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Home SDK License for Distribution

amBX SDK Licence for Distribution

BY CLICKING 'I accept' OR INSTALLING OR USING ANY PART OF THE amBX SOFTWARE DEVELOPMENT KIT, YOU AGREE TO THE TERMS OF THIS LICENCE ON BEHALF OF YOURSELF AND THE ENTITY YOU REPRESENT. IF YOU DO NOT AGREE YOUR SHOULD PRESS THE CANCEL BUTTON AND NOT INSTALL OR USE THE SDK. YOU WARRANT YOU ARE DEALING AS A BUSINESS AND NOT AS A CONSUMER.

  1. DEFINITIONS.
    1. "amBX" or "Us" or "We" means amBX Ltd, of Crown House, 2-8 Gloucester Road, Redhill, Surrey, RH1 1FH, UK;
    2. "Application" means any software you may create in executable code or source code, containing or created with the use of any portion of the SDK;
    3. "Distribute" or "Distribution" means the provision of an Application to a third party for charge or otherwise;
    4. "email address" means the email address you have registered on the Website;
    5. "Resource Centre" means the amBX resource centre to be found at www.ambx.com/guidelines containing the Self-Certification Requirements and the Branding Guidelines. We may update these from time to time by posting new requirements in the Resource Centre;
    6. "SDK" means the amBX Software Development Kit (or any portion of it) made available on the Website including any fixes, updates and upgrades we may decide to provide;
    7. "Website" means the amBX Website; and
    8. "you" means you and the entity you represent.
  2. LICENCE
    1. We grant you a personal, non-exclusive, and non-transferable licence subject to the terms of this Licence to
      1. download, install and use the SDK to create Applications; and
      2. Distribute Applications subject to you entering into the Trademark Licence set out in the Resource Centre.
    2. This Licence does not entitle you to any support, updates or upgrades. We may from time to time issue these by posting them on the Website but we are not obliged to do so.
  3. YOUR OBLIGATIONS
    1. In return for the grant of this licence you agree to the terms of this Agreement.
    2. All Applications you Distribute must:
      1. comply with the Self Certification Requirements;
      2. be clearly branded in accordance with the Branding Guidelines; and
      3. be licensed by you under terms which reserve our rights under this Licence and impose equivalent terms on your licensees.
    3. You agree not to:
      1. modify or create any derivative works of the SDK or use the SDK in a timesharing or service bureau arrangement;
      2. decompile, disassemble, or otherwise attempt to (a) derive the source code, underlying ideas, algorithms, structure or organisation of the SDK, or (b) defeat, remove, deactivate or otherwise circumvent any software protection mechanisms or remove, alter or obscure any trade mark, logo, copyright or other proprietary notices in the SDK.
    4. The SDK may use components developed through open source projects. The licences and availability of source code for such components are specified in the copyright notices file and you must comply with any such terms.
    5. This Licence does not grant any rights to any third-party or intellectual property rights including without limitation rights to use any content that could be reproduced, encoded, distributed, transmitted, performed, or otherwise used in connection with the SDK or any Applications and you are responsible for ensuring that you obtain any licences that may be required.
  4. REPRESENTATIONS. You represent and warrant to us that:
    1. you have the legal capacity to enter into this Licence and will comply with its terms; and
    2. you will use the SDK only for lawful purposes and in accordance with this Licence and not to violate any law or regulation or any right of amBX or its licensors or any third party, including without limitation, any right of privacy, publicity, copyright, trade mark, or patent.
  5. NOTICES. You agree that we can send all notices to the e-mail address, to be effective when received in your mailbox. You may withdraw agreement by terminating use of the SDK and the Distribution of Applications and sending us an email to This e-mail address is being protected from spambots. You need JavaScript enabled to view it . You agree that we may use the email address for marketing and other communications. You may withdraw your consent to receive marketing e-mails from us at any time by emailing us. All personal data will be processed in accordance with our Privacy Policy which can be found at www.ambx.com/privacy-policy.
  6. TERMINATION. If you breach the terms of this Licence, your right to use the SDK and any Applications based upon it will terminate immediately and without notice. On termination you shall destroy all copies of the SDK and all component parts in your possession. You shall have no further rights to use the SDK for further development purposes or any amBX branding or trademarks on any Applications whatsoever.
  7. OWNERSHIP. All rights in the SDK will remain our property, and you agree not to take any action to jeopardise, limit or interfere in any manner with such rights. You agree that we may use in any manner all comments, suggestions, complaints and other feedback you provide to us relating to the amBX Software. All rights in the Applications other than the rights in the SDK shall be your property.
  8. LIMITATIONS
    1. WE WARRANT WE ARE ENTITLED TO LICENSE THE SDK IN ACCORDANCE WITH THE TERMS OF THIS LICENCE. ALL OTHER REPRESENTATIONS OR WARRANTIES OF ANY KIND WHATSOEVER ARE EXCLUDED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.
    2. NOTHING IN THIS AGREEMENT SHALL EXCLUDE OR LIMIT OUR LIABILITY FOR DEATH OR PERSONAL INJURY CAUSED BY OUR NEGLIGENCE.
    3. TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT WILL WE OR OUR AFFILIATES, DIRECTORS, EMPLOYEES, DISTRIBUTORS, SUPPLIERS, AGENTS OR RESELLERS (COLLECTIVELY, THE "amBX GROUP") BE LIABLE FOR ANY DAMAGES ARISING OUT OF OR IN ANY WAY RELATING TO THIS LICENCE, INCLUDING, BUT NOT LIMITED TO DIRECT OR INDIRECT LOSSES, LOST DATA, LOSS OF GOODWILL, STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR ANY AND ALL OTHER COMMERCIAL DAMAGES OR LOSSES, EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY THEREOF. IN ANY CASE, THE amBX GROUP'S ENTIRE COLLECTIVE LIABILITY UNDER THIS LICENCE SAVE FOR CLAUSE 8.2 SHALL NOT EXCEED £100 (ONE HUNDRED POUNDS). THE amBX GROUP SHALL NOT BE LIABLE FOR ANY CLAIMS OR DAMAGES ARISING OUT OF: (i) CONTENT OR SOFTWARE PROVIDED BY YOU OR A THIRD PARTY WHETHER OR NOT SUCH IS MADE AVAILABLE ON THE WEBSITE.
    4. You agree to indemnify, hold harmless, and defend the amBX Group against any and all costs, damages and reasonable legal fees resulting from any breach by you of this Licence or any claim that your use of the SDK has injured or otherwise violated any right of any third party or violates any law.
  9. EXPORT CONTROLS You agree to comply with all relevant export and import laws and restrictions and regulations and not to export, re-export or import the SDK or any Application or product based on it in violation of any such restrictions, laws or regulations, or without all necessary approvals.
  10. GENERAL. (a) This Licence is the entire agreement between us. We may amend it from time to time by posting changes on the Website, which will apply to all use from the date of the posting. We will use reasonable efforts to give you notice but do not have to do so. (b), this Licence will be governed by the laws of England and Wales, excluding the conflict of law provisions, and you agree that any claim or dispute shall be heard in the courts of England. (d) This Licence shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods. (e) If any part of this Licence is illegal or unenforceable, it shall be modified or removed to the extent necessary to make it enforceable without losing its intent. All other terms shall remain in full force and effect, or we may at our option instead terminate this Agreement. (f) A waiver of any term shall not imply any future waiver of that term. (g) You may not assign or otherwise transfer by operation of law or otherwise this Agreement or any rights or obligations herein. (i) Neither party shall be in default or be liable for any delay, failure in performance or interruption of service resulting directly or indirectly from any cause beyond its reasonable control. (j) Neither party intends to confer any rights on any third parties under this Licence and the Contracts (Rights of Third parties) Act 1999 shall not apply. (k) If you are a consumer, nothing in this Licence shall limit any statutory rights granted you may have. (l) The headings are for reference only and are not part of the Licence. (m) All clauses that need to survive the expiration or termination of this Licence shall survive, and you agree to continue to be bound by those terms.
 

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