This agreement applies to the software and applications associated with certain products provided by MCA Systems S.A.S (Horus). By using the software that is included in any Horus product («Product»), downloaded from Horus, or any other Horus software or application (collectively the «Software»), you accept the terms of this End-User License Agreement («AGREEMENT») between you and Horus.
If you are entering into this agreement on behalf of an organization, you represent and warrant that you have the authority to sign this AGREEMENT on behalf of the organization and that the organization agrees to be bound by all of the terms of this AGREEMENT. You also represent that you are of legal age in your jurisdiction or area of residence to use or access the software and to enter into this Agreement.
IF YOU DO NOT ACCEPT THE TERMS OF THIS AGREEMENT, OR YOU DO NOT HAVE THE LEGAL CAPACITY OR AUTHORITY TO ACCEPT THIS AGREEMENT ON BEHALF OF THE ORGANIZATION, YOU MAY NOT USE THE PRODUCT SOFTWARE.
Website
You may also access certain Software or related services from the website located at www.horussmartcontrol.com and any other related Horus website (collectively the «Website»). The services accessed through the Website or the software or applications that may be downloaded to your Product, mobile device, tablet, personal computer or other device (collectively the «Services») are governed by the Terms of Use available at www.horussmartcontrol.com/legal.
Any information you provide to Horus or that is collected through the Product is governed by the terms of Horus’s Privacy Policy located at www.horussmartcontrol.com/legal. Your purchase of the Product is governed by Horus’s Limited Warranty, the terms of which are provided with the Product and can be found at www.horussmartcontrol.com/garantia. The terms and conditions of this Agreement describe the authorized uses and users of the Software.
License Grant
Provided that you comply with all of the terms and conditions of this AGREEMENT and pay all applicable fees, Horus grants you a limited, non-exclusive, non-transferable, internal license to use the applicable Software licensed hereby, in executable object code form only, solely for your use on the applicable device that you own or control, and solely for your use in connection with the applicable Products.
All rights of every kind not expressly granted to you in this AGREEMENT are reserved in their entirety and exclusively to Horus. You may use this Software only as expressly stated in this AGREEMENT. You may not rent, lease, lend, sublicense, modify, translate, reverse engineer, decompile, disassemble, or create derivative works based on the Product or Software, or assist or permit another person to do so. You may not remove or alter any trademark, logo, copyright or other proprietary notices, legends, symbols or labels on the Software.
Horus and Third-Party Intellectual Property
The Software and associated documentation and all copyrights, trade secrets and other intellectual-property rights worldwide are the exclusive property of Horus and its licensors. Horus and its licensors reserve all rights in the Software not expressly granted to you in this AGREEMENT. The Software is licensed, not sold, to you under this AGREEMENT. There are no implied licenses in this AGREEMENT.
Certain third-party independent code items may be included in the Software that are subject to the GNU General Public License («GPL») or other open-source licenses («Open-Source Software»). The Open-Source Software is licensed under the terms of the license that accompanies such Open-Source Software. Nothing in this AGREEMENT limits your rights under, or grants you rights that replace, the terms and conditions of any applicable end-user license for such Open-Source Software. In particular, nothing in this AGREEMENT restricts your right to copy, modify and distribute such Open-Source Software subject to the terms of the applicable license.
If required by any license for a particular Open-Source Software, Horus makes such Open-Source Software, and any Horus modifications to that Open-Source Software, available in writing to Horus at the email or postal address listed below.
Any feedback, comments, ideas or suggestions you provide regarding the Products, Software or related services are the property of Horus and may be used, published or incorporated into Horus Products without need of your permission.
Horus Services and Third-Party Providers
Horus provides certain services to users of its products through providers and subcontractors of its choosing at its discretion. This includes, without limitation, digital photography and video storage services that are provided as standard features on most Horus controller products.
Standard video-storage services allow users to automatically archive up to 1 GB of video material stored on servers maintained by third parties contracted by Horus. When a user’s archived data reaches the 1 GB limit, Horus automatically deletes photos and videos on a first-in, first-out basis, unless a user has specifically marked video or photo images not to be deleted.
Updates
Horus may, from time to time, develop bug fixes, updates and other modifications to improve the performance of the Software («Updates»). You acknowledge that it may be necessary to install Updates to use the Software and that you agree to promptly install any Updates that Horus provides.
In addition, you acknowledge that Horus may update the Software without requiring any further consent or action from you, and you agree that Horus may update the Software, as described above, by connecting it to the Horus server. If you do not want such updates, your remedy is to stop using the applicable Internet services together with the Software, or to stop using the Software entirely.
Term
This AGREEMENT and the license granted hereunder shall enter into force on the date you first use the Software or the Product and shall continue for as long as you own the Product, unless this AGREEMENT is terminated earlier.
Horus may terminate this AGREEMENT at any time if you breach any term hereof or fail to pay any fee when due to Horus. You may terminate this AGREEMENT with written notice to Horus.
In the event of any termination of this AGREEMENT or your rights hereunder, all provisions of this AGREEMENT except your rights under the license grant shall survive such termination, and you agree to remain bound by these terms. Upon termination, you may no longer use the Software.
Modification of the Agreement
Horus reserves the right to change or alter this license agreement at any time with or without prior notice. All changes are immediately effective upon posting on the website www.horussmartcontrol.com/legal, and the end user accepts the terms of the agreement by using the Horus platform and its current features.
Disclaimer of Warranty
NOTWITHSTANDING ANYTHING TO THE CONTRARY AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, HORUS PROVIDES THE SOFTWARE «AS IS» WITHOUT WARRANTY OF ANY KIND, UNLESS EXPRESSLY STATED OTHERWISE. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, HORUS DISCLAIMS ALL OTHER WARRANTIES, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY HORUS OR AN AUTHORIZED REPRESENTATIVE OF HORUS SHALL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF THIS WARRANTY. HORUS DOES NOT WARRANT THAT THE SOFTWARE WILL BE UNINTERRUPTED, FREE OF VIRUSES OR OTHER HARMFUL CODE, TIMELY, SECURE OR ERROR-FREE.
Limitation of Liability
(A) Horus will not be liable to you or any third party for any loss of use, loss of data, loss of profits, or indirect, consequential, exemplary, incidental, special or punitive damages related to the Software or this AGREEMENT, even if Horus has been advised of the possibility of such damages.
(B) Horus’s total cumulative liability in connection with the Software and this AGREEMENT —whether in contract, tort or otherwise— shall not in the aggregate exceed the portion of the fees paid for the products or services related to such claim during the twelve (12) months immediately preceding the event giving rise to this liability, or the replacement of defective media or the provision of a similar product, as determined by Horus at its discretion. The existence of more than one claim will not enlarge this limit.
Horus disclaims all liability of any kind of its providers, distributors and dealers. Horus is not responsible for any liability arising from content provided by you or by third parties accessing through the Product and/or any material related to such content.
You use all Product information, the Software and the Product at your own discretion and risk. You will be solely responsible for (and Horus disclaims) any and all loss, liability or damage —including to your HVAC system, plumbing, home, Product, other peripherals connected to the Product, computer, mobile device, and all other items and pets in your home— resulting from your use of the Product information, the Product Software or the Product.
Some jurisdictions do not allow the exclusion or limitation of incidental, consequential or special damages, so certain of the exclusions and limitations contained in this AGREEMENT may not apply to you.
Export Restrictions and Controls
You agree to comply with all applicable export and import laws, restrictions and regulations of any Colombian or foreign agency or authority, and not to export, re-export or import the Software or any direct product thereof in violation of such restrictions, laws or regulations, or without having all necessary approvals. For example, you may not export or re-export any product, software or technical data received from Horus —or any direct product of such products, software or data— to any proscribed country, party or entity listed in the applicable laws, regulations and rules of the government of Colombia, or any applicable foreign governmental authority, unless properly authorized.
As applicable, you and Horus shall obtain and bear all expenses and responsibilities related to the agreements and/or waivers necessary with respect to your own export or re-export of the Software. The information regarding export laws set forth herein is not necessarily complete, and you should consult the relevant government authority for further information.
The Software is of a commercial nature and is a «Commercial Item», as defined in 48 C.F.R. 2.101, consisting of «Commercial Computer Software» and «Commercial Computer Software Documentation», as defined in 48 C.F.R. 252.227-7014(a)(5) and 48 C.F.R. 252.227-7014(a)(1), and used in 48 C.F.R. 12.212 and 48 C.F.R. 227.7202, as applicable. In accordance with 48 C.F.R. 12.212, 48 C.F.R. 252.227-7015, 48 C.F.R. 227.7202 to 227.7202-4, 48 C.F.R. 52.227-19 and other relevant sections of the U.S. Federal Regulations Code, as applicable, the Software and all related publications, commercial computer software and commercial computer software documentation are distributed and licensed to end users of the Government of Colombia, where applicable, with only those rights granted to all other end users, in accordance with the terms and conditions contained in this AGREEMENT.
Data Protection
Customer security and privacy is our top priority. We understand the importance of your personal data, and we take steps to protect and safeguard it whenever it is stored on our infrastructure. The General Data Protection Regulation (GDPR) imposes additional requirements on companies that collect or store personal data of European Union residents.
Our policies regarding data ownership and protection focus on giving you the confidence that your data remains secure and under your control. We have established a series of measures to ensure that customers and their data are treated in a manner consistent with the principles of privacy and industry best practices.
In this regard, please refer to our Privacy Policy (https://www.horussmartcontrol.com/politica-de-uso-de-datos-personales/) for information on how we collect, use and disclose information from our users. You acknowledge and agree that your use of our Services, the Platform, the Software, the Product and the Website is subject to our Privacy Policy.
General Legal Provisions
(A) This AGREEMENT constitutes the entire agreement between you and Horus on the subject hereof, and may only be modified by a written amendment signed by you and an authorized executive of Horus.
(B) Except to the extent that applicable law (if any) provides otherwise, this AGREEMENT shall be governed by the laws of Colombia, excluding its conflict-of-laws provisions.
(C) You expressly agree that jurisdiction for any claim or dispute arising from the use of the Software lies in the courts of Colombia, and you consent to the personal jurisdiction thereof.
(D) This AGREEMENT shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods.
(E) YOU AND HORUS JOINTLY WAIVE YOUR RESPECTIVE RIGHTS TO A JURY TRIAL of any claim or cause of action arising directly or indirectly from, related to, or in any way connected with the performance or breach of this AGREEMENT, and/or the relationship being established between you and Horus. The scope of this waiver is intended to encompass all and every dispute that may be filed in any court or other tribunal (including, without limitation, contract claims, tort claims, breach of duty claims, and any other common-law and statutory claims). This waiver is irrevocable, meaning it cannot be modified orally or in writing, and the waiver shall apply to any modification, renewal, supplement or amendment of this AGREEMENT and related documents or to any other document or agreement relating to this transaction or any related transaction. In the event of litigation, this Agreement may be filed as written consent to a bench trial.
(F) If any part of this AGREEMENT is held invalid or unenforceable, that part shall be construed to reflect the original intent of the parties, and the remaining parts shall remain in full force and effect, or Horus may, at its discretion, terminate this AGREEMENT.
(G) The controlling language of this AGREEMENT is Spanish. If you have received a translation into another language, it has been provided for your convenience only.
(H) A waiver by either party of any term or condition of this AGREEMENT or any breach thereof shall not waive such term or condition or any subsequent breach thereof.
(I) You may not assign or transfer by operation of law or otherwise this AGREEMENT or any right or obligation herein. Horus may assign this AGREEMENT to any entity at its sole discretion.
(J) This AGREEMENT shall be binding upon and inure to the benefit of the parties, their successors and authorized assigns.
(K) Neither party shall be in default or be liable for any delay, failure to perform (other than the obligation to pay) or interruption of service resulting directly or indirectly from any cause beyond its reasonable control.