Honeywell Voice Automated Solutions - End User License Agreement

IF YOU ARE A TEAM ADMINISTRATOR THAT IS ENTERING INTO THIS AGREEMENT AS AN AGENT, EMPLOYEE, OR REPRESENTATIVE OF AND ON BEHALF OF A COMPANY OR LEGAL ENTITY, THE TEAM ADMINISTRATOR REPRESENTS AND WARRANTS THAT THE TEAM ADMINISTRATOR HAS THE RIGHT, POWER, AND AUTHORITY TO BIND THE COMPANY OR LEGAL ENTITY AND ITS USERS TO THIS AGREEMENT. IF A TEAM ADMINISTRATOR DOES NOT HAVE SUCH AUTHORITY, OR IF THE TEAM ADMINISTRATOR OR ANY USER DOES NOT AGREE TO THE TERMS AND CONDITIONS AS CONTAINED IN THIS AGREEMENT, SUCH TEAM ADMINISTRATOR MUST DECLINE AND NOT ACCESS OR USE THE OFFERING AND MUST NOT ALLOW OR PROVIDE ANY USER ACCESS OR PERMISSIONS TO USE THE OFFERING.

ANY USE OF AND ACCESS TO THE OFFERING BY YOUR TEAM ADMINISTRATOR OR USERS IS CONDITIONED UPON YOUR ACCEPTANCE OF AND COMPLIANCE WITH THIS AGREEMENT AND THE TERMS AND CONDITIONS AS CONTAINED HEREIN, AS WELL AS ALL EXHIBITS, ORDER FORMS, AND INCORPORATED POLICIES (COLLECTIVELY, “AGREEMENT”).

BY (1) ELECTRONICALLY CLICKING AND ACCEPTING THIS AGREEMENT, (2) SETTING UP AN ACCOUNT OR PROFILE TO USE AND ACCESS THE OFFERING REFERENCING THIS AGREEMENT, (3) EXECUTING AN ORDER FORM FOR THE OFFERING REFERENCING THIS AGREEMENT, OR (4) OTHERWISE DOWNLOADING, INSTALLING, ACCESSING OR USING THE OFFERING OR ITS RELATED SERVICES (EACH A “COMMENCEMENT EVENT”), ALL OF YOUR USERS AGREE TO FOLLOW AND BE BOUND BY THIS AGREEMENT. THE TERMS AND CONDITIONS INCLUDED IN THIS AGREEMENT SHALL APPLY TO THE PROVISION, ACCESS, AND USE OF THE OFFERING AT ALL TIMES (INCLUDING DURING ANY FREE OR BETA TRIALS).

IF YOU DO NOT AGREE TO THE TERMS OF THIS AGREEMENT, DO NOT CLICK ACCEPT / AGREE OR USE THE OFFERING.

IN THE EVENT THE PARTIES HAVE AGREED TO AND FINALLY EXECUTED AND ACTIVE/EXISTING SOFTWARE LICENSE AGREEMENT ("SLA") FOR THE HONEYWELL VOICE AUTOMATED SOLUTIONS HEREUNDER. THE PARTIES ACKNOWLEDGE THAT THE CUSTOMER AND AUTHORIZED USERS WILL BE REQUIRED TO CLICK (“ACCEPT/AGREE”) AND THIS IS A ROUTINE CONDITION AND MECHANICAL MEANS OF ACCESS TO THE SOFTWARE SERVICES.  IN THE EVENT OF CONFLICT BETWEEN THE CLICK THRU EULA PROVISIONS HEREIN AND ANY TERMS AND CONDITIONS OF THE SLA, THE RELEVANT TERMS AND CONDITIONS OF SLA SHALL GOVERN TO THE EXTENT OF SUCH CONFLICT.

 

HONEYWELL VOICE AUTOMATED SOLUTIONS - END USER LICENSE AGREEMENT

This end user license agreement (the "Agreement" or “EULA”) is a legal agreement between you, an individual or entity, (>you" or >your") and either: (i) Hand Held Products, Inc., a wholly-owned subsidiary of Honeywell International Inc. (>Honeywell"); or (ii) if there is a Company Agreement (as defined below) and Honeywell is not a party to it, each Honeywell’s affiliate(s) that is a party to the Company Agreement (>us", >we" or >our") regarding your: (i) use of software and/or applications provided to you by us or our affiliates, either directly or indirectly including via resellers or on-line store ; and/or (ii) access to online portals, internet sites and other interfaces or means of access to our products and services including any SaaS offerings, libraries, code samples, ML models, VPNs, APIs etc. (collectively >Software"). If you are using the Software on behalf of, or given access by, your employer or another entity (the >Company"), this Agreement may be supplemented by separate terms and conditions executed between Company or related entities and us or our affiliates relating to the Software (the >Company Agreement") and this Agreement will not be construed to limit any rights, obligations or responsibilities in any such Company Agreement.

 

  1. Rights. Subject to payment of applicable fees and Clause 2 and for the period you are authorized by us to access the Software we: hereby grant you a personal, revocable, non-exclusive, non-assignable, non-transferable right to download, install, and/or access, and use a single copy of the Software and any related documentation, solely for your own business or other permitted purposes. You may not resell the Software or, permit third parties to use them or make copies (except for back up purposes) unless agreed by us in writing. We reserve all of our intellectual property rights in the Software including any not expressly granted to you in this Agreement. Except as otherwise agreed under the Company Agreement, if Software licensed for use on a specific hardware device or terminal, it may not be transferred to another hardware device or terminal without our prior written consent.

     

  2. Acceptable Use. Except as permitted by Honeywell in writing, you shall not, and shall not authorize any third party, to use the Software for purposes of, or in connection with: (a) translating or localizing the Software; (b) distributing, selling, lending, renting, transferring, or conveying the Software; (c) granting any sublicense, lease, or other rights in the Software to any third party (d) decompiling, disassembling, reverse engineering, making machine code human readable or creating derivative works or improvements, or otherwise attempting to reconstruct, identify, or discover any source code, underlying user interface architecture or techniques, or algorithms of the Software by any means whatsoever and for any purpose whatsoever; (e) introducing, transmitting or storing malicious code; (f) interfering with or disrupting the integrity or performance of the Software, or attempting to gain unauthorized access to any content or workflows of the Software or its related systems, servers or networks, (g) interfering with the security and/or operation of the Software (including probing, scanning or testing the vulnerability of any security measures or misrepresenting/redirecting transmission sources); (h) framing or mirroring outside of your own intranets; (i) creating, benchmarking or gathering intelligence for a competitive offering; (j) defaming or harassing, transmitting obscene, libelous or otherwise unlawful materials; (k) infringing another’s intellectual property rights including failing to obtain permission to upload/transfer/display works of authorship; (l) intercepting or expropriating data; (m) spamming, spoofing or otherwise misrepresenting transmission sources; (n) probing, scanning or testing the vulnerability of any security measures associated with the Software or supporting system or network; (o) employing them in hazardous environments requiring fail-safe performance where failure could lead directly or indirectly to personal injury (including death) or property or environmental damage, such as nuclear facilities, aircraft navigation or communication, traffic control, direct life support or weapons systems; or (p) any use that would reasonably be expected to cause liability or harm to Honeywell or our customers. During the term of this Agreement and 24 months after, we or our designee can, during normal business hours upon reasonable notice, access, inspect and audit, your compliance with this Agreement and you will furnish such information and access to personnel as we may reasonably request. We have the right to monitor usage.

     

  3. Accounts, Updates, Support. In operating your account you must; (i) maintain strict confidentiality of user names, passwords or other credentials; (ii) not allow others to use your credentials or access your account; and (iii) immediately notify us of any unauthorized use or breach of security related to your account. You will be responsible for access by any party you authorize. We may use rights management features (e.g. a lockout) to prevent unauthorized use. We or an applicable app store may automatically install updates to any Software. If you do not want to have updates installed, your remedy is to stop using the Software. If you are provided with an option to update, you understand that failure to do so may mean loss of features or functions including security. We are not providing you with any dedicated support or maintenance for the Software, except to the extent agreed otherwise in writing (including in any relevant Company Agreement). We are not responsible or liable for any problems, unavailability, delay or security incidents arising from or related to: (i) conditions or events reasonably outside of our control; (ii) cyberattack; (iii) the public internet and communications networks; (iv) data, software, hardware, telecommunications, infrastructure or networking equipment not provided by us; (v) your and Users negligence or failure to use the latest version or follow published documentation; (vi) modifications or alterations not made by us; or (vii) unauthorized access via your credentials.

     

  4. Data. Certain Honeywell products may include Software that collects information about how, and under what conditions, the Honeywell product is used and functions. This information may include, but is not limited to, information regarding user input (such as touch panel, keyboard, and trigger use), power and power management (such as battery level and status and recharge time) docking events, system up and down time, backlighting use, voice/audio capture, information from any sensors (such as location, motion, temperature, and ambient lighting), and use with peripherals. In addition, we may collect recordings depicting speech from Honeywell products. Any such information collected shall be converted to a digitized or a mathematical form, and is collected, in a manner that does not verify the identity of any person, solely for the purpose of performing troubleshooting activities or for improving performance of Honeywell products. As between us and you and unless agreed otherwise in separate agreements or the Company Agreement, you retain all rights over data and other information that you or persons acting on your behalf input, upload, transfer or make available in relation to, or which is collected from your devices or equipment by, the Software (>Input Data"). Unless agreed otherwise in the Company Agreement: (i) Honeywell has the right to retain, transfer, disclose, duplicate, analyze, modify and otherwise use Input Data to provide, protect, improve or develop our products or services; and (ii) Honeywell may also use Input Data for any other purpose provided it is in an anonymized form that does not identify you. All information, analysis, insights, inventions and algorithms derived from Input Data by Honeywell or its affiliates (but excluding the Input Data itself) and any intellectual property rights obtained related thereto, are owned exclusively and solely by us and are our confidential information. Any Personal Data contained within Input Data shall only be used or processed in accordance with Clause 6, the data privacy terms of any relevant Company Agreement and applicable law. You have sole responsibility for obtaining and providing all consents, releases, notices and permissions, and satisfying all requirements necessary to permit our use of Input Data. You shall, at your cost and expense, defend, indemnify and hold harmless Honeywell and its affiliates, sub-contractors and licensors from and against all losses, awards and damages (including attorneys’ fees), arising out of claims by third parties related to our possession, processing or use of Input Data. This right of indemnification, includes, without limitation, any claims made against Honeywell or its affiliates (including its or their sub-contractors and licensors) arising out of your alleged violations of the Illinois Biometric Information Privacy Act (740 ILCS 14/10 et seq.), or any other statute or regulation governing your collection, possession, use, disclosure, transfer, storage, or dissemination of Input Data.

     

  5. IP. All right, title and interest, including all intellectual property rights (including copyrights, trademarks and patents), proprietary rights (including trade secrets and know-how), and moral rights (including rights of authorship and modification) throughout the world ("IPR") in and to the Software and all of their derivative works, modifications and improvements, are retained by Honeywell or its licensors and is Honeywell’s confidential information. The internal operation, working and processes and performance of the Software (including results of evaluation or trial) is Honeywell’s confidential information. We are free to use suggestions or feedback provided regarding the Software without restriction. You shall not remove, modify or obscure any proprietary rights notices.

     

  6. Privacy. Data about you, your Company and/or its affiliates and their respective employees, contractors or agents that is recognized under applicable law as "personal data" or equivalent terms (collectively >Personal Data") may be processed in relation to this Agreement and the Software or Company Agreement, including in accordance with this scope: (i) data subjects – you or your Company’s employees and respective affiliates, customers, contractors and service providers; and (ii) data categories - name, contact information (including addresses, emails and telephone numbers), IP address, location information, images, video and system, facility, device or equipment usage data. Unless otherwise agreed in separate agreements or the Company Agreement, to the extent the laws of a jurisdiction recognize the roles of "data controller" and "data processor" as applied to Personal Data then, as between Honeywell and Company, Company acts as data controller and we act as data processor and shall process Personal Data solely on behalf of and in accordance with Company’s or users’ documented instructions, this Agreement, the Company Agreement and/or applicable privacy laws and only to the extent, and for so long as necessary, to provide, protect, improve or develop the Software and/or related services and perform rights and obligations under this Agreement or the Company Agreement. In your course of using our Software, we may process your personal information as a controller. Please refer to the Honeywell Privacy Statement for more information as it describes the types of information we collect from you and your devices, how we use your information and how you can exercise your data subject rights under applicable law

     

  7. Third Party Software. The Software may include or be distributed with third party software, including open-source software ("Third-Party Software"). Use of Third-Party Software is subject to the terms of this Agreement and the Company Agreement, as well as any separate license terms accompanying such Third-Party Software. You acknowledge that you are solely responsible for complying with any applicable licenses for such Third-Party Software.

     

  8. Compliance. You must comply with all laws applicable to your use of the Software including data privacy or localization, anti-bribery and export control laws (i.e. export to embargoed, prohibited or restricted countries or access by prohibited, denied and designated persons) and your rights to use the Software is subject to such compliance. For purposes of FARs, DFARs and access by governmental authorities, the Connected Solutions and Input Data are "commercial computer software", "commercial computer software documentation" and "restricted data" provided to you under "Limited Rights" and "Restricted Rights" and only as commercial end items.

     

  9. Term, Suspension. This Agreement commences upon the first to occur of when you click agree (or similar term) or download/install/access and continues until termination or expiry of the relevant Company Agreement pursuant to which your access to our Software and its related products and services is granted. We may terminate this Agreement if you breach it, your use is fraudulent or may subject us to potential liability, we are entitled to terminate or suspend your rights under this Agreement or the Company Agreement, (i) if your access is not authorized or if we suspend or end operation or use of the Software. Upon any termination, you must immediately (i) stop using/accessing the Software and (ii) uninstall and delete all copies of the Software, from your systems, servers and networks.

     

  10. Warranty Disclaimer. THE SOFTWARE ARE PROVIDED WITH NO WARRANTIES OR REPRESENTATIONS OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE, ON BEHALF OF OURSELVES AND LICENSORS AND SUPPLIERS, EXPRESSLY DISCLAIM ALL SUCH WARRANTIES AND REPRESENTATIONS INCLUDING BUT NOT LIMITED TO THOSE OF MERCHANTABILITY FITNESS FOR PURPOSE AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SOFTWARE WILL OPERATE WITHOUT INTERRUPTION, OR BE ERROR FREE.

     

  11. Limitation of Liability. HONEYWELL WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS OR REVENUES. HONEYWELL’S CUMULATIVE, AGGREGATE LIABILITY TO YOU WILL NOT EXCEED $100. THE LIMITATIONS AND EXCLUSIONS IN THIS SECTION APPLY TO ALL CLAIMS AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO THIS AGREEMENT, REGARDLESS OF FORM, WHETHER IN CONTRACT, TORT OR OTHERWISE, EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES.

     

  12. Governing Law and Dispute Resolution. Any claims arising out of or relating to this Agreement will be governed by the substantive laws of the State of New York, without regard to conflicts of laws principles, and excluding the United Nations Convention on the International Sale of Goods of 1980 (and any amendments or successors thereto), and the federal or state courts in New York, New York will have exclusive jurisdiction of any dispute.

     

  13. Miscellaneous. This Agreement and the rights granted herein are not assignable or transferrable by you. We may assign or transfer this Agreement or any rights in it with or without notice to you. Unenforceable provisions will be reformed to permit enforceability with maximum effect to the original intent. Waiver of a breach is not waiver of other or later breaches. The parties are independent contractors of the other. If required by our written contract with them, certain of our licensors are third party beneficiaries of this Agreement. The controlling version of this Agreement is this English language version regardless translation. Provisions of this Agreement that by their nature should continue in force beyond the completion or termination of this Agreement will remain in force. The word "including" is exemplary meaning "including without limitation" or "including, but not limited to." The words "shall," "will," and "must" are obligatory while "may" is permissive, giving a right, but not obligation.

     

Updated September 10, 2025