Net-2000™ Voice Codec Unit
User’s Manual
DVSI Confidential Proprietary
Page ii
Information – Section
only at the Designated Site, except as provided under this
agreement.
6.4
END USER shall have no obligations for disclosure
or use of Proprietary Information which: (i) is already known to
END USER, at time of disclosure by DVSI; (ii) is or becomes
publicly known through publication, inspection of product or
otherwise through no wrongful act of END USER; (iii) is
received from a third party without restriction and without
breach of this Agreement; (iv) is independently developed by
END USER; (v) is disclosed to a third party by or on behalf of
DVSI without restriction; or (vi) is approved for release or use
by written authorization of DVSI.
6.5
Notwithstanding any termination pursuant to
Section 3.0, the obligations set forth in this Section 6.0 shall
survive termination of this Agreement.
7.0 Limited
Warranty
7.1
DVSI warrants the Net-2000 Voice Codec Unit and
AMBE
®
and AMBE+™ Software, to be free from defects in
materials and workmanship under normal use for a period of
ninety (90) days from the date of delivery. DVSI further
warrants that the Net-2000 Voice Codec Unit and AMBE
®
and
AMBE+™ Software, operate in accordance with the written
specifications delivered to END USER with the Net-2000
Voice Codec Unit,.
7.2
Except as stated in Section 7.1, the Net-2000 Voice
Codec Unit and AMBE® and AMBE+™ Software, are
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 Net-2000 Voice Codec
Unit and AMBE® and AMBE+™ Software, with respect to its
correctness, accuracy, reliability, correctness or otherwise.
The entire risk as to the results and performance of the Net-
2000 Voice Codec Unit and AMBE® and AMBE+™ Software,
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 or correction
of the Net-2000 Voice Codec Unit and AMBE® and AMBE+™
Software,.
7.3
DVSI warrants that it has the right to enter into this
Agreement and to grant a license to use the Net-2000 Voice
Codec Unit and AMBE® and AMBE+™ Software, to END
USER.
7.4
Except as specifically set forth in this Section 7.0,
DVSI makes no express or implied warranties including,
without limitation, the warranties of merchantability or fitness
for a particular purpose or arising from a course of dealing,
usage or trade practice, with respect to the Net-2000 Voice
Codec Unit and AMBE
®
and AMBE+™ Software,. Some
states do not allow the exclusion of implied warranties, so the
above exclusion may not apply to END USER. No oral or
written information or advice given by DVSI or its employees
shall create a warranty or in any way increase the scope of
this warranty, and END USER may not rely on any such
information or advice. The limited warranties under this
section 7.0 give END USER specific legal rights, and END
USER may have other rights which vary from state to state.
8.0
Limitation of Liability
8.1
In no event shall DVSI be liable for any special,
incidental, indirect or consequential damages resulting from
the use or performance of the Net-2000 Voice Codec Unit and
AMBE
®
and AMBE+™ Software, whether based on an action
in contract, tort (including negligence) or otherwise (including,
without limitation, damages for loss of business profits,
business interruption, and loss of business information), even
if DVSI or any DVSI representative has been advised of the
possibility of such damages.
8.2
Because some states do not allow the exclusion or
limitation of liability for consequential or incidental damages, the
above limitations may not apply to END USER.
8.3
DVSI’s maximum liability for damages arising under
this Agreement shall be limited to 20% (twenty percent) of the
fees paid by END USER for the particular Net-2000 Voice
Codec Unit which caused the damages or that is the subject
matter of, or is directly related to, the cause of action.
9.0 Taxes
9.1
All payments required under Section 4.0 or otherwise
under this Agreement are exclusive of taxes and END USER
agrees to bear and be responsible for the payment of all such
taxes (except for taxes based upon DVSI’s income) including,
but not limited to, all sales, use, rental receipt, personal property
or other taxes which may be levied or assessed in connection
with this Agreement.
10.0 Export
10.1
United States export laws and regulations prohibit the
exportation of certain products or technical data received from
DVSI under this Agreement to certain countries except under a
special validated license. As of May 20, 1996 the restricted
countries are: Libya, Cuba, North Korea, Iraq, Serbia,
Montenegro, and Iran. The END USER hereby gives its
assurance to DVSI that it will not knowingly, unless prior
authorization is obtained from the appropriate U.S. export
authority, export or re-export, directly or indirectly to any of the
restricted countries any products or technical data received
from DVSI under this Agreement in violation of said United
States Export Laws and Regulations. DVSI neither represents
that a license is not required nor that, if required, it will be
issued by the U.S. Department of Commerce. Licensee shall
assume complete and sole responsibility for obtaining any
licenses required for export purposes.
11.0 Governing
Law
11.1
This Agreement is made under and shall be governed
by and construed in accordance with the laws of the
Commonwealth of Massachusetts, except that body of law
governing conflicts of law. If any provision of this Agreement
shall be held unenforceable by a court of competent jurisdiction,
that provision shall be enforced to the maximum extent
permissible, and the remaining provisions of this Agreement
shall remain in full force and effect.
12.0 Notices
Any notices to DVSI which may be given hereunder shall be
sent in writing to: Digital Voice Systems Inc., 234 Littleton
Road, Westford, MA, 01886 USA