMPONENTS, CONTROLLED OR CONNECTED DEVICES, OR ANY RELATED ACCESSORY DEVICE AS PROVIDED IN THESE SERVICE TERMS. THESE LIMITATIONS WILL APPLY EVEN IF THE ESSENTIAL PURPOSE OF ANY LIMITED REMEDY IS NOT MET.

Product Software Limitations
You agree (a) to allow only authorized users or Faber to use the Product Software; (b) to promptly notify Faber upon becoming aware of any unauthorized, actual, or suspected use of the Product Software, or any other breach or suspected breach of security related to Faber Digital Services. Faber will not be liable for any loss or damage arising from unauthorized use of the Product Software; (c) to permit the installation of new software versions, such as bug fixes and patches when required.

Miscellaneous
Severability. If one or more provisions of this EULA are held invalid, illegal, or unenforceable, this will not affect any other part of this EULA. Failure or delay of either party in exercising any right under this document will not constitute a waiver of such right.
Amendments. Faber, at its sole discretion, reserves the right to modify the terms and conditions of this EULA at any time. The updated terms will be accessible through the Faber App and will be communicated to the End User. The End User agrees to any modified terms by continuing to use Faber Digital Services. If you do not accept the updated terms, you must stop using Faber Digital Services immediately.
Applicable Law. This EULA will be governed by and construed in accordance with the laws of Italy, excluding any conflict-of-law principles. The UN Convention on Contracts for the International Sale of Goods will not apply. All disputes arising out of or in connection with this EULA shall be resolved in Italy, in accordance with the Italian law.

Contact Information
For inquiries about this EULA, you may contact Faber at:

Agreement
By clicking "I agree" or similar buttons, or by using the Faber Product Software or Faber Digital Services, you confirm that you have read, understood, and agreed to this EULA.

This EULA template includes key elements typically found in such agreements, and it has been customized to reflect Faber's specifics based on the provided scenario. However, it's essential to have this reviewed by legal counsel to ensure compliance with all applicable laws and regulations and to address any specific business needs.