CARRIER SOFTWARE LICENSE

THIS LICENSE AGREEMENT GRANTS YOU LIMITED RIGHTS TO USE THE SOFTWARE. PLEASE READ THIS AGREEMENT CAREFULLY. BY DOWNLOADING OR USING THE SOFTWARE, YOU AGREE TO BE BOUND BY THE TERMS OF THIS LICENSE. IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENSE, PLEASE DELETE THE SOFTWARE AND DOCUMENTATION FROM YOUR SYSTEM.

I. LICENSE: Carrier grants YOU a limited license to:

a) use the Carrier Electronic Catalog software only on as many personal computers or workstation within your place of business as you wish;

b) load, copy or transmit the Carrier Electronic Catalog software as necessary for execution on a personal computer or workstation; and

c) make archival copies as provided by U.S. Copyright Law.

II. LICENSE RESTRICTIONS: This License transfers no title to any Carrier Electronic Catalog software licensed to YOU. Carrier Electronic Catalog software contains proprietary technology including trade secrets, and YOU may not decompile or reverse assemble the Carrier Electronic Catalog software. You may only use the Carrier Electronic Catalog software for the specific purpose of selecting, quoting and specifying Carrier HVAC equipment. YOU may not modify, adapt, translate, or make derivative works based on the Carrier Electronic Catalog software.

III. LIMITED WARRANTY:

3.1 CARRIER WARRANTY: CARRIER warrants the media upon which the Carrier Electronic Catalog software is recorded to be free of defects in workmanship and material for 90 days from delivery.

3.2 DISCLAIMER OF WARRANTIES: Except for the above warranty, the Carrier Electronic Catalog software is licensed "AS IS" without warranty of any kind, express or implied. CARRIER SPECIFICALLY DISCLAIMS THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. Some states do not allow the exclusion or limitation of warranties, so the above limitation may not apply to YOU.

3.3 EXCLUSIVE REMEDIES: Carrier will replace any defective Carrier supplied media reported to it during the warranty period. At its option, Carrier may refund YOUR purchase price.

3.4 THIRD PARTY WARRANTY: Carrier does not warrant Third Party software, which Carrier distributes strictly "As Is".

IV. LIMITATION OF LIABILITY: CARRIER'S LIABILITY TO YOU FOR ANY CLAIM IS LIMITED TO YOUR PURCHASE PRICE. THIS LIMITATION WILL APPLY REGARDLESS OF THE FORM OF CLAIM, WHETHER CONTRACT OR TORT. THIS LIMITATION DOES NOT APPLY TO PERSONAL INJURY CAUSED BY CARRIER'S NEGLIGENCE. UNDER NO CIRCUMSTANCES WILL CARRIER BE LIABLE TO YOU FOR LOSS OF DATA OR USE, LOST PROFITS OR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES. Some states do not allow the exclusion or limitation of liability for damages, so the above limitation may not apply to YOU.

V. EXPORT: Carrier Electronic Catalog software MAY NOT BE SHIPPED, TRANSFERRED OR REEXPORTED, directly or indirectly, to any country prohibited by the U.S. export control laws and regulations.

VI. GENERAL: Carrier Electronic Catalog software is provided to U.S. Government users with "RESTRICTED RIGHTS" under subparagraph (c) (1) (ii) of DFARS 51.117-7013.

This License is governed by the laws of the STATE OF NEW YORK. YOU ALSO AGREE THAT THESE TERMS AND CONDITIONS CONSTITUTE THE EXCLUSIVE AND ENTIRE AGREEMENT WITH RESPECT TO THE LICENSE OF THE CARRIER ELECTRONIC CATALOG SOFTWARE.