VaxVoIP Software Development
Kit License Agreement
This License Agreement defines the terms and
conditions under which you (the Licensee) are permitted by VaxVoIP.com (the
Licensor) to use the VaxVoIP Software Development Kit.
1. Definitions
1.1 "Software Development Kit" shall mean and include the software
programs and files needed to integrate the VaxVoIP software coomponents with a
software application, including documentation, examples, include files,
declarations, source code, utility programs, Library (.Lib), Cabinet (.Cab) and
ActiveX (.Ocx).
1.2 "Application Program" shall mean and include one or
more software programs created by the Licensee which use the VaxVoIP Software
components.
2. License grant
2.1 Licensor hereby grants to
Licensee, and Licensee hereby accepts, subject to the terms and conditions set
forth in this Agreement, a non-exclusive license to use Software Development Kit
as set forth in this Agreement. The term "license" as used in this Agreement
shall mean and include:
2.1.1 The right to redistribute one copy of the
Redistributable Software with each copy of the Licensee's Application
Program.
3. Restrictions
3.1 In accepting the license granted by
Licensor, Licensee agrees that it shall not
3.1.1 Include the
Redistributable Software with a product which is itself a software development
kit, software component, or software library;
3.1.2 Develop a stand-alone customizable softphone and then sell it.
3.1.3 Permit its end-users to redistribute the Redistributable Software;
3.1.4 Loan or Rent or Sell Software Development Kit to a third party;
3.1.5 Attempt to disassemble or reverse-engineer software included with the Software Development
Kit.
3.1.6 Pass the license key, which you have received from VaxVoIP, to
any user.
4. Term of Agreement
4.1 The term of this Agreement
shall commence at the time Licensee receives Software Development Kit and shall
continue in effect indefinitely unless terminated as specified in Termination of
Agreement, below.
5. Termination of Agreement
5.1 The Licensee may
terminate this Agreement at any time by destroying all copies of Software
Development Kit. In the event of a material default by the Licensee or the
Licensee's agent or representative, of any provision of this Agreement, the
Licensor may terminate this Agreement upon thirty (30) days written notice,
except that the Licensee shall have thirty (30) days of receipt of notice of
termination. Upon termination of the Agreement, the Licensee shall either
destroy all licensed copies of Software Development Kit, and all backups, or
return them to Licensor. This obligation shall survive the termination of this
Agreement.
6. Copyright and proprietary information
6.1 Licensee
acknowledges that Software Development Kit and all supporting documentation
constitute valuable property of Licensor and that all title and ownership rights
in Software Development Kit and related materials remain exclusively with
Licensor.
6.2 Licensor reserves all rights with respect to Software
Development Kit under all applicable laws for the protection of proprietary
information, including, but not limited to, trade secrets, copyrights,
trademarks, and patents.
6.3 Except as otherwise provided in this
Agreement, Licensee shall not cause or permit unauthorized copying,
reproduction, or disclosure of any portion of the Software Development Kit or
supporting documentation, or the delivery or distribution of any part thereof to
any third person or entity, for any purpose whatsoever, without the prior
written permission of Licensor. This restriction shall continue to bind Licensee
and its agents and representatives beyond the termination of this
Agreement.
7. Indemnification
7.1 Licensee shall indemnify and
defend against any and all claims, including claims by third parties or
employees of Licensee, which arise directly or indirectly out of Licensee's use
or operation of the Software Development Kit or Redistributable
Software.
7.2 The Licensor shall indemnify and hold the Licensee harmless
from loss, damage, or liability for direct infringement of any United States,
Canadian, or European Union member state patent or copyright with respect to the
Software Development Kit or Redistributable Software, provided that the Software
Development Kit or Redistributable Software have not been modified and provided
the Licensor is promptly notified by the Licensee in writing of any infringement
and is permitted to defend, compromise or settle such suit or claim, and
provided the Licensee gives to the Licensor such available information,
assistance and authority as the Licensor deems necessary to the defense of such
suit or claim. Should the use of the Software Development Kit or Redistributable
Software be enjoined, or in the event that the Licensor desires to minimize its
liabilities hereunder, the Licensor shall have the right, at its sole option and
expense to:
7.2.1 Procure for the Licensee the right to continue the use
of the Software Development Kit or Redistributable Software; or,
7.2.2
Replace the Software Development Kit or Redistributable Software with a
non-infringing product; or,
7.2.3 Modify the Software Development Kit or
Redistributable Software so that it becomes non-infringing; or,
7.2.4
Refund to the Licensee the purchase price paid, if any, by the Licensee for the
Software Development Kit.
DISCLAIMER OF WARRANTY
THIS SOFTWARE
DEVELOPMENT KIT IS SOLD "AS IS" AND WITHOUT WARRANTIES AS TO PERFORMANCE OR
MERCHANTABILITY.
THIS SOFTWARE DEVELOPMENT KIT IS SOLD WITHOUT ANY
EXPRESS OR IMPLIED WARRANTIES WHATSOEVER. BECAUSE OF THE DIVERSITY OF CONDITIONS
AND HARDWARE UNDER WHICH THIS SOFTWARE DEVELOPMENT KIT MAY BE USED, NO WARRANTY
OF FITNESS FOR A PARTICULAR PURPOSE IS OFFERED. THE USER IS ADVISED TO TEST THE
SOFTWARE DEVELOPMENT KIT THOROUGHLY BEFORE RELYING ON IT. THE USER MUST ASSUME
THE ENTIRE RISK OF USING THE SOFTWARE DEVELOPMENT KIT. ANY LIABILITY OF SELLER
OR MANUFACTURER WILL BE LIMITED EXCLUSIVELY TO PRODUCT REPLACEMENT OR REFUND OF
THE PURCHASE PRICE.
Become a Reseller
VaxVoIP offers resellership program to those companies, who are looking for business opportunity and want to become a reseller for VaxVoIP SIP SDK.
VaxVoIP offers affordable software customization for our products. Whether you need simple changes or need new functionality, we offer services to meet your needs.
If you are interested, please contact customdev@vaxvoip.com
