IPEVO Software Developer's Kit(SDK) License Agreement V1.0

Important information for Users—Please read the following terms and conditions of this Agreement carefully before use.

This License Agreement constitutes a valid and binding agreement entered into between IPEVO, Inc. (below, "IPEVO") and you as a user with regard to the use, reproduction, and distribution of the "IPEVO iZiggi SDK" software (below, "the Software"). Before you use, reproduce, or distribute the Software, you must agree to each of the terms of this License Agreement; if you do not agree to the terms of this License Agreement, please do not use, reproduce, or distribute the Software. In addition, by using the Software, the user agrees to be bound by the terms and conditions of this Agreement and any subsequent version of this Agreement.

IPEVO permits you to use the Software only under conditions that conform to this License Agreement.

Article 1: Definitions

  1. IPEVO: A company limited by shares lawfully established under the laws of California.
  2. The Software: Software designed, created, issued, and used with the related products and Internet application software produced and manufactured by IPEVO, including, without limitation, Software Code, Tools, API Information, user interfaces, files and documents, and any future amendments, updates, or upgrades to any of the foregoing.
  3. Software Code: Software Code means software code that IPEVO has included for you to incorporate into your application programs.
  4. Tools: Tools refer to programs and Utilities that may be included for you to test or compile your application programs.
  5. Documentation: Documentation means any related explanatory materials accompanying the Software.
  6. Use: Use, installation, downloading, reproduction, or distribution of the Software.
  7. Intellectual property: Includes the Software, documents, the IPEVO website and any and all intellectual property related to it, including, without limitation, copyrights, trademark rights, and patent rights to the Software and trade secrets.
  8. Users: All natural persons and juristic persons that use, install, download, reproduce, or distribute the Software.

Article 2: Agree & Accept

  1. Before using the Software, you must first agree to this License Agreement. If you do not accept this License Agreement, you may not use the Software.
  2. You may accept this License Agreement in the following manner:
    (a) If IPEVO provides a menu option on the user interface for the Software that allows you to select either "I accept" or "I agree" to the License Agreement, you may accept this License Agreement by selecting that option; or
    (b) If you are already using the Software, you will be deemed to have agreed to and accepted this License Agreement. You understand and agree that by actually using the Software, you will be deemed to have accepted this License Agreement from the time you begin your use of the Software.
  3. Given either of the following circumstances, you may not use the Software and may not accept this License Agreement: (a) you have not reached the legal age at which you may enter into a binding agreement with IPEVO, or (b) you are prohibited from using the Software by the laws of the country or region in which you are located.
  4. Before continuing to read the following content, it is advisable to print or save a backup copy of this License Agreement.

Article 3: Licensing and restrictions

  1. Subject to the restrictions contained in this Section 2, IPEVO grants to you a nonexclusive, nontransferable, royalty-free license to use the items in the Software only for the purpose of internal development of application programs designed to function with IPEVO products.
  2. Under this License Agreement, You may use, modify or merge all or portions of the Software Code with Your application programs and distribute it only as part of Your products in object code form. Any modified or merged portion of the Software Code is subject to this License Agreement. You may not assign Your rights or obligations granted under this License Agreement without the prior written consent of IPEVO. Any attempted assignment or transfer without such prior written consent from IPEVO shall be void and of no effect.
  3. Subject to the permissions in 3.2 above, You may use the Software solely for the purpose of internal development.You may not sell, sublicense, rent, loan or lease any portion of the Software to any third party. You may not reverse engineer, decompile or disassemble any portion of the Software. To the extent that local law grants You the right to decompile software in order to obtain information necessary to render the software interoperable with other software, You shall first request to IPEVO in writing to provide You with the necessary information. IPEVO has the right to impose reasonable conditions such as a reasonable fee for doing so. Requests for information should be directed to the IPEVO at the address provided in the Software or such other address made available on the website of IPEVO from time to time.
  4. Unless expressly provided by law or with prior written permission from IPEVO, you may not for any reason (and may not allow any third party to)disassemble, decompile, or attempt to decompile the source code of the Software or any part of the Software.
  5. You may make a limited number of copies of the Software to be used by Your employees or consultants as provided herein,and such employees or consultants shall be subject to the obligations and restrictions in this License Agreement.

Article 4: Ownership by IPEVO

  1. The user recognizes and agrees that IPEVO owns all legal rights, ownership rights, and interests in the Software, including any intellectual property rights inhering in the Software (without regard to whether those rights have been registered or whether those rights exist in any location worldwide). The user also recognizes that the Software may contain information that has been designated confidential by IPEVO, and that without prior written permission from IPEVO user may not disclose such information. The user agrees to protect all copyright and other ownership interests of IPEVO and/or its suppliers in all items in the Software supplied under this License Agreement. The user agrees that all copies of the items in the Software, reproduced for any reason by the user, contain the same copyright notices, and other proprietary notices as appropriate, as appear on or in the master items delivered by IPEVO in the Software. IPEVO and/or its suppliers retain title and ownership of the items in the Software, and all subsequent copies, regardless of the form or media in or on which the original and other copies may exist. Except as stated above, this License Agreement does not grant the user any rights to patents, copyrights, trade secrets, trademarks or any other rights in respect to the items in the Software.
  2. Unless you have a separate written agreement with IPEVO, nothing in these terms and conditions entitles you to use IPEVO's company name, trademarks, service marks, indications, domain names, or any other feature distinguishing its brand.
  3. Unless you have separately obtained express written authorization from IPEVO, you agree that when using the Software, you may not use the trademarks, service marks, trade names, or indications of the IPEVO company or organization in such a way as to either intentionally cause or to result in the possibility of causing confusion on the part of others with regard to the lawful owner or the authorized user of those marks, names, or indications.

Article 5: Licensing fees

The Software is licensed for your use without charge.

Article 6: Support

You understand and agree that IPEVO is under no obligation to provide you with technical support for the Software.

Article 7: Termination

  1. IPEVO reserves the right at any time to unilaterally decide to cease providing licensing for the Software or to modify the Software.
  2. Should you feel dissatisfied with the Software, please discontinue use of the Software. Notwithstanding any agreement containing provisions to the contrary, IPEVO may at any time decide at its own discretion to terminate or to suspend use of the Software by you or any other user. Even if this License Agreement is terminated in accordance with relevant stipulations, you and any third party will still be liable under relevant stipulations to compensate IPEVO for any damages incurred by it as a result of the violation of this License Agreement by you or the third party. The provisions of this Article will remain in effect notwithstanding the termination of this License Agreement for any reason.

Article 8: Exclusion of guarantee

  1. The Software is provided to users "as is," and IPEVO neither makes nor is able to make any guarantee about its efficacy or the results you will obtain from its use. IPEVO makes no representation with respect to the adequacy of any items in the Software, whether or not used by you in the development of any products, for any particular purpose or with respect to their adequacy to produce any particular result. IPEVO and its suppliers shall not be liable for loss or damage arising out of this License Agreement or from the distribution or use of your products containing portions of the Software. IPEVO AND ITS SUPPLIERS DISCLAIM ALL WARRANTIES, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED CONDITIONS OR WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE OR NONINFRINGEMENT OF ANY THIRD PARTY RIGHT IN RESPECT OF THE ITEMS IN THE SOFTWARE OR ANY SERVICES RELATED TO THE SOFTWARE.
  2. Unless the applicable law of the jurisdiction in which you are located does not allow the limitation or exclusion of any guarantee or undertaking, IPEVO makes no guarantee or undertaking (whether express or implied, or under statute, common law, custom, practice, or otherwise), including, without limitation, any guarantee of non-infringement of third party patents or of merchantability, integration, satisfactory quality, or fitness or any particular purpose.
  3. You understand and agree that you yourself assume any and all risk arising from the use of the Software or from the properties of the Software. The Software is provided for your use "as is."
  4. Neither IPEVO nor its suppliers, affiliated enterprises, or licensors are able to guarantee the following: (A) That the Software suits your requirements. (B) That in the course of a user's connection by means of the Software, there will be no interruption, delay, or occurrence of any other defect related to network connection. IPEVO assumes no liability whatsoever to the user for any such interruption, delay, or other omission that may arise during the use of the Software. IPEVO does not guarantee that the Software will at all times remain usable, uninterrupted, timely, secure, accurate, complete, or free from error, or that packet loss will not occur during use. IPEVO makes no guarantee whatsoever with regard to any connection to or transmission over the Internet, or with regard to system access or file transmission undertaken with the Software, or with regard to quality. (C) That any information or content that you come into contact with or obtain by use of the Software is reliable. (D) That any operation or function related to the Software will be able to operate normally, or that any related errors will be correctable.
  5. Any act in which you download or in some other manner obtain information through the use of the Software is an act undertaken at your own discretion, and any and all associated risk shall be borne solely by you, and you are solely responsible if, as a result of downloading the aforementioned information, there is any damage to or loss of information on your computer system or other devices.
  6. No oral or written recommendation or information that you obtain from IPEVO, or by means of the Software, or from the Software will constitute any guarantee that is not expressly provided for in these terms and conditions.
  7. The stipulations of this Article shall remain in effect after the termination of this License Agreement, without regard to the reason for the termination; this, however, neither implies that you possess the right nor creates the right for you to continue to use the Software after the termination of this License Agreement.

Article 9: Limitation of liability

  1. IPEVO is not responsible to you under any circumstances for any damages, compensation, or fees, including any derivative, indirect, or consequential losses or the loss of any profits or earnings; IPEVO need not be responsible even if it has received advance knowledge of the possible occurrence of such losses, damages, or compensation. The foregoing restrictions and exclusions shall apply to this Agreement within the scope permitted by the law of the jurisdiction in which you are located.l
  2. The total amount of liability which IPEVO assumes under this License Agreement is limited to the monetary amount paid by you (if any) for the use of the Software.
  3. IN NO EVENT WILL IPEVO OR ITS SUPPLIERS BE LIABLE TO YOU FOR ANY CONSEQUENTIAL, INCIDENTAL OR SPECIAL DAMAGES INCLUDING DAMAGES FOR ANY LOST PROFITS, LOST SAVINGS, LOSS OF DATA, COSTS, FEES OR EXPENSES OF ANY KIND OR NATURE ARISING OUT OF ANY PROVISION OF THIS LICENSE AGREEMENT OR THE USE OR INABILITY TO USE THE ITEMS IN THE SOFTWARE, EVEN IF AN IPEVO REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, OR FOR ANY CLAIM BY ANY PARTY. Some jurisdictions do not allow the exclusion or limitation of incidental, consequential or special damages, so the above limitation or exclusion may not apply to You. Nothing contained in this Agreement shall prejudice the statutory rights of any party dealing as a consumer.

Article 10: Changes to the License Agreement

  1. IPEVO may at any time amend the terms and conditions of this License Agreement or any additional terms and conditions. At the time of any such amendment, IPEVO will provide the new version of the License Agreement for your reference at https://www.ipevo.com/
  2. You understand and agree that if you use the Software after the date of any change to the License Agreement or its additional terms and conditions, you will be deemed to have accepted the updated version of the License Agreement or its additional terms and conditions.

Article 11: Legal provisions

  1. When you use the Software, it is possible at times that (due to your use or by means of your use of the Software) you will use services provided by other parties or companies, or download the images or information of other parties. Your use of such other services, software, or products shall be undertaken in accordance with the terms and conditions separately entered into with the relevant company or individual, and the terms and conditions herein do not affect the legal relationship between you and the aforesaid companies or individuals.
  2. The terms and conditions of this Agreement constitute the entirety of the legal agreement between you and IPEVO with regard to your use of the Software (not including any services IPEVO provides you on the basis of other written agreements), and completely supersede any prior agreement between you and IPEVO with regard to services.
  3. You agree that IPEVO may provide you with notices, by means of posts attached with the service, including notices regarding revisions to this License Agreement.
  4. You agree that IPEVO's non-exercise or non-enforcement of any legal rights or remedies set out in this License Agreement (or that IPEVO enjoys in accordance with any applicable law) may not be deemed a formal waiver of rights by IPEVO; IPEVO will continue to enjoy any and all such rights and remedies.
  5. In the event of any dispute or claim relating to the Software or this License Agreement, you agree to resolution of such dispute in the state or federal courts located in Santa Clara, California in accordance with California law.
  6. U.S. GOVERNMENT REGULATIONS. You agree that any Your product that includes Sample Code or Programming Language (i) will include in its license agreement a reference to applicable U.S. Government regulations that control licensing of software, and (ii) will not be shipped, transferred or exported into any country or used in any manner prohibited by the United States Export Administration Act. In addition, if any part of the Package is identified as export controlled items under the Export Laws, you represent and warrant that you are not a citizen, or otherwise located within, an embargoed nation and that you are not otherwise prohibited under the Export Laws from receiving the Software. All rights to use the Software are granted on condition that such rights are forfeited if you fail to comply with the terms of this Agreement.

Article 12: Standard terms and conditions

  1. If any part of this License Agreement is determined to be invalid or unenforceable, such determination does not affect the validity and enforceability of the remaining parts, which shall continue with full validity and enforceability under the provisions of this Agreement. This License Agreement shall not impede the statutory rights that any party enjoys as a consumer.
  2. WAIVER. None of the provisions of this License Agreement shall be deemed to have been waived by any act or acquiescence on the part of IPEVO, its agents or employees, but only by an instrument in writing signed by an officer of IPEVO.
  3. IPEVO may license you for updated versions based on revised terms and conditions. This License Agreement constitutes the entire agreement between IPEVO and the user with regard to matters connected with the Software, and supersedes all prior statements, discussion, undertakings, communication, and advertising between the two parties with regard to matters connected with the Software.
  4. The user expressly acknowledges that the user has read this License Agreement in detail, and understands the rights, obligations, terms, and conditions contained in it. By selecting the "I agree" option or by continuing to install the Software or use the Software, the user is expressly indicating that the user agrees to be bound by its terms and conditions, and the user is granted the rights set out in the License Agreement. If you have any further questions, please do not hesitate to contact us or to let us know about your questions through this company's official website at https://www.ipevo.com/