This Software License Agreement, hereinafter referred to as "the Agreement", is made on
12th of ______________ hereinafter referred to as "the Effective Date",
SRL, a company duly incorporated under the law of Romania having its registered office at 1/11
Cluj-Napoca, Romania for the purpose of this Agreement duly represented by Rus Flaviu, Director
on the basis
of the Charter, hereinafter referred to as "the Company"
_____________, a company duly incorporated under the law of _________, having its registered office at ___________, for the purpose of this Agreement duly represented by Mr. ________, hereinafter referred to as "the Developer", having bundle ID “”.
1.1. iOS RTMP Broadcast Library Source version represents the partially open source library needed to broadcast
from iOS devices to a media server. Only the RTMP connection and packet preparation class is compiled and contains the bundle ID licensing verification.
1.2. iOS RTMP Broadcast Library Compiled version represents the closed source library needed to broadcast from iOS devices to a media server. The entire library is compiled and contains the bundle ID licensing verification.
1.3. Android RTMP Broadcast Library Compiled version represents the compiled library needed to broadcast from Android devices to a media server.
1.4. iOS RTMP Player Compiled version represents the closed source library needed to play stream on iOS devices from a media server. The entire library is compiled and contains the bundle ID licensing verification.
1.5. Included add-ons for the iOS library are the _________ extensions.
A. License Grant.
Upon your acceptance of this Agreement, the Company grants you a non-exclusive, non-transferable, limited license, without the right to grant sublicenses, to install and use a copy of the Software as set forth in this Agreement.
B. LICENSING BY UNIQUE APPLICATION BUNDLE ID
You must obtain a separate license for each application bundle ID. A bundle ID precisely identifies a single app identified in Apple’s App Store. A bundle ID is used during the development process to provision devices and by the operating system when the app is distributed to customers.
C. Title. Title to the Software is not transferred to you. Ownership of all copies of the Software and of copies made by you is vested in The Company, subject to the rights of use granted to you in this Agreement.
D. Reverse Engineering. Except and to the limited extent as may be otherwise specifically provided by applicable law in the European Union, you may not reverse engineer, decompile, disassemble or otherwise attempt to discover the source code, underlying ideas, underlying user interface techniques or algorithms of the Software by any means whatsoever, directly or indirectly, or disclose any of the foregoing, except to the extent you may be expressly permitted to decompile under applicable law in the European Union, if it is essential to do so in order to achieve operability of the Software with another software program, and you have first requested The Company to provide the information necessary to achieve such operability and The Company has not made such information available. The Company has the right to impose reasonable conditions and to request a reasonable fee before providing such information. Any information supplied by The Company or obtained by you, as permitted hereunder, may only be used by you for the purpose described herein and may not be disclosed to any third party or used to create any software which is substantially similar to the expression of the Software. Requests for information from users in the European Union with respect to the above should be directed to the the Company Customer Support Department.
E. NO GUARANTEE. THE SOFTWARE IS NEITHER GUARANTEED NOR WARRANTED TO BE ERROR-FREE NOR SHALL ANY LIABILITY BE ASSUMED BY THE COMPANY IN THIS RESPECT. NOTWITHSTANDING ANY SUPPORT FOR ANY TECHNICAL STANDARD, THE SOFTWARE IS NOT INTENDED FOR USE IN OR IN CONNECTION WITH, WITHOUT LIMITATION, THE OPERATION OF NUCLEAR FACILITIES, AIRCRAFT NAVIGATION, COMMUNICATION SYSTEMS, AIR TRAFFIC CONTROL EQUIPMENT, MEDICAL DEVICES OR LIFE SUPPORT SYSTEMS, MEDICAL OR HEALTH CARE APPLICATIONS, OR OTHER APPLICATIONS WHERE THE FAILURE OF THE SOFTWARE OR ERRORS IN DATA PROCESSING COULD LEAD TO DEATH, PERSONAL INJURY OR SEVERE PHYSICAL OR ENVIRONMENTAL DAMAGE. YOU AGREE THAT YOU ARE SOLELY RESPONSIBLE FOR THE ACCURACY AND ADEQUACY OF THE SOFTWARE AND ANY DATA GENERATED OR PROCESSED BY THE SOFTWARE FOR YOUR INTENDED USE AND YOU WILL DEFEND, INDEMNIFY AND HOLD THE COMPANY, ITS OFFICERS AND EMPLOYEES HARMLESS FROM ANY 3RD PARTY CLAIMS, DEMANDS, OR SUITS THAT ARE BASED UPON THE ACCURACY AND ADEQUACY OF THE SOFTWARE IN YOUR USE OR ANY DATA GENERATED BY THE SOFTWARE IN YOUR USE.
If the product you have received with this license is pre-commercial release or beta Software (“Pre-release Software”), then this Section applies. In addition, this section applies to all evaluation and/or demonstration copies of The Company software (“Evaluation Software”) and continues in effect until you purchase a license. To the extent that any provision in this section is in conflict with any other term or condition in this Agreement, this section shall supersede such other term(s) and condition(s) with respect to the Pre-release and/or Evaluation Software, but only to the extent necessary to resolve the conflict. You acknowledge that the Pre-release Software is a pre-release version, does not represent final product from The Company, and may contain bugs, errors and other problems that could cause system or other failures and data loss. CONSEQUENTLY, THE PRE-RELEASE AND/OR EVALUATION SOFTWARE IS PROVIDED TO YOU “AS-IS” WITH NO WARRANTIES FOR USE OR PERFORMANCE, AND THE COMPANY DISCLAIMS ANY WARRANTY OR LIABILITY OBLIGATIONS TO YOU OF ANY KIND, WHETHER EXPRESS OR IMPLIED. WHERE LEGALLY LIABILITY CANNOT BE EXCLUDED FOR PRE-RELEASE AND/OR EVALUATION SOFTWARE, BUT IT MAY BE LIMITED, THE COMPANY’S LIABILITY AND THAT OF ITS SUPPLIERS SHALL BE LIMITED TO THE SUM OF FIFTY DOLLARS (USD $50) IN TOTAL. If the Evaluation Software has a time-out feature, then the software will cease operation after the conclusion of the designated evaluation period. Upon such expiration date, your license will expire unless otherwise extended. Your license to use any output created with the Evaluation Software that contains generated program code (including Unrestricted Source Code) such as Java, C++, C, VB.NET or XSLT and associated project files and build scripts as well as generated XML, XML Schemas, documentation, UML diagrams, and database structures terminates automatically upon the expiration of the designated evaluation period but the license to use such output is revived upon your purchase of a license for the Software that you evaluated and used to create such output. Access to any files created with the Evaluation Software is entirely at your risk. You acknowledge that The Company has not promised or guaranteed to you that Pre-release Software will be announced or made available to anyone in the future, that The Company has no express or implied obligation to you to announce or introduce the Pre-release Software, and that The Company may not introduce a product similar to or compatible with the Pre-release Software. Accordingly, you acknowledge that any research or development that you perform regarding the Pre-release Software or any product associated with the Pre-release Software is done entirely at your own risk. During the term of this Agreement, if requested by The Company, you will provide feedback to The Company regarding testing and use of the Pre-release Software, including error or bug reports. If you have been provided the Pre-release Software pursuant to a separate written agreement, your use of the Software is governed by such agreement. You may not sublicense, lease, loan, rent, distribute or otherwise transfer the Pre-release Software. Upon receipt of a later unreleased version of the Pre-release Software or release by The Company of a publicly released commercial version of the Software, whether as a stand-alone product or as part of a larger product, you agree to return or destroy all earlier Pre-release Software received from The Company and to abide by the terms of the license agreement for any such later versions of the Pre-release Software.
A. Limited Warranty and Customer Remedies. The Company warrants to the person or entity that first purchases a license for use of the Software pursuant to the terms of this Agreement that (i) the Software will perform substantially in accordance with any accompanying Documentation for a period of ninety (90) days from the date of receipt, and (ii) any support services provided by The Company shall be substantially as described in Section 5 of this agreement. Some states and jurisdictions do not allow limitations on duration of an implied warranty, so the above limitation may not apply to you. To the extent allowed by applicable law, implied warranties on the Software, if any, are limited to ninety (90) days. The Company’s and its suppliers’ entire liability and your exclusive remedy shall be, at The Company’s option, either (i) return of the price paid, if any, or (ii) repair or replacement of the Software that does not meet The Company’s Limited Warranty and which is returned to The Company with a copy of your receipt. This Limited Warranty is void if failure of the Software has resulted from accident, abuse, misapplication, abnormal use, Trojan horse, virus, or any other malicious external code. Any replacement Software will be warranted for the remainder of the original warranty period or thirty (30) days, whichever is longer. This limited warranty does not apply to Evaluation and/or Pre-release Software.
B. No Other Warranties and Disclaimer. THE FOREGOING LIMITED WARRANTY AND REMEDIES STATE THE SOLE AND EXCLUSIVE REMEDIES FOR THE COMPANY OR ITS SUPPLIER’S BREACH OF WARRANTY. THE COMPANY AND ITS SUPPLIERS DO NOT AND CANNOT WARRANT THE PERFORMANCE OR RESULTS YOU MAY OBTAIN BY USING THE SOFTWARE. EXCEPT FOR THE FOREGOING LIMITED WARRANTY, AND FOR ANY WARRANTY, CONDITION, REPRESENTATION OR TERM TO THE EXTENT WHICH THE SAME CANNOT OR MAY NOT BE EXCLUDED OR LIMITED BY LAW APPLICABLE TO YOU IN YOUR JURISDICTION, THE COMPANY AND ITS SUPPLIERS MAKE NO WARRANTIES, CONDITIONS, REPRESENTATIONS OR TERMS, EXPRESS OR IMPLIED, WHETHER BY STATUTE, COMMON LAW, CUSTOM, USAGE OR OTHERWISE AS TO ANY OTHER MATTERS. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY AND ITS SUPPLIERS DISCLAIM ALL OTHER WARRANTIES AND CONDITIONS, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY, INFORMATIONAL CONTENT OR ACCURACY, QUIET ENJOYMENT, TITLE AND NON-INFRINGEMENT, WITH REGARD TO THE SOFTWARE, AND THE PROVISION OF OR FAILURE TO PROVIDE SUPPORT SERVICES. THIS LIMITED WARRANTY GIVES YOU SPECIFIC LEGAL RIGHTS. YOU MAY HAVE OTHERS, WHICH VARY FROM STATE/JURISDICTION TO STATE/JURISDICTION.
C. Limitation of Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW EVEN IF A REMEDY FAILS ITS ESSENTIAL PURPOSE, IN NO EVENT SHALL THE COMPANY OR ITS SUPPLIERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, DIRECT, INDIRECT OR CONSEQUENTIAL DAMAGES WHATSOEVER (INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS PROFITS, BUSINESS INTERRUPTION, LOSS OF BUSINESS INFORMATION, OR ANY OTHER PECUNIARY LOSS) ARISING OUT OF THE USE OF OR INABILITY TO USE THE SOFTWARE OR THE PROVISION OF OR FAILURE TO PROVIDE SUPPORT SERVICES, EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN ANY CASE, THE COMPANY’S ENTIRE LIABILITY UNDER ANY PROVISION OF THIS AGREEMENT SHALL BE LIMITED TO THE AMOUNT ACTUALLY PAID BY YOU FOR THE SOFTWARE PRODUCT. Because some states and jurisdictions do not allow the exclusion or limitation of liability, the above limitation may not apply to you. In such states and jurisdictions, The Company’s liability shall be limited to the greatest extent permitted by law and the limitations or exclusions of warranties and liability contained herein do not prejudice applicable statutory consumer rights of person acquiring goods otherwise than in the course of business. The disclaimer and limited liability above are fundamental to this Agreement between The Company and you.
D. Infringement Claims. The Company will indemnify and hold you harmless and will defend or settle any claim, suit or proceeding brought against you by a third party that is based upon a claim that the content contained in the Software infringes a copyright or violates an intellectual or proprietary right protected by International law (“Claim”), but only to the extent the Claim arises directly out of the use of the Software and subject to the limitations set forth in Section 5 of this Agreement except as otherwise expressly provided. You must notify The Company in writing of any Claim within ten (10) business days after you first receive notice of the Claim, and you shall provide to The Company at no cost such assistance and cooperation as The Company may reasonably request from time to time in connection with the defense of the Claim. The Company shall have sole control over any Claim (including, without limitation, the selection of counsel and the right to settle on your behalf on any terms The Company deems desirable in the sole exercise of its discretion). You may, at your sole cost, retain separate counsel and participate in the defense or settlement negotiations. The Company shall pay actual damages, costs, and attorney fees awarded against you (or payable by you pursuant to a settlement agreement) in connection with a Claim to the extent such direct damages and costs are not reimbursed to you by insurance or a third party, to an aggregate maximum equal to the purchase price of the Software. If the Software or its use becomes the subject of a Claim or its use is enjoined, or if in the opinion of The Company’s legal counsel the Software is likely to become the subject of a Claim, The Company shall attempt to resolve the Claim by using commercially reasonable efforts to modify the Software or obtain a license to continue using the Software. If in the opinion of The Company’s legal counsel the Claim, the injunction or potential Claim cannot be resolved through reasonable modification or licensing, The Company, at its own election, may terminate this Agreement without penalty, and will refund to you on a pro rata basis any fees paid in advance by you to The Company. THE FOREGOING CONSTITUTES THE COMPANY’S SOLE AND EXCLUSIVE LIABILITY FOR INTELLECTUAL PROPERTY INFRINGEMENT. This indemnity does not apply to situations where the alleged infringement, whether patent or otherwise, is the result of a combination of the The Company software and additional elements supplied by you.
The Company offers 6 months of updates and support for the Software that you have licensed, which is included with the license.
The Company will provide best effort technical support to you for the duration of the Support Period.
During the Support Period you may also report any Software problem or error to The Company. If The Company determines that a reported reproducible material error in the Software exists and significantly impairs the usability and utility of the Software, The Company agrees to use reasonable commercial efforts to correct or provide a usable work-around solution in an upcoming maintenance release or update, which is made available at certain times at The Company’s sole discretion.
If The Company, in its discretion, requests written verification of an error or malfunction discovered by you or requests supporting example files that exhibit the Software problem, you shall promptly provide such verification or files, by email, telecopy, or overnight mail, setting forth in reasonable detail the respects in which the Software fails to perform. You shall use reasonable efforts to cooperate in diagnosis or study of errors. The Company may include error corrections in maintenance releases, updates, or new major releases of the Software. The Company is not obligated to fix errors that are immaterial. Immaterial errors are those that do not significantly impact use of the Software as determined by The Company in its sole discretion. Technical support only covers issues or questions resulting directly out of the operation of the Software and The Company will not provide you with generic consultation, assistance, or advice under any circumstances.
Updating Software may require the updating of software not covered by this Agreement before installation. Updates of the operating system and application software not specifically covered by this Agreement are your responsibility and will not be provided by The Company under this Agreement. The Company’s obligations under this Section 6 are contingent upon your proper use of the Software and your compliance with the terms and conditions of this Agreement at all times. The Company shall be under no obligation to provide the above technical support if, in The Company’s opinion, the Software has failed due to the following conditions: (i) damage caused by the relocation of the Software to another location or CPU; (ii) alterations, modifications or attempts to change the Software without The Company’s written approval; (iii) causes external to the Software, such as natural disasters, the failure or fluctuation of electrical power, or computer equipment failure; (iv) your failure to maintain the Software at The Company’s specified release level; or (v) use of the Software with other software without The Company’s prior written approval. It will be your sole responsibility to: (i) comply with all The Company-specified operating and troubleshooting procedures and then notify The Company immediately of Software malfunction and provide The Company with complete information thereof; (ii) provide for the security of your confidential information; (iii) establish and maintain backup systems and procedures necessary to reconstruct lost or altered files, data or programs.
If the Developer breaches any of the articles, the Company has the right to impose on the Developer a penalty.
The Developer shall compensate the Company in full for any damage caused by the breach by the Developer of its obligations under this Agreement, including any damage caused by third parties who may receive access to the iOS Broadcasting Library as a result of the Developer's breach.
This Agreement may be terminated (a) by your giving The Company written notice of termination; (b) by The Company, at its option, giving you written notice of termination if you commit a breach of this Agreement and fail to cure such breach within ten (10) days after notice from The Company; or (c) at the request of an authorized The Company reseller in the event that you fail to make your license payment or other monies due and payable. In addition the Agreement governing your use of a previous version of the Software that you have upgraded or updated is terminated upon your acceptance of the terms and conditions of the Agreement accompanying such upgrade or update. Upon any termination of the Agreement, you must cease all use of the Software that this Agreement governs, destroy all copies then in your possession or control and take such other actions as The Company may reasonably request to ensure that no copies of the Software remain in your possession or control. The terms and conditions set forth in Sections 2, 4, 6 and 10 survive termination as applicable.
The Software may contain third party software that requires notices and/or additional terms and conditions. By accepting this Agreement, you are also accepting the additional terms and conditions, if any, set forth therein.
Where The Company has provided you with a foreign translation of the English language
version, you agree
the translation is provided for your convenience only and that the English language
control. If there
is any contradiction between the English language version and a translation, then the
shall take precedence.
10. LAW AND CONSTRUCTION
Where The Company has provided you with a foreign translation of the English language version, you agree that the translation is provided for your convenience only and that the English language version will control. If there is any contradiction between the English language version and a translation, then the English language version shall take precedence.
This Agreement shall be governed by and construed in accordance with the laws of the European Union.
Any and all disputes, controversies or differences in opinion shall be finally resolved through arbitration in the International Commercial Arbitration Court under the Chamber of Commerce and Industry of a European country.
This Agreement contains the entire agreement and understanding of the parties with respect to the subject matter hereof, and supersedes all prior written and oral understandings of the parties with respect to the subject matter hereof. Any notice or other communication given under this Agreement shall be in writing and shall have been properly given by either of us to the other if sent by certified or registered mail, return receipt requested, or by overnight courier to the address shown on The Company’s Web site for The Company and the address shown in The Company’s records for you, or such other address as the parties may designate by notice given in the manner set forth above. This Agreement will bind and inure to the benefit of the parties and our respective heirs, personal and legal representatives, affiliates, successors and permitted assigns. The failure of either of us at any time to require performance of any provision hereof shall in no manner affect such party’s right at a later time to enforce the same or any other term of this Agreement. This Agreement may be amended only by a document in writing signed by both of us. In the event of a breach or threatened breach of this Agreement by either party, the other shall have all applicable equitable as well as legal remedies. Each party is duly authorized and empowered to enter into and perform this Agreement. If, for any reason, any provision of this Agreement is held invalid or otherwise unenforceable, such invalidity or unenforceability shall not affect the remainder of this Agreement, and this Agreement shall continue in full force and effect to the fullest extent allowed by law. The parties knowingly and expressly consent to the foregoing terms and conditions.