License Agreement for Danfoss Heat Exchanger selection software (HEX SSW)

---

CAREFULLY READ THIS SOFTWARE LICENSE AGREEMENT ("AGREEMENT" or “Agreement”). BY DOWNLOADING THE SOFTWARE AND/OR CLICKING THE APPLICABLE BUTTON TO COMPLETE THE INSTALLATION PROCESS, YOU AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT. IF YOU DO NOT WISH TO BECOME A PARTY TO THIS AGREEMENT AND BE BOUND BY ITS TERMS AND CONDITIONS, DO NOT INSTALL OR USE THE SOFTWARE. If You are accepting these terms on behalf of an entity, You agree that You have authority to bind the entity to these terms. The terms of this Agreement apply to the software provided with this Agreement, all updates or upgrades to the software that may be provided later by Danfoss, unless such update or upgrade comes with separate software license terms (collectively "Software" or "SOFTWARE").

1. License

This Agreement is entered into between Danfoss A/S (“Danfoss”) and you or the entity on behalf of which you accept this Agreement (collectively “You” or “User”). Upon acceptance of this Agreement Danfoss grants You a limited, non-exclusive, non-transferable, royalty-free, worldwide license (“License”) to install and use the Software for User’s use on any device that User owns or controls. The License is granted subject to User’s acceptance of, and compliance with, the following:

• The terms of this Agreement
• Danfoss Privacy Policy

Danfoss reserves the right, at its sole discretion, to terminate the License at any time and/or to change, suspend, remove or disable User’s access to the Software at any time without notice. The License does not transfer any ownership rights to You. Danfoss shall remain the exclusive owner of any and all intellectual property rights concerning the Software, including without limitation patents, inventions, copyrights, database rights, design rights (whether registered or not), trademarks, trade names, logos, trade secrets and know-how.

2. Open source Software

The Software may include certain third party open source and free software components ("Open Source Components"), each of which has its own copyright and its own license conditions ("Open Source License"). To the extent any Open Source License grants the User rights to use, copy or modify the Open Source Component that are broader than the rights granted in this Agreement, then such rights shall take precedence over the rights and restrictions granted in this Agreement solely for such Open Source Components. The Open Source Components are provided "as is" by the third party licensors who disclaim all liabilities, damages, (even if they have been advised of the possibility of such damages), warranties, indemnities and other obligations of any kind, express or implied, with regard to the Open Source Components. The Open Source Components are excluded from any indemnity provided by Danfoss in this License.

3. Support

Danfoss may at its sole discretion make available to the User support services in respect to the Software. For support please email: phecalc@sondex.dk

4. Contact and communication

You accept and permit Danfoss to contact you concerning the Software, and Danfoss’ products, services, and events. Such contacts may be carried out via the Software, or directly by phone or email. You may at any time withdraw this consent by sending an email to phecalc@sondex.dk.

5. Restrictions

Except as expressly permitted by Danfoss You may not

• use the Software for any purpose except in compliance with this Agreement;
• copy or reproduced the Software in any form;
• sublicense, rent, lease, sell, distribute the Software or exploit the Software commercially;
• modify, reverse-engineer, decompile, de-assemble the Software, or in any other way attempt to investigate the source code of the Software;
• Alter or remove the copyright notices from the Software

6. Limitation of Liability

To the extent not prohibited by law, in no event shall Danfoss be liable for any direct, special, indirect or consequential damages, whatsoever, including, without limitation, damage to property, damages for loss of savings or profits, or loss of data arising out of any use of the Software, or arising out of any inability to use the Software.

7. Disclaimer of warranty

This License and Software is provided on an “as is” and “as available” basis for the agreed purposes only and any use hereof is at User’s sole risk. Danfoss disclaims all warranties and conditions regarding the Software, whether express, implied, or statutory, including, but not limited to, conditions of merchantability, satisfactory quality, fitness for a particular purpose, accuracy and non-infringement of third parties’ rights. Danfoss does not warrant that the Software will meet your requirements or that the operation hereof will be uninterrupted or error-free.

8. Miscellaneous

Entire agreement - This Agreement supersedes all prior agreements, understandings or arrangements (both oral and written) relating to the subject matter of this Agreement. Automatic termination - The License shall automatically terminate upon User’s breach of any of the terms of this Agreement. Danfoss may at any time terminate the License at its sole discretion without prior notice. Amendments - No variation, supplement or replacement of this Agreement or any of its terms, including this provision, shall be effective unless in writing and signed by or on behalf of each party. Severability - If one or several provisions of this Agreement become invalid or unenforceable, the remaining provisions of the Agreement are not affected thereby. Choice of law and venue - This Agreement and the License is subject to the laws of Denmark without regard to conflict of laws provisions. Any dispute arising out of or in connection with this Agreement shall be submitted to the exclusive jurisdiction of the courts in Denmark.