OpenKey Locks Support


a.         SOFTWARE LICENSE. All firmware on a lock and the front desk software (Software) provided by OpenKey are licensed as follows: OpenKey grants Purchaser a perpetual non-exclusive, non-transferable license to operate the Software for Purchaser’s operational purposes. Purchaser may not decompile, disassemble or reverse engineer the Software or attempt to reconstruct or discover any source code, underlying ideas, algorithms, file formats or programming interfaces of the Software by any means whatsoever. No ownership of the Software is transferred to Purchaser, as it is only purchasing a license. OpenKey retains all rights not expressly granted. Any source code to the Software constitutes the confidential and trade secret information of OpenKey. Purchaser may make one copy of the desktop software for archival and backup purposes. Upon termination of the license to the front desk software, Purchaser must cease use of the Software and must, as directed by OpenKey, either return or destroy all copies of the front desk software,


b.         ANNUAL SUPPORT AND RENEWALS. Purchaser must purchase OpenKey’s annual hardware and Software technical support program to be entitled to technical support and any updates to the Software that OpenKey provides to other customers under support for no additional fee. Renewals of annual technical support begin upon OpenKey’s receipt of Purchaser’s payment of the annual support fee, or, if acceptable to OpenKey, upon OpenKey’s receipt of a written purchase order or other written or electronic confirmation of Purchaser’s intent to renew and to pay the annual support fee.




a.         LIMITED WARRANTY. OpenKey warrants that the hardware shall operate in substantial conformance with its technical documentation for a period of 24 months from the date of installation, if installation was completed by an OpenKey-approved installer.  OpenKey will cover the cost of Ground Shipping.  Expedited shipping may be available at an additional cost, with payment due prior to shipping.  Provided Purchaser has notified OpenKey, in writing, within the warranty period, OpenKey will, at their discretion and at no charge, exchange a defective OpenKey lockset provided to Purchaser if it is returned complete to OpenKey within 14 calendar days of receiving the replacement. However, Purchaser is responsible for the labor to remove and reinstall the hardware from Purchaser’s premises. This warranty is conditioned on (i) the hardware being repaired or altered only by OpenKey-approved installers, (ii) no unauthorized components having been incorporated into any OpenKey lock, (iii) no force majeure having occurred causing, in whole or in part, a security issue (iv) the hardware was operated and maintained properly, (v) the hardware has been installed by OpenKey-approved installer and (vi) all updates and upgrades communicated as being available from OpenKey (1) have been incorporated into the hardware and (2) all charges, if any, for such update or upgrade have been paid. The foregoing is the only warranty under this agreement and Purchaser’s sole remedy. THE SOFTWARE IS PROVIDED AS IS, AND USE OR THE SOFTWARE MAY NOT BE ERROR FREE. OPENKEY DISCLAIMS ANY AND ALL OTHER WARRANTIES OR REPRESENTATIONS WITH RESPECT TO THE HARDWARE, SOFTWARE OR SERVICES, INCLUDING ALL IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, OR FITNESS FOR A PARTICULAR PURPOSE. IN ADDITION, OPENKEY EXPRESSLY DISCLAIMS ANY WARRANTY OR REPRESENTATION TO ANY PERSON OTHER THAN PURCHASER WITH RESPECT TO THE HARDWARE, SOFTWARE OR SERVICES.


b.         CONFIDENTIAL INFORMATION. All nonpublic information contained herein, including but not limited to pricing, all Software and other intellectual property and any other non­public information disclosed to Purchaser by OpenKey is confidential information of OpenKey, and Purchaser shall not use such confidential information for any purpose other than purposes of this agreement or disclose it to any third party, except as necessary for purposes of this agreement.


c.         CHANGE TO SPECIFICATIONS. OpenKey has quoted this job based on information, plans or specifications provided by Purchaser.  This quote does not include installation. Purchaser’s failure to provide accurate information may result in a change order for additional material, tax and shipping which will be added to the final invoice. Purchaser agrees to sign such change order and pay the additional charges. Inaccurate information includes, but is not limited to, measurements, hardware finish, door/frame material, handling of hardware, quantity of hardware, quantity of doors or rooms which need materials, or incomplete plans or specifications.



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