This page provides the authoritative legal terms governing your use of WebCTRL® On-Premises software, licensed by Automated Logic Corporation (ALC), a Carrier company. WebCTRL On-Premises is a building automation software solution designed to run within your own infrastructure — not as a cloud or SaaS offering.
WebCTRL On-Premises is governed by a single End User License Agreement (EULA). The EULA covers the installation, deployment, configuration, access, and use of the software, including the licensing framework, intellectual property, data, and risk-allocation terms.
The software is licensed, not sold. Commercial terms — pricing, payment, professional services, support, and warranties offered by an Authorized Integrator — are governed by your agreement with that Authorized Integrator and not by this EULA.
Applies To:
✓ WebCTRL® On-Premises Software (all versions, including WebCTRL 10 and supported prior releases)
✓ Embedded firmware delivered with ALC-approved controllers, routers, gateways, and field devices for use with WebCTRL
✓ Documentation, release notes, and lifecycle notices distributed with WebCTRL On-Premises
Does NOT Apply to:
✗ WebCTRL® Cloud — see WebCTRL Cloud Legal Terms
✗ WebCTRL® Predictive Insights — uses Abound™ analytics under separate terms
✗ i-Vu® On-Premises — see i-Vu Legal Terms
✗ OEMCtrl® On-Premises — see OEMCtrl Legal Terms
✗ Carrier Residential Offerings (Infinity, etc.)
✗ Mobile Companion Apps — see Mobile App EULA
At-a-glance
Non-binding summary -- the EULA below controls.
▸ Licensed, not sold — ALC retains ownership; you receive a limited right to use.
▸ On-premises only — WebCTRL must run on infrastructure you control, not hosted by ALC or any third party.
▸ Channel acquisition is standard — Most customers acquire WebCTRL through a dealer or distributor. Commercial terms (pricing, support, services) are with that Authorized Integrator, not with ALC.
▸ Not for life-safety use — WebCTRL is not designed for fire alarm, emergency response, or other safety-critical systems.
▸ Outputs are advisory — Alarms, trends, control sequences, and recommendations (including any Title 24 JA18-certified library) support your decisions; they don't replace engineering judgment.
▸ Limited liability — A cap applies, with super-cap for confidentiality breach and statutory exceptions.
▸ No IP indemnity — Standard terms do not include defense or indemnity for third-party intellectual property claims. Contact ALC for a separate written agreement if you need IP indemnification.
▸ Governed by Georgia law — Disputes resolved in Georgia state or federal courts (ALC is a Georgia company).
▸ Acceptance — Installing or using WebCTRL means you agree to the EULA.
This EULA governs how WebCTRL On‑Premises software may be installed, deployed, configured, accessed, and used.
IMPORTANT – READ CAREFULLY
This End User License Agreement ("EULA") is a legal agreement between Automated Logic Corporation ("Provider" or "Licensor") and the entity or individual that acquires, installs, accesses, or uses the Software ("Customer" or "you"). This EULA constitutes the complete contractual framework governing Customer's installation, deployment, configuration, access, and use of the on-premises version of Provider's WebCTRL® building automation system software, including executable code, firmware, updates, and Documentation (collectively, the "Software").
This EULA is a license agreement, not a sale. The Software is licensed, not sold. All rights not expressly granted are reserved by ALC.
If you are accepting on behalf of an entity, you represent and warrant that you have authority to bind that entity, and "Customer" refers to that entity.
THE SOFTWARE IS LICENSED, NOT SOLD. ALL RIGHTS NOT EXPRESSLY GRANTED ARE RESERVED BY PROVIDER.
Scope of this EULA
This EULA governs the on-premises WebCTRL® Software only. It does not govern WebCTRL® Cloud (governed by the WebCTRL Cloud Legal Terms), WebCTRL® Predictive Insights or other analytics offerings powered by Abound™ (governed separately), or any mobile companion application (governed by the applicable mobile app terms).
1. definitions
1.1 "Acquisition Document" means any document or record evidencing Customer's authorized acquisition of, and license rights to, the Software, including (a) a quote, proposal, statement of work, or purchase order issued by an Authorized Integrator and accepted by Customer; (b) an accepted eStore or e-commerce transaction confirmation; (c) Provider's delivered license keys, activation records, or Software registration records evidencing the licensed scope; or (d) a direct ordering document executed by Provider and Customer. The absence of a Provider-countersigned ordering document does not affect the validity or enforceability of this EULA.
1.2 "Affiliate" means any entity that directly or indirectly controls, is controlled by, or is under common control with Provider or Customer, as applicable.
1.3 "Authorized Integrator" means (a) a Provider-authorized independent distributor, dealer, reseller, or systems integrator, or (b) a Provider wholly owned branch or field office, in each case authorized by Provider to sell, install, commission, or service the Software.
1.4 "Authorized Users" means Customer's employees and contractors (and, where Customer has retained a third-party facilities or IT service provider acting solely on Customer's behalf and bound by confidentiality and use obligations no less protective than this EULA, such service provider's personnel) authorized by Customer to use the Software solely for Customer's internal business purposes.
1.5 "Customer Data" means operational, configuration, alarm, trend, point, equipment, log, and metadata generated from Customer's building automation systems and processed by or through the Software.
1.6 "Derived Data" means aggregated and/or de-identified data derived from Customer Data and/or Telemetry Data from which re-identification of Customer, any facility, individual, or specific operational deployment is not commercially reasonable.
1.7 "Documentation" means Provider's then-current user guides, technical manuals, specifications, release notes, lifecycle notices, and installation instructions made available with the Software.
1.8 "Firmware" means firmware or embedded software delivered for use with Provider-approved controllers, routers, gateways, field devices, and related hardware used with WebCTRL® (including, where applicable, ALC ME-LGR, ME-812u, BACnet-native field devices, and other Provider-approved hardware), and any updates, patches, or replacements thereof.
1.9 "On-Premises Environment" means computing infrastructure (physical or virtual) that is owned, leased, or fully controlled by Customer and not hosted, managed, or operated by Provider or a third party on Customer's behalf.
1.10 "Sites" means the physical facilities or sites at which Customer is authorized to install and use the Software, as identified in or reasonably determined from the Acquisition Document.
1.11 "Telemetry Data" means technical, diagnostic, and usage information generated by the Software, including logs, performance metrics, and license or activation status. Telemetry Data does not include Personal Data; if Personal Data is inadvertently collected, Provider will delete or de-identify it promptly.
2. SCOPE — ON-PREMISES ONLY.
2.1 On-Premises Limitation.
The Software may be installed and used solely within Customer's On-Premises Environment and solely at Sites identified in the Acquisition Document.
2.2 No Hosted or SaaS Rights.
No rights are granted to use the Software as hosted software, software-as-a-service (SaaS), cloud service, managed service, or remote monitoring service operated by Provider or any third party, except under a separate written agreement executed by Provider. Provider's (or its authorized field office's) remote access for installation, commissioning, diagnostics, or support is not "hosting" under this section and may be logged. For clarity, customers seeking a hosted WebCTRL offering should refer to the WebCTRL® Cloud Legal Terms, which govern a separate cloud product.
2.3 Customer Control & Responsibility.
Customer is solely responsible for procurement, operation, security, maintenance, backup, redundancy, and availability of its On-Premises Environment.
2.4 Channel Commercial Terms Carve-Out.
Customer acknowledges that the Software is typically sold and delivered through Provider's authorized channel. Commercial terms — including pricing, payment, project scope, professional services, warranties, support, and service-level commitments offered by an Authorized Integrator — are governed solely by Customer's agreement with that Authorized Integrator under § 4, and not by this EULA. This EULA governs the licensing, use, intellectual property, data, and risk-allocation framework regardless of how the Software was acquired or through what channel.
3. License Grant; Sites; Authorized Users.
3.1 License Grant.
Subject to Customer's compliance with this EULA, the applicable Acquisition Document, and any applicable license keys or technical controls, Provider grants Customer a limited, non-exclusive, non-transferable, non-sublicensable license to install and use the Software solely for Customer's internal building automation, monitoring, control, optimization, and facilities operations.
3.2 Scope of License.
The scope of the license — including Sites, Authorized Users, and any controller, point, or other quantity limits expressly identified in the Software's license keys, activation records, or Documentation — is as set forth in, or reasonably determined from, the Acquisition Document and the Software's license keys. Customer shall not deploy the Software at any Site not identified in, or reasonably determined from, the Acquisition Document. Customer may add Sites by submitting a written request to Provider or by acquiring additional licenses through an Authorized Integrator.
3.3 Backup.
Customer may make a reasonable number of backup copies for archival and disaster-recovery purposes, provided all proprietary notices are reproduced.
3.4 Reservation of Rights.
All rights not expressly granted are reserved by Provider and its licensors. No ownership interest in the Software is conveyed to Customer.
4. CHANNEL MODEL; AUTHORIZED INTEGRATORS.
4.1 Sales & Delivery Model.
The Software may be sold, delivered, installed, or serviced by an Authorized Integrator acting in its own capacity and not as Provider's agent. The majority of WebCTRL® on-premises Software is acquired through a multi-tier channel (Provider → Distributor → Dealer → End Customer), and Customer's commercial relationship for pricing, payment, project scope, professional services, warranties, support, and service-level commitments may be with an Authorized Integrator rather than directly with Provider.
4.2 No Authority to Bind Provider.
No Authorized Integrator has authority to modify this EULA, grant additional license rights, or make warranties, representations, or commitments on behalf of Provider, including without limitation any representation of intellectual property indemnity, defense, or hold-harmless obligation. Customer is solely responsible for ensuring that any commitments made by an Authorized Integrator are reduced to writing and signed by Provider; Provider shall have no liability for unwritten or unauthorized Authorized Integrator commitments.
4.3 Separate Commercial & Services Terms.
Pricing, payment, project scope, professional services, warranties, support, or service-level commitments offered by an Authorized Integrator are governed solely by Customer's agreement with that Authorized Integrator and do not modify the licensing, use, IP, data, or risk-allocation terms of this EULA.
4.4 Provider Field Offices.
Where the Authorized Integrator is a Provider wholly owned branch or field office, such entity acts as part of Provider for licensing purposes only; local commercial or services terms may still be documented separately under § 4.3.
4.5 Affiliates & Subcontractors.
Provider may use its Affiliates and authorized subcontractors to perform its obligations under this EULA, provided Provider remains responsible for their performance.
4.6 Acceptance Through Channel Acquisition.
Customer's acceptance of this EULA — whether through click-through, electronic acceptance, or by installing, copying, accessing, or using the Software — applies regardless of whether the Software was acquired through a direct Provider transaction, a field office, a distributor, a dealer, an authorized reseller, an eStore, or any other channel.
5. LICENSE RESTRICTIONS.
Customer shall not, and shall not permit any third party to:
(a) copy, modify, translate, or create derivative works of the Software;
(b) reverse engineer, decompile, or disassemble the Software, except to the limited extent expressly permitted by applicable law (including, where applicable, EU Software Directive Article 6 interoperability rights) and provided Customer first requests the necessary interoperability information from Provider;
(c) distribute, sublicense, rent, lease, host, or provide the Software for third-party benefit, service bureau, or managed services purposes; provided that this restriction does not prohibit Customer from using a third-party facilities or IT service provider acting solely on Customer's behalf and bound by confidentiality and use obligations no less protective than this EULA, so long as such use does not constitute service bureau, multi-tenant hosting, or third-party benefit;
(d) use the Software to develop or support a competing product;
(e) remove, alter, or obscure proprietary notices;
(f) bypass, disable, or circumvent license keys, activation, metering, or other technical controls; or
(g) deploy or use the Software outside the scope expressly licensed; or
(h) deploy the Software at any Site not identified in, or reasonably determined from, the Acquisition Document.
6. FIRMWARE & EMBEDDED COMPONENTS.
Firmware is licensed, not sold, and may be used only as incorporated into the specific Provider-approved hardware on which it is delivered. Customer shall not separate, copy, modify, distribute, sublicense, or use Firmware on any other device. Firmware updates, patches, or replacements provided by Provider are deemed part of the Firmware and subject to this EULA.
7. OPERATIONAL LIMITATIONS; NO LIFE-SAFETY USE.
7.1 No Life-Safety or Emergency Control.
The Software is not designed, listed, or certified as a life-safety, fire alarm, smoke control, emergency response, medical, nuclear, or other safety-critical system.
7.2 Advisory Outputs; No Substitute for Engineering Judgment.
Software outputs, analytics, alarms, control sequences (including any prepackaged or certified control sequence libraries such as Title 24 JA18-certified libraries), and recommendations are advisory only and do not replace professional engineering judgment, physical safeties, interlocks, commissioning, regulatory compliance activities, or applicable building codes and safety standards. Provider extends no guarantees, express or implied, as to the accuracy, suitability, or fitness of the resulting control programs or control systems. Customer remains solely responsible for operation, maintenance, safety, and regulatory compliance of its facilities and systems.
8. Third-Party Systems & Protocols.
Interoperability with third-party systems (e.g., BACnet/IP, Modbus, lighting, access control, energy systems, CMMS/ITSM, or other OT/IT platforms) may require additional configuration, fees, or third-party licenses. Provider is not responsible for the availability, accuracy, performance, security, or continued operation of any third-party hardware, networks, software, integrations, data sources, or services, even if recommended or supported by an Authorized Integrator.
9. Data; Telemetry; Feedback; Privacy.
9.1 Customer Data Ownership.
As between the parties, Customer retains ownership of Customer Data.
9.2 Limited License for Support.
Customer grants Provider a limited, non-exclusive, royalty-free license to use Customer Data solely to the extent Customer affirmatively provides such data to Provider for support, troubleshooting, diagnostics, security, or legal compliance.
9.3 Telemetry.
Provider may collect and use Telemetry Data for security, diagnostics, analytics, license enforcement, and product improvement. Telemetry collection is enabled by default for license enforcement and security purposes; Customer may disable additional telemetry features (e.g., analytics, product improvement) via Software configuration. Provider will handle Telemetry Data in accordance with its then-current Information Security Standards.
9.4 Derived Data.
Provider owns all rights in Derived Data.
9.5 Feedback.
Customer grants Provider a perpetual, irrevocable, worldwide, royalty-free license to use and incorporate feedback or suggestions without restriction.
9.6 Data Processing.
To the extent Provider Processes Personal Data on Customer's behalf under applicable data protection laws (including GDPR, UK GDPR, and U.S. state privacy laws), Provider's then-current Data Processing Addendum ("DPA"), available on Provider's WebCTRL® On-Premises legal webpage at automatedlogic.com (the "Legal Webpage"), applies and is incorporated by reference. Ordinary on-premises operation of the Software typically does not involve such Processing; the DPA applies only where it occurs.
10. UPDATES.
Provider may provide updates, patches, or enhancements at its discretion. This EULA applies to all updates unless additional terms are presented with an update.
11. CONFIDENTIALITY.
The Software, Documentation, license keys, and other non-public technical and security information provided by Provider are Provider's confidential and proprietary information. Customer shall protect them using at least reasonable care and disclose them only to Authorized Users bound by confidentiality obligations no less protective than this EULA. Provider shall treat Customer Data as confidential and will not disclose it to any third party except (a) as necessary to provide support requested by Customer, (b) as required by law or valid legal process, or (c) to Provider's Affiliates and authorized subprocessors bound by equivalent confidentiality obligations.
12. Intellectual Property.
Provider and its licensors retain all right, title, and interest in and to the Software, Documentation, Telemetry Data, Derived Data, configurations, models, derivatives, and improvements, including all intellectual property rights therein. No rights are granted to Customer except as expressly set forth in this EULA.
13. Warranty Disclaimer; No IP Indemnity.
14. Limitation of Liability.
14.1 Exclusion of Indirect Damages.
14.2 Aggregate Cap.
14.3 Exceptions to Cap.
The limitations in §§ 14.1 and 14.2 do not apply to (a) Customer's breach of §§ 5 (License Restrictions), 6 (Firmware), or 16 (Export Controls); (b) either party's breach of confidentiality under § 11 (subject to a super-cap equal to two (2) times the cap in § 14.2); (c) either party's gross negligence or willful misconduct; or (d) liability that cannot be excluded or limited under applicable law.
14.4 Limitations Period.
No action, regardless of form, arising out of any transaction under this EULA may be brought more than two (2) years after the claimant has knowledge of the occurrence giving rise to the cause of action, except where applicable law prohibits a contractual limitation of this length, in which case the shortest permissible period applies.
14.5 Essential Basis.
The parties acknowledge that the limitations in this § 14 are essential to the basis of the bargain.
15. License Compliance & Audit.
Customer shall use the Software in compliance with the scope of licenses granted under this EULA and the Acquisition Document. Provider may verify compliance through (a) written certification by Customer, (b) review of deployment or license records reasonably requested by Provider, or (c) a limited audit conducted remotely or onsite, no more than once in any twelve (12) month period, upon at least ten (10) business days' prior written notice, during normal business hours, and in a manner that does not unreasonably interfere with Customer's operations. Audits will be limited to information reasonably necessary to verify compliance and will not access Customer Data unrelated to license compliance. If an audit reveals material non-compliance, Customer shall promptly remedy it, including by purchasing additional licenses or Sites. Provider may recover its reasonable audit costs only if the audit reveals material under-licensing.
16. Export Controls & Sanctions
The Software is subject to U.S. and other applicable export control and economic sanctions laws and regulations, including the U.S. Export Administration Regulations ("EAR") and regulations administered by the U.S. Department of the Treasury's Office of Foreign Assets Control ("OFAC"). Customer shall not, directly or indirectly, export, re-export, transfer, or make available the Software or any related technology to any country, entity, or individual prohibited under applicable law, or for any prohibited end use, without obtaining all required governmental authorizations. Customer represents that it is not, and is not owned or controlled by, any entity or individual subject to economic sanctions or located in a comprehensively sanctioned jurisdiction. Provider may suspend or terminate access to the Software to comply with applicable law or governmental order, without liability.
17. Third-Party Software; Open Source; Java Notice.
17.1 Third-Party Software.
Software provided by third-party vendors ("Third-Party Software") may be embedded in or delivered with the Software. The terms of this EULA and any additional terms delivered with the Software apply to Customer's use of Third-Party Software. Third-Party Software vendors are intended third-party beneficiaries of this EULA with respect to their software. Customer may use Third-Party Software only with the Software and not on a stand-alone basis.
17.2 Publicly Available Software.
Portions of the Software may include software distributed under open source or publicly available licenses ("Publicly Available Software"). Customer's use of Publicly Available Software is governed by the applicable license terms. Nothing in this EULA imposes restrictions on Customer's use of Publicly Available Software inconsistent with those licenses. The warranty disclaimer in § 13 and the limitation of liability in § 14 apply to the Software as a whole, including Publicly Available Software. Information about Publicly Available Software, including source code and license agreements, is available at the open-source notices page identified on Provider's Legal Webpage.
17.3 Legacy Java Notice.
As a legacy flow-through obligation originating with Sun Microsystems, Inc. (now Oracle America, Inc.), Provider is obligated to make the following disclaimer:
18. U.S. Government License Rights.
The Software is commercial computer software. If acquired by or on behalf of the U.S. Government, the Software is provided with the commercial license rights and restrictions described in this EULA in accordance with FAR 12.212 and DFARS 227.7202-1 through 227.7202-4, as applicable. Any use, duplication, or disclosure by the U.S. Government is subject to such restrictions.
19. Termination; Governing Law; General.
19.1 Termination.
This EULA terminates automatically upon Customer's material breach that remains uncured for thirty (30) days after Provider's written notice describing the breach with reasonable specificity, except that material breaches of §§ 5, 6, 16, or 18 entitle Provider to immediate termination without cure period. Upon termination, Customer shall immediately cease all use of the Software and, within thirty (30) days, destroy or delete all copies in its possession or control.
19.2 Governing Law & Venue.
This EULA is governed by the laws of the State of Georgia, without regard to its conflict-of-laws principles, and excluding the United Nations Convention on Contracts for the International Sale of Goods (CISG). Each party consents to exclusive jurisdiction and venue in the state and federal courts located in the State of Georgia for any dispute arising out of or relating to this EULA or the Software. Customer acknowledges that unauthorized use or disclosure of the Software or Provider's confidential information would cause irreparable harm; Provider may seek injunctive or other equitable relief in addition to any other remedies, without the need to post bond.
19.3 Survival.
Sections that by their nature should survive termination shall so survive, including §§ 1, 5, 7, 9.4, 9.5, 11, 12, 13, 14, 15, 16, 17, 18, 19.1 (last sentence), 19.2, and 19.4.
19.4 General.
This EULA, the applicable Acquisition Document, and the DPA (if applicable) constitute the entire agreement between the parties regarding the on-premises WebCTRL® Software and supersede all prior communications on such subject matter. Authorized Integrator commercial terms under § 4.3 do not modify this EULA. Provider may update this EULA prospectively for new installations by posting an updated version to the Legal Webpage with a revised Effective Date; updates do not apply retroactively. Customer may not assign this EULA without Provider's prior written consent, except in connection with a merger or sale of all or substantially all assets to a non-competitor. Provider may assign to an Affiliate or successor without consent. If any provision is held invalid, the remainder remains in force and the invalid provision will be modified to the minimum extent necessary. No waiver is effective unless in writing. This EULA may be accepted electronically, which has the same legal effect as a signed original. The English version controls.
Acceptance
BY CLICKING "I ACCEPT," OR BY DOWNLOADING, INSTALLING, COPYING, ACCESSING, OR USING THE SOFTWARE, CUSTOMER ACKNOWLEDGES THAT IT HAS READ AND UNDERSTOOD THIS EULA AND AGREES TO BE BOUND BY ITS TERMS.Provider
Automated Logic Corporation, a Carrier Company
1150 Roberts Blvd.
Kennesaw, Georgia 30144, USA