- The Software Development Kit (referred to in this License Agreement as the “SDK”) is licensed to you subject to the terms of this License Agreement. This License Agreement forms a legally binding contract between you and Sightcorp in relation to your use of the SDK.
- “Sightcorp” means Sightcorp BV., a corporation with principal place of business at Science Park 400, 1098 XH, Amsterdam, The Netherlands.
- By SDK is meant any Sightcorp library or wrapper which contains Sightcorp technologies.
2. Accepting this License Agreement
- In order to use the SDK, you must first agree to this License Agreement. You may not use the SDK if you do not accept this License Agreement.
- By using the SDK, you hereby agree to the terms of this License Agreement.
- You may not use the SDK and may not accept the License Agreement if you are a person barred from receiving the SDK under the laws of the Netherlands or other countries including the country in which you are resident or from which you use the SDK.
- If you are agreeing to be bound by this License Agreement on behalf of your employer or other entity, you represent and warrant that you have full legal authority to bind your employer or such entity to this License Agreement. If you do not have the requisite authority, you may not accept the License Agreement or use the SDK on behalf of your employer or other entity.
3. SDK General License
- Subject to the terms of this License Agreement, Sightcorp grants you a limited, worldwide, non-assignable and non-exclusive license to use the SDK solely to develop applications that make use of the SDK functionalities.
- You agree that Sightcorp or third parties own all legal right, title and interest in and to the SDK, including any Intellectual Property Rights that subsist in the SDK. “Intellectual Property Rights” means any and all rights under patent law, copyright law, trade secret law, trademark law, and any and all other proprietary rights. Sightcorp reserves all rights not expressly granted to you.
- You may not use the SDK for any purpose not expressly permitted by this License Agreement. Except to the extent required by applicable third party licenses, you may not copy (except for backup purposes), modify, adapt, redistribute, decompile, reverse engineer, disassemble, or create derivative works of the SDK or any part of the SDK, or distribute any software or device incorporating a part of the SDK.
- You agree that you will not take any actions that may cause or result in giving direct access to the SDK functions to thirds parties, including but not limited to distributing, participating in the creation of, or promoting in any way a software development kit derived from the SDK.
- You agree that the form and nature of the SDK that Sightcorp provides may change without prior notice to you and that future versions of the SDK may be incompatible with applications developed on previous versions of the SDK. You agree that Sightcorp may stop (permanently or temporarily) providing the SDK (or any features within the SDK) to you or to users generally at Sightcorp’s sole discretion, without prior notice to you.
- You and Sightcorp are allowed to promote each others’ products, services, and technologies, including but not limited to mentioning technology in press releases. You and Sightcorp are allowed to place a trademark and/or a logo for display on each others’ products and services, the display to be reasonably prominent as to reasonably inform a licensing association between you and Sightcorp but not to create a likelihood of confusion as to the origin of the primary product or service offered by each Party.
- You agree that you will not remove, obscure, or alter any proprietary rights notices (including copyright and trademark notices) that may be affixed to or contained within the SDK.
4. Use of the SDK by You
- Sightcorp agrees that it obtains no right, title or interest from you (or your licensors) under this License Agreement in or to any software applications that you develop using the SDK, including any intellectual property rights that subsist in those applications.
- You agree to use the SDK and write applications only for purposes that are permitted by (a) this License Agreement and (b) any applicable law, regulation or generally accepted practices or guidelines in the relevant jurisdictions (including any laws regarding the export of data or software to and from the Netherlands or other relevant countries).
- You agree that if you use the SDK to develop applications for general public users, you will protect the privacy and legal rights of those users. If the users provide you with user names, passwords, or other login information or personal information, you must make the users aware that the information will be available to your application, and you must provide legally adequate privacy notice and protection for those users. If your application stores personal or sensitive information provided by users, it must do so securely. If the user provides your application with personal information, your application may only use that information to access the user’s information when, and for the limited purposes for which, the user has given you permission to do so.
- You agree that you will not engage in any activity with the SDK, including the development or distribution of an application, that interferes with, disrupts, damages, or accesses in an unauthorized manner the servers, networks, or other properties or services of any third party including, but not limited to Sightcorp.
- You agree that you are solely responsible for (and that Sightcorp has no responsibility to you or to any third party for) any data, content, or resources that you create, transmit or display through the SDK and/or applications which use the SDK, and for the consequences of your actions (including any loss or damage which Sightcorp may suffer) by doing so.
- You agree that you are solely responsible for (and that Sightcorp has no responsibility to you or to any third party for) any breach of your obligations under this License Agreement, any applicable third party contract or Terms of Service, or any applicable law or regulation, and for the consequences (including any loss or damage which Sightcorp or any third party may suffer) of any such breach.
5. Your Developer Credentials
- You agree that you are responsible for maintaining the confidentiality of any developer credentials and key that may be issued to you by Sightcorp or created by yourself, and that you will be solely responsible for all applications that are developed under your developer credentials.
6. Privacy and Information
- In order to control the proper usage of the SDK, Sightcorp may collect certain usage statistics from the software including but not limited to a unique identifier, associated IP address, version number of the software, and information on which tools and/or services in the SDK are being used and how they are being used.
- The data collected is examined in the aggregate to improve the SDK and is maintained in accordance with Dutch Privacy Laws.
7. Using Sightcorp APIs
- If you use any API to retrieve data from Sightcorp or SDKs, you acknowledge that the data may be protected by intellectual property rights which are owned by Sightcorp or those parties that provide the data (or by other persons or companies on their behalf). Your use of any such API may be subject to additional Terms of Service. You may not modify, rent, lease, loan, sell, distribute or create derivative works based on this data (either in whole or in part) unless allowed by the relevant Terms of Service.
- If you use any API to retrieve a user’s data from Sightcorp, you acknowledge and agree that you shall retrieve data only with the user’s explicit consent and only when, and for the limited purposes for which, the user has given you permission to do so.
8. Terminating this License Agreement
- This License Agreement will continue to apply until terminated by either you or Sightcorp as set out below.
- If you want to terminate this License Agreement, you may do so by ceasing your use of the SDK and any relevant developer credentials.
- Sightcorp may at any time, terminate this License Agreement with you if: (A) you have breached any provision of this License Agreement; or (B) Sightcorp is required to do so by law; or (C) the partner with whom Sightcorp offered certain parts of SDK (such as APIs) to you has terminated its relationship with Sightcorp or ceased to offer certain parts of the SDK to you; or (D) Sightcorp decides to no longer provide the SDK or certain parts of the SDK to users in the country in which you are resident or from which you use the service, or the provision of the SDK or certain SDK services to you by Sightcorp is, in Sightcorp’s sole discretion, no longer commercially viable.
- When this License Agreement comes to an end, all of the legal rights, obligations and liabilities that you and Sightcorp have benefited from, been subject to (or which have accrued over time whilst this License Agreement has been in force) or which are expressed to continue indefinitely, shall be unaffected by this cessation, and the provisions of paragraph 14.7 shall continue to apply to such rights, obligations and liabilities indefinitely.
9. Refund & cancellation policy
- Sightcorp does not provide any refunds on subscriptions or time-based and lifetime licenses. We encourage every customer to take advantage of our ‘Free trial’ policy: Use the 14-day free trial period to test the product before purchasing.
- Sightcorp will continue to charge you at the initial subscription rate unless you cancel your account. This will happen on the same day of the subsequent month or year that you initially joined.
10. DISCLAIMER OF WARRANTIES
- YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE SDK IS AT YOUR SOLE RISK AND THAT THE SDK IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTY OF ANY KIND FROM SIGHTCORP.
- YOUR USE OF THE SDK AND ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED THROUGH THE USE OF THE SDK IS AT YOUR OWN DISCRETION AND RISK AND YOU ARE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR OTHER DEVICE OR LOSS OF DATA THAT RESULTS FROM SUCH USE.
- SIGHTCORP FURTHER EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
11. LIMITATION OF LIABILITY
- YOU EXPRESSLY UNDERSTAND AND AGREE THAT SIGHTCORP, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS SHALL NOT BE LIABLE TO YOU UNDER ANY THEORY OF LIABILITY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES THAT MAY BE INCURRED BY YOU, INCLUDING ANY LOSS OF DATA, WHETHER OR NOT SIGHTCORP OR ITS REPRESENTATIVES HAVE BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES ARISING.
- To the maximum extent permitted by law, you agree to defend, indemnify and hold harmless Sightcorp, its affiliates and their respective directors, officers, employees and agents from and against any and all claims, actions, suits or proceedings, as well as any and all losses, liabilities, damages, costs and expenses (including reasonable attorneys fees) arising out of or accruing from (a) your use of the SDK, (b) any application you develop on the SDK that infringes any copyright, trademark, trade secret, trade dress, patent or other intellectual property right of any person or defames any person or violates their rights of publicity or privacy, and (c) any non-compliance by you with this License Agreement.
13. Changes to the License Agreement
- Sightcorp may make changes to the License Agreement as it distributes new versions of the SDK. When these changes are made, Sightcorp will make a new version of the License Agreement available on the website where the SDK is made available.
14. General Legal Terms
- This License Agreement constitutes the whole legal agreement between you and Sightcorp and governs your use of the SDK (excluding any services which Sightcorp may provide to you under a separate written agreement), and completely replaces any prior agreements between you and Sightcorp in relation to the SDK.
- You agree that if Sightcorp does not exercise or enforce any legal right or remedy which is contained in this License Agreement (or which Sightcorp has the benefit of under any applicable law), this will not be taken to be a formal waiver of Sightcorp’s rights and that those rights or remedies will still be available to Sightcorp.
- If any court of law, having the jurisdiction to decide on this matter, rules that any provision of this License Agreement is invalid, then that provision will be removed from this License Agreement without affecting the rest of this License Agreement. The remaining provisions of this License Agreement will continue to be valid and enforceable.
- You acknowledge and agree that each member of the group of companies of which Sightcorp is the parent shall be third party beneficiaries to this License Agreement and that such other companies shall be entitled to directly enforce, and rely upon, any provision of this License Agreement that confers a benefit on (or rights in favor of) them. Other than this, no other person or company shall be third party beneficiaries to this License Agreement.
- EXPORT RESTRICTIONS. THE SDK IS SUBJECT TO THE NETHERLANDS EXPORT LAWS AND REGULATIONS. YOU MUST COMPLY WITH ALL DOMESTIC AND INTERNATIONAL EXPORT LAWS AND REGULATIONS THAT APPLY TO THE SDK. THESE LAWS INCLUDE RESTRICTIONS ON DESTINATIONS, END USERS AND END USE.
- The rights granted in this License Agreement may not be assigned or transferred by either you or Sightcorp without the prior written approval of the other party. Neither you nor Sightcorp shall be permitted to delegate their responsibilities or obligations under this License Agreement without the prior written approval of the other party.
- This License Agreement, and your relationship with Sightcorp under this License Agreement, shall be governed by the laws of the Netherlands without regard to its conflict of laws provisions. You and Sightcorp agree to submit to the exclusive jurisdiction of the courts located within the Netherlands to resolve any legal matter arising from this License Agreement. Notwithstanding this, you agree that Sightcorp shall still be allowed to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.