diff --git a/LICENSE b/LICENSE index 9c69454..73b54b7 100644 --- a/LICENSE +++ b/LICENSE @@ -1,21 +1,324 @@ -MIT License - -Copyright (c) 2022 Segment - -Permission is hereby granted, free of charge, to any person obtaining a copy -of this software and associated documentation files (the "Software"), to deal -in the Software without restriction, including without limitation the rights -to use, copy, modify, merge, publish, distribute, sublicense, and/or sell -copies of the Software, and to permit persons to whom the Software is -furnished to do so, subject to the following conditions: - -The above copyright notice and this permission notice shall be included in all -copies or substantial portions of the Software. - -THE SOFTWARE IS PROVIDED "AS IS", WITHOUT WARRANTY OF ANY KIND, EXPRESS OR -IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY, -FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT. IN NO EVENT SHALL THE -AUTHORS OR COPYRIGHT HOLDERS BE LIABLE FOR ANY CLAIM, DAMAGES OR OTHER -LIABILITY, WHETHER IN AN ACTION OF CONTRACT, TORT OR OTHERWISE, ARISING FROM, -OUT OF OR IN CONNECTION WITH THE SOFTWARE OR THE USE OR OTHER DEALINGS IN THE -SOFTWARE. +Twilio Software Development Kit License Agreement 2.0 + +Notice to user: THIS IS A TWILIO SOFTWARE DEVELOPMENT KIT LICENSE AGREEMENT 2.0 +BETWEEN YOU AND TWILIO FOR ACCESS TO AND USE OF TWILIO'S SOFTWARE DEVELOPMENT +KIT. BY USING THIS SOFTWARE DEVELOPMENT KIT, YOU ACCEPT ALL THE TERMS AND +CONDITIONS OF THIS TWILIO SOFTWARE DEVELOPMENT KIT LICENSE AGREEMENT 2.0. + +As a courtesy, below is a quick summary of how this Twilio Software Development +Kit License Agreement 2.0 applies when you download, use, or otherwise access +this Twilio Software Development Kit. The full version can be found by scrolling +down and is the only one that is legally controlling and binding. + +Summary + +When you download, use, or otherwise access this software development kit: + +* Twilio grants you a limited license to use this software development kit only + for the purposes of developing your own applications and software and + distributing those applications and software in connection with your use of + Twilio's products and services as a Twilio customer. + +* You agree not to use this software development kit to create a competing + product or service to this software development kit. + +* You agree that Twilio may make changes or updates to this software development + kit (including discontinuing support for and/or the availability of this + software development kit) at any time for any reason. + +* You agree that you will not use this software development kit in any way that + interferes with, disrupts, damages or otherwise affects anyone's servers, + networks, or services (including Twilio's). + +* You agree that any feedback you provide to Twilio regarding this software + development kit, including any suggestions for improvements, belong to Twilio + without any compensation to you and that Twilio owns all legal rights to that + feedback. + +* Except for this software development kit, any use of Twilio's products and + services is governed by a separate agreement between you and Twilio. + +Full Version + +1. Introduction + + a. This Twilio Software Development Kit License Agreement 2.0 (this + "Agreement") accompanies the Twilio Software Development Kit for the + software and related explanatory materials (including the Software and + Documentation, the "SDK") and includes any upgrades, modified versions, + updates, additions, and copies of the SDK licensed to you by Twilio. Twilio + and you may be referred to herein collectively as the "parties" or + individually as a "party." + + b. "Documentation" means Twilio's user manuals, handbooks, installation + guides, and any explanatory materials relating to or accompanying the SDK + provided by Twilio to you either electronically or in hard copy form. + + c. "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. + + d. "Software" means the object and source code, and/or other original works of + authorship in the SDK provided by Twilio to you, including all associated + example code, other tools and any upgrades, modified versions, updates, + additions, and copies provided to you pursuant to this Agreement. + + e. "Twilio" means Twilio Inc., organized under the laws of the State of + Delaware, USA, and operating under the laws of the USA with its principal + place of business at 101 Spear Street, 5th Floor, San Francisco, CA 94105. + +2. Accepting this Agreement + + a. In order to use the SDK, you must first agree to this Agreement. You may + not use the SDK if you do not accept this Agreement. By using the SDK, you + hereby agree to the terms of this Agreement. You may not use the SDK and + may not accept this Agreement if you are a person barred from receiving the + SDK under the laws of the United States or other countries, including the + country in which you are a resident or from which you use the SDK. If you + are agreeing to be bound by this 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 Agreement. If you do not have + the requisite authority, you may not accept this Agreement or use the SDK + on behalf of your employer or other entity. You must use the SDK in + conjunction with Twilio's products and services ("Twilio Services"), and + your use of the Twilio Services will solely be governed by the Twilio Terms + of Service available at https://www.twilio.com/legal/tos or a separate + written agreement entered into between you and Twilio (each, a "Services + Agreement"). This Agreement will, in no way, modify or affect the terms of + the applicable Services Agreement. + +3. SDK License from Twilio + + a. Subject to the terms and conditions of this Agreement, Twilio grants you a + non-exclusive, non-sublicensable, non-assignable, non-transferable, + worldwide, royalty-free, access to and license to use the SDK solely (i) to + copy, display, perform, modify, and create derivative works from the SDK + only for the purpose of internal development of your software products + (each, an "Application") solely for an Application's use in conjunction + with the Twilio Services; and (ii) distribute the Software as part of an + Application, provided that you have a Services Agreement with Twilio for + the use of such Twilio Services. The license granted in Section 3(a)(ii) + will survive the termination of this Agreement, except to the extent you + are in material breach of any of the obligations hereunder. + + b. You are responsible and liable for all use of the SDK, directly or + indirectly, whether such access or use is permitted by or in violation of + this Agreement. Twilio has no liability to you or any third party arising + or resulting from your use of the SDK. + + c. Use, reproduction, and distribution of software dependencies and components + of the SDK licensed under an open source software license are governed + solely by the terms of that open source software license and not this + Agreement. You understand and acknowledge that such open source software is + not licensed to you pursuant to the provisions of this Agreement and that + this Agreement may not be construed to grant any such right and/or + license. If you do not agree to abide by the applicable terms for such + components of the SDK licensed under an open source software license, then + you should not use the SDK. + + d. 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 + + a. You may not use the SDK to develop a competing product or service to the + SDK or for any purposes not expressly permitted by this Agreement + including, but not limited to, using the SDK in any manner or for any + purpose that infringes, misappropriates, or otherwise violates any + Intellectual Property Right or other right of any person, or that violates + any applicable law or regulation (including any laws regarding the export + of data or software to and from the United States or other relevant + countries). + + b. You acknowledge and agree that Twilio has no obligation to provide + updates, upgrades, or any other modifications to the SDK. In addition, you + acknowledge and agree that Twilio has no obligation to support or maintain + the SDK. + + c. You agree that the form and nature of the SDK that Twilio 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 Twilio may stop (permanently or temporarily) providing + the SDK (or any features within the SDK) to you or to users generally at + Twilio's sole discretion, without prior notice to you. + + d. 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, Twilio or any telecommunications provider. + + e. Nothing in this Agreement gives you a right to use any of Twilio's trade + names, trademarks, service marks, logos, domain names, or other + distinctive brand features. + + f. You agree that you are solely responsible for (and that Twilio has no + responsibility to you or to any third party for) any breach of your + obligations under this Agreement, any applicable third party contract, or + any applicable law or regulation, and for the consequences (including any + loss or damage which Twilio or any third party may suffer) of any such + breach. + +5. Intellectual Property Ownership and Feedback + + a. You agree that Twilio 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. Twilio reserves all rights not expressly granted + to you in this Agreement. Except for the limited rights and licenses + expressly granted under this Agreement, nothing in this Agreement grants, + by implication, waiver, estoppel, or otherwise, to your or any third + party any Intellectual Property Rights or other right, title, or interest + in or to the SDK. + + b. Twilio agrees that it obtains no right, title or interest from you (or + your licensors) under this Agreement in or to any Applications that you + develop using the SDK, including any Intellectual Property Rights that + subsist in those Applications. + + c. If you or any of your employees or contractors send or transmit any + communications, materials, code, documentation, or other original works of + authorship (including any modifications) to Twilio by any form of + electronic or written communication, including but not limited to mail, + email, telephone, source code control systems, issue tracking systems, or + otherwise, suggesting or recommending changes to the SDK, including + without limitation, new features or functionality relating thereto, or any + comments, questions, suggestions, or the like ("Feedback"), Twilio is free + to use such Feedback irrespective of any other obligation or limitation + between the parties governing such Feedback. You hereby assign to Twilio + on your behalf, and on behalf of your employees, contractors and/or + agents, all right, title, and interest in, and Twilio is free to use, + Feedback without any attribution or compensation to any party, any ideas, + know-how, concepts, techniques, or other Intellectual Property Rights + contained in the Feedback, for any purpose whatsoever. Twilio is not + required to use any Feedback. For clarity, Feedback will not include any + code, documentation, or works of authorship, including the Intellectual + Property Rights embedded therein, which are (a) unrelated to the core + functionality of the Software or (b) conceived and/or developed by you (i) + prior to the date this Agreement is accepted by you, (ii) outside the + scope of this Agreement, or (iii) independently without the use of the + SDK. + +6. Terminating this Agreement + + a. This Agreement, as may be updated from time to time, will commence on the + date it is accepted by you and continue until terminated as set out below. + + b. If you want to terminate this Agreement, you may do so by ceasing your + use of the SDK. + + c. Without prejudice to any other rights, this Agreement shall terminate + automatically without notice from Twilio if: + i. your Services Agreement for use of the Twilio Services terminates; or + ii. you have breached any provision of this Agreement; or + iii. Twilio is required to do so by law or regulation; or + iv. Twilio 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 Twilio is, in Twilio's sole discretion, no longer + commercially viable. + + d. When this Agreement terminates, all of the legal rights, obligations, and + liabilities that you and Twilio have benefited from, been subject to (or + which have accrued over time whilst this Agreement has been in force) or + which are expressed to continue indefinitely, will be unaffected by this + cessation. + +7. DISCLAIMER OF WARRANTIES + + a. 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 TWILIO. + + b. 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. + + c. TWILIO 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. + +8. LIMITATION OF LIABILITY + + a. YOU EXPRESSLY UNDERSTAND AND AGREE THAT TWILIO, ITS SUBSIDIARIES AND + AFFILIATES, AND ITS LICENSORS WILL NOT BE LIABLE TO YOU UNDER ANY THEORY + OF LIABILITY FOR ANY DAMAGES WHATSOEVER, INCLUDING, BUT NOT LIMITED TO, + DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY + DAMAGES THAT MAY BE INCURRED BY YOU, INCLUDING ANY LOSS OF DATA, WHETHER + OR NOT TWILIO OR ITS REPRESENTATIVES HAVE BEEN ADVISED OF OR SHOULD HAVE + BEEN AWARE OF THE POSSIBILITY OF ANY SUCH DAMAGES OR LOSSES ARISING. + +9. Indemnification + + a. To the maximum extent permitted by law, you agree to defend, indemnify + and hold harmless Twilio, its affiliates and their respective directors, + officers, employees, and agents from and against any and all claims, + actions, demands, 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 or any + resulting Application you develop on the SDK; (b) any Application you + develop using 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) your non-compliance with the terms of this Agreement. + +10. Changes to this Agreement + + a. Twilio may make changes to this Agreement as it distributes new versions + of the SDK. When these changes are made, Twilio will make a new version + of this Agreement available on the website where the SDK is made + available. + +11. Additional Terms + + a. Except as provided in this Agreement, this Agreement supersedes all prior + and contemporaneous agreements, oral and written, in relation to the SDK. + No oral or written information or advice given by Twilio, its agents or + employees will create a warranty or in any way increase the scope of the + warranties or obligations under this Agreement. Except as permitted in + Section 10 of this Agreement, no modification to this Agreement will be + legally binding unless set forth in writing and signed by you and Twilio. + + b. You agree that Twilio's failure to enforce at any time any provision of + this Agreement or any other of your obligations does not waive Twilio's + right to do so later. And, if Twilio does expressly waive any provision + of this Agreement or any of your other obligations, that does not mean it + is waived for all time in the future. Any waiver must be in writing and + signed by you and Twilio to be legally binding. + + c. If any court of law, having the jurisdiction to decide on this matter, + rules that any provision of this Agreement is invalid, then that + provision will be removed from this Agreement without affecting the rest + of this Agreement. The remaining provisions of this Agreement will + continue to be valid and enforceable. + + d. You acknowledge and agree that each member of the group of companies of + which Twilio is the parent will be third party beneficiaries to this + Agreement and that such other companies will be entitled to directly + enforce, and rely upon, any provision of this Agreement that confers a + benefit on (or rights in favor of) them. Other than this, no other + person or company will be third party beneficiaries to this Agreement. + + e. THE SDK IS SUBJECT TO UNITED STATES 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. + + f. You will not assign or otherwise transfer this Agreement, in whole or in + part, without Twilio's prior written consent. Any attempt by you to + assign, delegate, or transfer this Agreement will be void. Twilio may + assign this Agreement, in whole or in part, without consent. Subject to + this Section 13(f), this Agreement will be binding on both you and + Twilio and both parties' successors and assigns. + + g. This Agreement will be governed by and interpreted according to the laws + of the State of California without regard to conflicts of laws and + principles that would cause laws of another jurisdiction to apply. This + Agreement will not be governed by the United Nations Convention on + Contracts for the International Sale of Goods. Any legal suit, action or + proceeding arising out of or related to this Agreement or the SDK will be + instituted in either the state or federal courts of San Francisco, + California, and the parties each consent to the personal jurisdiction of + these courts.