• „Agreement“ means this End User License Agreement.
• „Device“ or „Fairphone Device“ means any Fairphone smartphone or hardware product.
• „Product“ means the Device together with the Software.
• „Software“ means the Android OS and any other software components, updates, and related services provided by Fairphone.
• „You“ or „User“ means the individual or entity that purchases, owns, rents, or leases the Device.
• „We”, „Us”, or „Fairphone“ means FairPhone B.V.

Fairphone Devices are shipped with Android OS. This agreement (the “Agreement”) provides the terms and conditions of use for Android OS, and any other software components and updates that we make available to the licensee (“You”) based on this Agreement (the “Software”). Please review it carefully and contact us in case of any unclarities. Fairphone devices require the use of preloaded software for its normal operation. By using, downloading and installing the Software in any way, You agree to use the Software in line with the terms and conditions of this Agreement.

The Software contains Fairphone proprietary rights and third-party proprietary rights. Fairphone and its third-party suppliers and licensors retain all rights, titles and interest in and to the Software.

The Software from Qualcomm Technologies Inc., (“QTI”) is licensed to be used solely in conjunction with the usage of the Fairphone Device. For all Software related to QTI, You may not distribute the Software or make copies thereof, except for reasonable backup copies made in accordance with the terms of this Agreement. All such copies must reproduce all copyright and proprietary notices.

3.1 Proprietary Rights

Fairphone Proprietary Rights:
Subject to the limitations in this Agreement, we are granting You a non-exclusive, non-assignable, free of charge license to the Software for personal, non-commercial use in conjunction with Your Fairphone device (“Permitted Use”). Title, ownership rights and intellectual property remain with Fairphone for all Software related to QTI. You are entitled to transfer rights and obligations to the software to a third party, solely together with the device with which You received the software, provided the third party agrees in writing to be bound by the terms of this License. In case You would like to use the Software in a different manner than the Permitted Use, please contact us. Different terms and conditions may apply.

Qualcomm Proprietary Rights:
The Software contains proprietary software of Qualcomm Technologies, Inc. and its subsidiaries („QTI“). The license granted herein does NOT include any license or other right under any patents of QTI., or any of their affiliates. You shall not contend in any context that, as a result of the provision of the Software or any Fairphone Device, You or any other party has obtained any right to any license, whether express or implied, with respect to any patent of QTI.

Third Party Proprietary Rights: You acknowledge that besides Fairphone’s own rights, the software includes proprietary rights of third parties, such as pre-installed applications by operators, as well. For these portions of the Software (“Third Party Software”), we can only give You the rights of use that such third parties allowed us to give You. Some Third Party Software is open source but some of it is not. Please check the Legal Notices section in the Settings menu of Your device for the applicable third party licenses that we are able to make available to You. The Legal Notices section can be found on Your Phone as follows: Tap Settings > Tap About Phone > Tap Legal Information.

Remember that specific terms and conditions and limitations may apply to You in the case of Third Party Software. These third parties are therefore beneficiaries of this Agreement and may directly enforce these terms.

You may transfer the rights and obligations under this Agreement to a third party solely together with the Device, provided that: (a) You transfer all copies of the Software with the Device; (b) You do not retain any copies of the Software; and (c) the third party agrees in writing to be bound by the terms of this Agreement.

3.2 License Restrictions

3.2.1 General Restrictions

Except as expressly permitted in this Agreement or by applicable law, You shall not: (a) copy the Software, except for reasonable backup or archival purposes, provided that any such copy includes all copyright and proprietary notices; (b) modify, translate, adapt, or create derivative works based on the Software; (c) reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Software, except and only to the extent that such activity is expressly permitted by applicable law (including Article 6 of EU Directive 2009/24/EC on the legal protection of computer programs, as implemented in Your jurisdiction) notwithstanding this limitation; (d) rent, lease, lend, sell, sublicense, distribute, or otherwise transfer the Software or any rights therein to any third party, except as expressly permitted in this section; (e) remove, obscure, or alter any copyright notices, trademarks, or other proprietary rights notices contained in or on the Software; (f) use the Software for any purpose other than the Permitted Use, including any commercial exploitation; (g) use the Software separately from the Device or with any device other than the Fairphone Device with which it was provided.

3.2.2 Restrictions on QTI Software

With respect to the QTI Software, You additionally shall not: (a) use the QTI Software with any chipset or ASIC other than the QTI chipset embedded in Your Fairphone Device; (b) distribute, sublicense, or make available any source code or object code of the QTI Software to any third party; (c) use any information obtained from the QTI Software or the Device to support any claim of patent infringement against QTI, or against any customers of the foregoing.

NO LICENSE is granted to You in the source code of the QTI Software. Except as to the limited copyright rights expressly provided herein, this Agreement does not grant You any rights to patents, copyrights, trade secrets, trademarks, or any other rights in respect to the QTI Software. Any forbidden use shall immediately terminate Your license to the QTI Software.

If and where applicable or allowed, You may submit to us Your own materials by integrating them into the Software, sending them to us, or by any other manner. In this case, You grant us a non-exclusive, royalty-free, worldwide and perpetual right to use, modify, distribute, and prepare derivative works of such material for the purposes of enabling You to use the Software in its intended manner. You will remain the owner of such material at all times. This clause applies, unless You inform us otherwise in writing.

We may change the terms and conditions applicable to this Agreement and/or to other documents referred by it. We may also change them for clarification purposes, based on Your feedback. However, it is Your own responsibility to check the changes made.

The software embedded in the Product has been tested to work with the Product, however Fairphone does not warrant that software preinstalled by or on behalf of Fairphone on the Product (or subsequent updates and upgrades) will meet Your requirements, work in combination with any hardware or software not provided by us, will operate uninterrupted or error free, or that we will correct all software errors. The software is licensed “as-is“ and “as available”, as such You bear the entire risk of using the software.

You may experience some problems and interruptions in the use of Software. If so, please let us know as soon as possible by contacting us here.

For the Software embedded in the Product, we will provide You with software updates throughout the manufacturer warranty period. However, for Third Party Software, we depend on these third parties to make the updates available in a timely manner (e.g., Google or our chipset provider Qualcomm). Even with the provisions of these updates, we do not guarantee that the Software will be error free.

Please allow us a reasonable amount of time to deal with identified errors.

Keep in mind that this warranty provision is applicable only to devices running the latest version of the unmodified and officially released Software by Fairphone, therefore we will only provide support and fixes for the unmodified and officially released Software by Fairphone. If You use another OS, You have to return to the official OS to receive warranty service.

Please have a look at our Privacy Policy available on our Website in order to see how we collect and process personal data in a general manner. Your acceptance of the Privacy Policy is required before You can use any parts of our Software that require You to submit personal data to us.

We collect the IMEIs, serial numbers of devices, activation date, software version, and operator to assess and improve company processes, such as stock management, warranty service, and sustainability impact. We may also collect anonymous diagnostics and usage information about Your use of our Products. The collected data can be used for the purposes of providing support services, further improving the Software, and to track Fairphone’s progress towards sustainability impact. For any questions or queries, please contact privacy@fairphone.com.

When You download and/or install third party software or specific applications on Your phone (“External Services”), the developer or owner of such external services may have access to Your personal data. Please make sure You understand and agree with how they will access and process Your data before downloading or installing the software. You agree to use External Services at Your own risk. We are not responsible for examining or evaluating the content or accuracy of any third-party External Services and we are not liable for any such third-party External Services.

You have the right to access all data generated through Your use of the Device, including personal and non-personal data such as device usage patterns, sensor readings, application data, and system logs. Such data shall be provided to You free of charge, in a structured, commonly-used, and machine-readable format, and, where technically feasible, on a continuous and real-time basis.

Upon Your request, We shall transmit such data to a third party designated by You, under equivalent technical conditions and without undue delay. Where data is not directly accessible from the Device, We will provide access through email upon request.

The rights under this Section do not extend to data that: (a) constitutes trade secrets of Fairphone or its suppliers; (b) would infringe the intellectual property rights of third parties; (c) comprises personal data of other individuals who have not consented to disclosure; or (d) is subject to legal restrictions on disclosure.

To exercise these rights, please contact us at privacy@fairphone.com. Further details regarding data formats and the request process are set out in Our Data Disclosure Statement, which can be found on our website.

This Agreement is effective until terminated. You may terminate this Agreement at any time by ceasing to use the Software. Upon termination, Your license rights under this Agreement shall cease, but such termination does not affect Your ownership of the Device hardware.

In case You fail to comply with this Agreement, Fairphone may terminate the Agreement through means of direct notice via the contact information You provided. The termination applies immediately upon receipt of such notice.

In cases of serious breach as listed below, this Agreement shall terminate automatically without requiring prior notice (non-exhaustive):

• Actions related to Software that may result in a breach of proprietary rights of third parties, without having the relevant permissions;
• Transmitting any worms or viruses, or codes of a destructive nature;
• Any actions such as collecting third parties personal data in violation of any data protection and/or privacy laws;
• Using our Software for any illegal, fraudulent or unauthorized purpose;
• Copying any elements of our proprietary Software, without our prior written consent;
• Circumventing or breaching any security or any authentication measures put in place by us or third parties;
• Providing us false or misleading information;
• Encouraging or facilitating any third party to do any acts that would infringe this Agreement.

Fairphone reserves the right to terminate this Agreement for any other material breach upon written notice.

To the maximum extent permitted by law, Fairphone disclaims all warranties including any implied warranties for a particular purpose and non-infringement.

You agree to hold harmless, indemnify and defend Fairphone, its licensors or suppliers, and their respective affiliates, officers, directors, and employees, from and against any losses, damages, fines and expenses (including attorneys‘ fees and costs) arising out of or relating to any claims that You have violated any terms of this Agreement.

Nothing in this Agreement will limit or exclude Fairphone’s liability for personal injury or death or any other liability which the law states may not be excluded or limited. Fairphone will not be liable for any indirect damage or loss including but not limited to: a) loss of income, loss of business or business opportunity, loss of actual or anticipated profits or revenues, loss of goodwill or reputation b) loss due to any damage to and/or corruption or loss of data. In no event shall direct damages exceed the contract price per Product.

11.1 The Device and Software may contain technology subject to export control laws and regulations, including the U.S. Export Administration Regulations (EAR) and European Union export control regulations.
11.2 You represent and warrant that You are not: (i) located in, or a resident or national of, any country subject to comprehensive U.S. sanctions (currently Cuba, Iran, North Korea, Syria, and the Crimea, Donetsk, and Luhansk regions of Ukraine); (ii) listed on any U.S. Government restricted party list, including the Specially Designated Nationals List, the Denied Persons List, or the Entity List; or (iii) otherwise prohibited from receiving the Device or Software under applicable export control laws.
11.3 You agree not to export, re-export, or transfer the Device or Software, directly or indirectly: (i) to any prohibited destination; (ii) to any prohibited party; or (iii) for any prohibited end-use, including the development, design, manufacture, or production of nuclear, missile, chemical, or biological weapons.
11.4 You shall comply with all applicable export control laws and regulations in Your jurisdiction.

You shall not use, export, or transfer the Device or Software for use in:(a) The design, development, production, stockpiling, or use of nuclear, chemical, or biological weapons or missiles capable of delivering such weapons;(b) Military end uses in countries subject to U.S. arms embargoes;(c) Unmanned aerial vehicles (UAVs) capable of a range of 300km or greater.

You represent and warrant that You are not: (a) Located in, or a resident or national of, any country listed in Section 11.2; (b) Listed in any U.S. Government restricted party list, including the Specially Designated Nationals (SDN) List, the Denied Persons List, the Entity List, or the Unverified List; (c) A ‚government end user‘ as defined in U.S. export regulations for encryption items.

13.1 You agree that You shall only use the Software in a manner that complies with all applicable laws in the jurisdictions in which You use the Software, including, but not limited to, applicable restrictions concerning copyright and other intellectual property rights.
13.2 Dutch law applies to this Agreement. All disputes arising in connection with this Agreement shall be brought before the competent Dutch court. Nothing in this agreement affects Your rights as a consumer to rely on mandatory provisions of local law.
13.3 The Software used in the Fairphone device may be subject to European and International export laws and regulations. You shall comply with all domestic and international export laws and regulations which are applicable to the Software e.g. restrictions on end use. You shall not export the Software in a manner which is contrary to the export laws and regulations applicable to You.
13.4 This Agreement and any documents referred to by it set forth the entire understanding and agreement between You and Fairphone, supersedes all prior agreements, whether written or oral, with respect to the Software, and may be amended only in writing signed by both parties. The terms and conditions contained in this Agreement may not be modified by You except in a writing duly signed by an authorized representative of Fairphone.
13.5 Each of the paragraphs of this Agreement operates separately. If any court or relevant authority decides that any of them are unlawful, the remaining paragraphs will remain in full force and effect.
13.6 This Agreement and any documents referred to by it, and the Warranty Statement are part of the Terms and Conditions of Sale and shall be read and applied in conjunction with such documents.