Specifications
Net-2000™ VCU Users Manual
Version 4.0, December, 2013
(Subject to Change) Page iii
DVSI CONFIDENTIAL PROPRIETARY
Net-2000™ VCU END USER License Agreement
1. Preliminary Statements and Definitions
1.1 This nonexclusive end user product license agreement is a legal agreement
between the customer (the END USER) and Digital Voice Systems, Inc.
(DVSI) covering the terms and conditions under which DVSI's proprietary
content (that may consist of and is not limited to software, hardware,
documentation and other material) is licensed to the END USER as part of this
PRODUCT.
a) The PRODUCT shall mean the Hardware, Software, Documentation and other
materials that were provided by DVSI, either directly or indirectly through
distributors or agents, to END USER as part of a sale, delivery or other
transaction.
b) Hardware can be in the form of Integrated Circuits (such as Digital signal
Processors) Circuit boards and electronics enclosed in a chassis. DVSI’s Net-
2000™ VCU is an example of electronics enclosed in a chassis.
c) Software can be in form of computer code, firmware masked into an IC or
stored or embedded into ROM or RAM or Flash memory, or software stored
on any media (such as CD-ROM, floppy disk, hard drive, solid-state memory
or the Internet)
d) Documentation means written or electronic information, including user
manuals, technical documents, training materials, specifications or diagrams,
that pertain to or are delivered with the PRODUCT in any manner (including in
print, on CD-ROM, or on-line).
1.2 DVSI has developed a number of voice coding methods and algorithms (the
“Technology”) which include DVSI’s Advanced Multi-Band Excitation
(“AMBE”) , AMBE+™, and AMBE+2™ voice coders. The Technology codes
speech at low bit rates and may include error correction, echo cancellation and
other auxiliary functions.
1.3 "DVSI Voice Compression Software" shall mean the voice coding Software
that implements or embodies the Technology and is embedded into or
otherwise provided with the PRODUCT.
1.4 "DVSI Voice Codec" shall mean the DVSI Voice Compression Software, any
PRODUCT Hardware into which the DVSI Voice Compression Software is
embedded or executed and any associated Documentation.
1.5 DVSI represents that it owns certain “Proprietary Rights” in the PRODUCT
including patent rights, copyrights, trademarks and trade secrets. These rights
include one or more of the following US Patents #5,630,011; #5,649,050;
#5,701,390; #5,715,365; #5,754,974; #5,826,222; #5,870,405; #6,161,089;
#6,199,037; #6,912,495; #7,634,399; #7,957,963; #7,970,606; #8,036,886;
#8,200,497; #8,315,860 and #8,359,197; and under other US and foreign
patents and patents pending. AMBE, AMBE+™ and AMBE+2™ are
trademarks of Digital Voice Systems, Inc.
1.6 “END USER” shall mean the person and/or organization to whom the DVSI
Vocoder Product (software or hardware) was delivered or provided to as
specified in the purchase order or other documentation. In the event that the
END USER transfers his rights under this license to a third party as specified
in Section 3.0, then this third party shall become an “END USER”.
1.7 DVSI reserves the right to make modifications and other changes to its
products and services at any time and to discontinue any product or service
without notice.
2. License Granted
2.1 Subject to the conditions herein and upon initial use of the DVSI Product,
DVSI hereby grants to END USER a non-exclusive, limited license to use the
DVSI Voice Compression Software and Technology within the PRODUCT.
No license is granted for any use of the DVSI Voice Compression Software or
Technology on any other device or Hardware or in any manner other than
within the original unmodified PRODUCT purchased from DVSI. No license is
granted to copy or modify the DVSI Voice Compression Software or the
PRODUCT either in whole or in part.
2.2 No license, right or interest in any trademark, trade name or service mark of
DVSI is granted under this Agreement. END USER acknowledges that the
PRODUCT may contain trade secrets of DVSI, including but not limited to the
specific design, and associated interface information.
2.3 END USER shall not copy, extract, reverse engineer, disassemble, de-
compile or otherwise reduce the DVSI Voice Compression Software to human-
readable form. END USER shall not alter, duplicate, make copies of, create
derivative works from, distribute, disclose, provide or otherwise make available
to others, the DVSI Voice Compression Software and Technology and/or trade
secrets contained within the PRODUCT in any form to any third party without
the prior written consent of DVSI. The END USER shall implement reasonable
security measures to protect such trade secrets.
2.4 This is a license, not a transfer of title, to the DVSI Voice Compression
Software, Technology and Documentation, and DVSI retains ownership and
title to all copies.
3. Transfer of License
3.1 The END USER shall have the right to transfer the rights under this
Agreement to a third party by either (i) providing the third party with a copy of
this Agreement or (ii) providing the third party with an agreement written by the
END USER ( hereinafter “END USER Agreement”) so long as the END USER
Agreement is approved in writing by DVSI prior to transfer of the PRODUCT.
The END USER Agreement shall contain comparable provisions to those
contained herein for protecting the Proprietary Information from disclosure by
such third party. Third parties shall agree to accept all the terms and
conditions under either Agreement or the END USER Agreement.
4. Term and Termination
4.1 This Agreement is effective upon initial delivery of the PRODUCT and shall
remain in effect until terminated in accordance with this agreement.
4.2 This Agreement shall terminate automatically without notice from DVSI if END
USER fails to comply with any of the material terms and conditions herein.
END USER may terminate this Agreement at any time upon written notice to
DVSI certifying that END USER has complied with the provisions of Section 3.
4.3 Upon termination of this Agreement for any reason, END USER shall: (i)
return the PRODUCT and documentation purchased or acquired, or in
Licensee’s possession, to DVSI; (ii) have no further rights to any DVSI
Software or the Technology without a separate written license from DVSI; (iii)
discontinue all use of the PRODUCT;
All confidentiality obligations of Customer and all limitations of liability and
disclaimers and restrictions of warranty shall survive termination of this
Agreement. In addition, the provisions of the sections titled "U.S. Government
End User Purchasers" and "General Terms Applicable to the Limited Warranty
Statement and End User License" shall survive termination of this Agreement.
5. Payments
5.1 In consideration of the materials delivered as part of the Product, and in
consideration of the license granted by DVSI for the PRODUCT, and in
consideration of DVSI's performance of its obligations hereunder, the END
USER agrees to pay to DVSI the fees as specified in DVSI's invoice.
Payments of fees shall be received by DVSI prior to shipment of the
PRODUCT.
6. Proprietary Notices
6.1 END USER shall maintain and not remove any copyright or proprietary notice
on or in the PRODUCT.
6.2 Reproduction of non-proprietary information found in DVSI Users Manuals or
data sheets is permissible only if the END USER reproduces without
alteration, and includes all copyright and other proprietary notices, all
associated warranties, conditions and limitations on all copies, in any form.
7. Proprietary Information
7.1 The parties agree that the PRODUCT shall be considered Proprietary
Information.
7.2 Except as otherwise provided in this Agreement, END USER shall not use,
disclose, make, or have made any copies of the Proprietary Information, in
whole or in part, without the prior written consent of DVSI.
8. Limited Warranty
8.1 DVSI warrants the PRODUCT to be free from defects in materials and
workmanship under normal use for a period of ninety (90) days from the date
of delivery. The date of delivery is set forth on the packaging material in which
the Product is shipped. This limited warranty extends only to the Customer
who is the original purchaser. If the PRODUCT is found to be defective and
the condition is reported to DVSI, within the warranty period, DVSI may, at its
option, repair, replace, or refund of the purchase price of the PRODUCT.
DVSI may require return of the PRODUCT as a condition to the remedy.
Restrictions. This warranty does not apply if the Product (a) has been altered,
(b) has not been installed, operated, repaired, or maintained in accordance
with instructions supplied by DVSI, (c) has been subjected to abnormal
physical or electrical stress, misuse, negligence, or accident;
8.2 Except as stated in Section 8.1, the PRODUCT is provided "as is" without
warranty of any kind. DVSI does not warrant, guarantee or make any
representations regarding the use, or the results of the use, of the PRODUCT
with respect to its correctness, accuracy, reliability, speech quality or
otherwise. The entire risk as to the results and performance of the PRODUCT
is assumed by the END USER. After expiration of the warranty period, END
USER, and not DVSI or its employees, assumes the entire cost of any
servicing, repair, replacement, or correction of the PRODUCT.
8.3 DVSI represents that, to the best of its knowledge, it has the right to enter into
this Agreement and to grant a license to use the PRODUCT to END USER.