Plug-in end-user licence agreement v1

This licence agreement (Licence) is a legal agreement between you (Licensee or you) and Bell Identification B.V. of Stationsplein 45, Entrance A, 6th Floor, 3013 AK Rotterdam, PO BOX 29141, 3001 GC Rotterdam, the Netherlands (Licensor, us or we) for:

  • the computer software known as the Licensor’s mWallet SDK (plug-in), also known as the Secure Element in the Cloud Plug-In, and includes any version of that software made available to you for download, any APIs, any third party products (including a compiled library compiled from Microsemi’s WhiteboxCRYPTO™ product), data and other information supplied with the software and any associated media (Plug-In); and
  • printed materials and online or other electronic documents in respect of the Plug-In (Documents).

We license use of the Plug-In and Document to you on the basis of this Licence. We do not sell the Plug-In or Documents to you. We or our licensors remain the owners of the Plug-In and Documents at all times.

IMPORTANT NOTICE TO ALL USERS:

BY DOWNLOADING THE PLUG-IN OR ANY PART THEREOF YOU AGREE TO THE TERMS OF THIS LICENCE WHICH WILL BIND YOU AND YOUR EMPLOYEES. THE TERMS OF THIS LICENCE INCLUDE, IN PARTICULAR, LIMITATIONS ON LIABILITY IN CONDITION 5.

1. Grant and scope of licence

1.1 In consideration of you agreeing to abide by the terms of this Licence, we hereby grant to you a world-wide, fully paid-up, non-exclusive,

non-transferable licence to use the Plug-In and the Documents on the terms of this Licence.

1.2 You may:

  • (a) download, install and use the Plug-In for your personal purposes (if you are a consumer) or your internal business purposes (if you are a business) only:
  • (I) for the purpose of inter-connecting other software programs (which must include at least one other Licensor program, e.g. Bell ID Secure Element in the Cloud, and which are provided under other licences to banks and other intermediate service providers) for the processing of mobile payments; and
  • (II) on central processing units (CPUs) on communication devices (mobile phones and tablets) for use with mobile banking or other payment processing software applications;
  • (b) provided you comply with the provisions in condition 2, make copies of the Plug-In for back-up purposes only;
  • (c) receive and use any free supplementary software code or update of the Plug-In incorporating “patches” and corrections of errors as may be provided by us from time to time; and
  • (d) use any Documents in support of the use permitted under this condition 1.2 and make copies of the Documents as are reasonably necessary for its lawful use.

2. Restrictions

2.1 Except as expressly set out in this Licence or as permitted by any local law, you undertake:

  • (a) not to copy the Plug-In or Documents except where such copying is incidental to normal use of the Plug-In, or where it is necessary for the purpose of back-up or operational security;
  • (b) not to rent, lease, sub-license, loan, translate, merge, adapt, vary or modify the Plug-In or Documents;
  • (c) not to make alterations to, or modifications of, the whole or any part of the Plug-In, nor permit the Plug-In or any part of it to be combined with, or become incorporated in, any other programs;
  • (d) not to disassemble, decompile, reverse-engineer or create derivative works based on the whole or any part of the Plug-In nor attempt to do any such thing;
  • (e) not to attempt to gain access to any other software programs through the Plug-In;
  • (f) to keep all copies of the Plug-In secure and to maintain accurate and up-to-date records of the number and locations of all copies of the Plug-In;
  • (g) to supervise and control use of the Plug-In and ensure that the Plug-In is used by your employees and representatives in accordance with the terms of this Licence;
  • (h) to include our copyright notice and any other person’s whom we may specify to you in writing on all entire and partial copies you make of the Plug-In or the Documents on any medium as set out in condition 6.4;
  • (i) not to provide or otherwise make available the Plug-In in whole or in part (including but not limited to program listings, object and source program listings, object code and source code), in any form to any person other than your employees without prior written consent from us; and
  • (j) to comply with all applicable technology control or export laws and regulations.

2.2 If you are a bank or another intermediate service provider and you have entered into a licence with us or one of our authorized distributors for any of our other software programs (e.g. Bell ID Secure Element in the Cloud), you may make alterations to, or modifications of, any source code of the Plug-In actually provided to you (which will generally be in the form of APIs) in order to achieve the necessary inter-operability between other software programs (typically the relevant bank’s own mobile banking or other payment processing software applications with the Licensor’s other programs) provided that the information obtained by you during such activities:

    • (a) is used only for the purpose of achieving the said necessary inter-operability between other software program for the purposes set out in condition 1.2;
    • (b) is not unnecessarily disclosed or communicated without our prior written consent to any third party; and
    • (c) is not used to create any software which is substantially similar to the Plug-In.

Any parts of the Plug-In that are provided in object code form only may not be altered or modified in any way or accessed in source code form unless permitted by local law and only then on the same provisos as are stated in (a), (b) and (c) of this condition 2.2.

2.3 If you are a bank or another intermediate service provider and you have entered into a licence with us or one of our authorised distributors for any of our other software programs that will inter-operate with the Plug-In, you may redistribute any part of the Plug-In (as may be altered or modified pursuant to clause 2.2) to your customers and ultimate end-users with other software applications for the ultimate end users’ use on their communication devices as permitted by condition 1.2, provided that such customers and ultimate end-users accept this Licence when using the inter-operating software (typically the bank’s own mobile banking or other payment processing software application).

3. Intellectual property rights

3.1 You acknowledge that all copyright and other intellectual property rights in the Plug-In and the Documents anywhere in the world belong to us or our licensors, that rights in the Plug-In are licensed (not sold) to you, and that you have no rights in, or to, the Plug-In or the Documents other than the right to use them in accordance with the terms of this Licence.

3.2 This License does not authorize the use of trade names, trademarks or service marks or the name of the Licensor except as required in describing the origin of the Plug-In and the Documents and only then on reproducing the notice set out in condition 6.4.

4. Exclusion of warranties

4.1 The Licensor is providing the Plug-In ‘as is’ and without any conditions, warranties, representations or other terms, express or implied, to the fullest extent permitted by law including, without limitation, as to title, non-infringement, merchantability, fitness for a specific purpose, defects or errors. Any condition, warranty, representation or other term concerning the supply of the Plug-In and Documents which might otherwise be implied into, or incorporated in, this Licence whether by statute, common law or otherwise, is excluded to the fullest extent permitted by law.

4.2 This exclusion constitutes a material element of the License and is a condition for granting the rights to the Plug-In.

5. Limitation of liability

5.1 We only supply the Plug-In and Documents for inter-operability purposes for other Licensor programs which are provided under other licences to banks and other intermediary service providers. You agree not to use the Plug-In or Documents for any re-sale purposes.

5.2 Subject to condition 5.3, the Licensor excludes all liability whatsoever in respect of all claims, whether in contract or tort (including negligence) or otherwise, arising out of or in connection with this Licence or any other collateral contract, for any loss or damage directly or indirectly incurred, including, without limitation, for.

  • (a) loss of profits, sales, business, or revenue;
  • (b) business interruption;
  • (c) loss of anticipated savings;
  • (d) loss or corruption of data or information;
  • (e) loss of business opportunity, goodwill or reputation; or
  • (f) any indirect or consequential loss or damage.

5.3 Nothing in this Licence shall limit or exclude our liability for:

  • (a) death or personal injury resulting from our negligence;
  • (b) fraud or fraudulent misrepresentation;
  • (c) any other liability that cannot be excluded or limited by applicable law.

6. Termination

6.1 This Licence will terminate immediately if the Plug-In is not used for the purpose of inter-connecting other software programs to at least one other Licensor program, e.g. Bell ID Secure Element in the Cloud.

6.2 We may terminate your use of any third party product forming part of the Plug-In by supplying a functionally equivalent, or substantially equivalent, product.

6.3 We may terminate this Licence immediately by written notice to you if you commit a material or persistent breach of this Licence which you fail to remedy (if remediable) within 14 days after the service of written notice requiring you to do so.

6.4 Upon termination for any reason:

  • (a) all rights granted to you under this Licence shall cease;
  • (b) you must immediately cease all activities authorized by this Licence; and
  • (c) you must immediately delete or remove the Plug-In from all computer equipment in your possession, and immediately destroy or return to us (at our option) all copies of the Plug-In and Documents then in your possession, custody or control and, in the case of destruction, certify to us that you have done so on request.

7. Other important terms

7.1 We may transfer our rights and obligations under this Licence to another organisation, but this will not affect your rights or our obligations under this Licence.

7.2 You may only transfer your rights or your obligations under this Licence to another person if we agree in writing.

7.3 Each of the conditions of this Licence operates separately. If any court or competent authority decides that any of them are unlawful or unenforceable, the remaining conditions will remain in full force and effect.

7.4 Our Licensors (including, without limitation, Microsemi) are intended third party beneficiaries and may enforce any term of this Licence to the fullest extent permitted by applicable law.

7.5 Unless the laws of your domicile expressly prohibit it, this Licence is governed by and construed under the laws of English and Wales.

7.6 In respect of attribution, you should attach the following notice on any permitted distribution of the Plug-In and/or the Documents under this Licence:

“© Bell Identification B.V. 2015

Licensed under the Plug-In End-User Licence Agreement, v1 (“EULA”). You may not use this file except in accordance with the EULA which is available at www.bellid.com.”

Download here

Reference wallet end-user licence agreement

This licence agreement (Licence) is a legal agreement between you (Licensee or you) and Bell Identification B.V. of Stationsplein 45, Entrance A, 6th Floor, 3013 AK Rotterdam, PO BOX 29141, 3001 GC Rotterdam, the Netherlands (Licensor, us or we) for:

  • the computer software known as the Licensor’s referenceWallet SDK and includes any version of that software made available to you for download, any APIs, data and other information supplied with the software and any associated media (Reference Wallet); and
  • printed materials and online or other electronic documents in respect of the Reference Wallet (Documents).

We license use of the Reference Wallet and Documents to you on the basis of this Licence. We do not sell the Reference Wallet or Documents to you. We remain the owners of the Reference Wallet and Documents at all times.

IMPORTANT NOTICE TO ALL USERS:

BY DOWNLOADING THE REFERENCE WALLET OR ANY PART THEREOF YOU AGREE TO THE TERMS OF THIS LICENCE WHICH WILL BIND YOU AND YOUR EMPLOYEES. THE TERMS OF THIS LICENCE INCLUDE, IN PARTICULAR, LIMITATIONS ON LIABILITY IN CONDITION 5.

1. Grant and scope of licence

1.1 In consideration of you agreeing to abide by the terms of this Licence, we hereby grant to you a world-wide, fully paid-up, non-exclusive, non-transferable licence to use the Reference Wallet and the Documents on the terms of this Licence.

1.2 You may:

  • (a) download, install and use the Reference Wallet for your personal purposes (if you are a consumer) or your internal business purposes (if you are a business) only:
  • (I) for the purpose of testing the inter-connectivity of other software programs (which must include at least one other Licensor program, e.g. Bell ID Secure Element in the Cloud, and which are provided under other licences to banks and other intermediate service providers) for the processing of mobile payments; and
  • (II) on central processing units (CPUs) on communication devices (mobile phones and tablets) for use with mobile banking or other payment processing software applications;
  • (b) provided you comply with the provisions in condition 2, make copies of the Reference Wallet for back-up purposes only;
  • (c) receive and use any free supplementary software code or update of the Reference Wallet incorporating “patches” and corrections of errors as may be provided by us from time to time; and
  • (d) use any Documents in support of the use permitted under this condition 1.2 and make copies of the Documents as are reasonably necessary for its lawful use.

2. Restrictions

2.1 Except as expressly set out in this Licence or as permitted by any local law, you undertake:

  • (a) not to use the Reference Wallet for any purpose other than testing interoperability with the Licensor’s other programs (i.e. it must not be used for production purposes);
  • (b) not to copy the Reference Wallet or Documents except where such copying is incidental to normal use of the Reference Wallet, or where it is necessary for the purpose of back-up or operational security;
  • (c) not to rent, lease, sub-license, loan, translate, merge, adapt, vary or modify the Reference Wallet or Documents;
  • (d) not to make alterations to, or modifications of, the whole or any part of the Reference Wallet, nor permit the Reference Wallet or any part of it to be combined with, or become incorporated in, any other programs;
  • (e) not to disassemble, decompile, reverse-engineer or create derivative works based on the whole or any part of the Reference Wallet nor attempt to do any such thing;
  • (f) not to attempt to gain access to any other software programs through the Reference Wallet;
  • (g) to keep all copies of the Reference Wallet secure and to maintain accurate and up-to-date records of the number and locations of all copies of the Reference Wallet;
  • (h) to supervise and control use of the Reference Wallet and ensure that the Reference Wallet is used by your employees and representatives in accordance with the terms of this Licence;
  • (i) to include our copyright notice and any other person’s whom we may specify to you in writing on all entire and partial copies you make of the Reference Wallet or the Documents on any medium as set out in condition 6.4;
  • (j) not to provide or otherwise make available the Reference Wallet in whole or in part (including but not limited to program listings, object and source program listings, object code and source code), in any form to any person other than your employees without prior written consent from us; and
  • (k) to comply with all applicable technology control or export laws and regulations.

2.2 If you are a bank or another intermediate service provider and you have entered into a licence with us or one of our authorized distributors for any of our other software programs (e.g. Bell ID Secure Element in the Cloud), you may make alterations to, or modifications of, any source code of the Reference Wallet actually provided to you (which will generally be in the form of APIs) in order to test the necessary inter-operability between other software programs (typically the relevant bank’s own mobile banking or other payment processing software applications with the Licensor’s other programs) provided that the information obtained by you during such activities:

  • (a) is used only for the purpose of achieving the said necessary inter-operability between other software program for the purposes set out in condition 1.2;
  • (b) is not unnecessarily disclosed or communicated without our prior written consent to any third party; and
  • (c) is not used to create any software which is substantially similar to the Reference Wallet.

Any parts of the Reference Wallet that are provided in object code form only may not be altered or modified in any way or accessed in source code form unless permitted by local law and only then on the same provisos as are stated in (a), (b) and (c) of this condition 2.2.

3. Intellectual property rights

3.1 You acknowledge that all copyright and other intellectual property rights in the Reference Wallet and the Documents anywhere in the world belong to us, that rights in the Reference Wallet are licensed (not sold) to you, and that you have no rights in, or to, the Reference Wallet or the Documents other than the right to use them in accordance with the terms of this Licence.

3.2 This License does not authorize the use of trade names, trademarks or service marks or the name of the Licensor except as required in describing the origin of the Reference Wallet and the Documents and only then on reproducing the notice set out in condition 6.4.

4. Exclusion of warranties

4.1 The Licensor is providing the Reference Wallet ‘as is’ and without any conditions, warranties, representations or other terms, express or implied, to the fullest extent permitted by law including, without limitation, as to title, non-infringement, merchantability, fitness for a specific purpose, defects or errors. Any condition, warranty, representation or other term concerning the supply of the Reference Wallet and Documents which might otherwise be implied into, or incorporated in, this Licence whether by statute, common law or otherwise, is excluded to the fullest extent permitted by law.

4.2 This exclusion constitutes a material element of the License and is a condition for granting the rights to the Reference Wallet.

5. Limitation of liability

5.1 We only supply the Reference Wallet and Documents for inter-operability purposes for other Licensor programs which are provided under other licences to banks and other intermediary service providers. You agree not to use the Reference Wallet or Documents for any re-sale purposes.

5.2 Subject to condition 5.3, the Licensor excludes all liability whatsoever in respect of all claims, whether in contract or tort (including negligence) or otherwise, arising out of or in connection with this Licence or any other collateral contract, for any loss or damage directly or indirectly incurred, including, without limitation, for.

  • (a) loss of profits, sales, business, or revenue;
  • (b) business interruption;
  • (c) loss of anticipated savings;
  • (d) loss or corruption of data or information;
  • (e) loss of business opportunity, goodwill or reputation; or
  • (f) any indirect or consequential loss or damage.

5.3 Nothing in this Licence shall limit or exclude our liability for:

  • (a) death or personal injury resulting from our negligence;
  • (b) fraud or fraudulent misrepresentation;
  • (c) any other liability that cannot be excluded or limited by applicable law.

6. Termination

6.1 This Licence will terminate immediately if the Reference Wallet is not used for the purpose of testing inter-connectivity of other software programs to at least one other Licensor program, e.g. Bell ID Secure Element in the Cloud.

6.2 We may terminate this Licence immediately by written notice to you if you commit a material or persistent breach of this Licence which you fail to remedy (if remediable) within 14 days after the service of written notice requiring you to do so.

6.3 Upon termination for any reason:

  • (a) all rights granted to you under this Licence shall cease;
  • (b) you must immediately cease all activities authorized by this Licence; and
  • (c) you must immediately delete or remove the Reference Wallet from all computer equipment in your possession, and immediately destroy or return to us (at our option) all copies of the Reference Wallet and Documents then in your possession, custody or control and, in the case of destruction, certify to us that you have done so on request.

7. Other important terms

7.1 We may transfer our rights and obligations under this Licence to another organisation, but this will not affect your rights or our obligations under this Licence.

7.2 You may only transfer your rights or your obligations under this Licence to another person if we agree in writing.

7.3 Each of the conditions of this Licence operates separately. If any court or competent authority decides that any of them are unlawful or unenforceable, the remaining conditions will remain in full force and effect.

7.4 Unless the laws of your domicile expressly prohibit it, this Licence is governed by and construed under the laws of English and Wales.

7.5 In respect of attribution, you should attach the following notice on any permitted distribution of the Reference Wallet and/or the Documents under this Licence:

“© Bell Identification B.V. 2015

Licensed under the Reference Wallet End-User Licence Agreement, v1 (“EULA”). You may not use this file except in accordance with the EULA which is available at www.bellid.com.”

Download here

Bell Identification B.V. is part of Rambus Inc. and is not associated with Bell Canada (or any affiliate thereof)