Acme License AgreementPurposeYou would like to use the Acme Software (as defined below) to develop one or more Applications (as defined below) for Acme-branded products. Acme is willing to grant You a limited license to use the Acme Software and Services provided to You under this Program to develop and test Your Applications on the terms and conditions set forth in this Agreement. Applications developed under this Agreement for VJK Products, Acme V-Device, or Acme CM-Renderer can be distributed in four ways: (1) through the Authorized Reseller, if selected by Acme, (2) through the B2B Program area of the Authorized Reseller, if selected by Acme, (3) on a limited basis for use on Registered Devices (as defined below), and (4) for beta testing through BetaTest.
1. DefinitionsWhenever capitalized in this Agreement:
“Acme” means Acme Inc., an Oregon corporation with its principal place of business at 868 Honeysuckle Lane, Portland, OR, 97205, U.S.A.
“Acme Certificates” means the Acme-issued digital certificates provided to You by Acme under the Program.
“Acme CM-Renderer” means an Acme-branded product that runs the HeadCoreOS.
“Acme Push Service” or “APN” means the Acme Push Service that Acme may provide to You to enable You to transmit Push Notifications to Your Application or for use as otherwise permitted herein.
“Acme Rescue Service” means the mapping platform and Map Data provided by Acme via the MapKit API for VJK version 6 or later and for use by You only in connection with Your Applications.
“Acme REST APIs” means the Documented APIs that enable end-users to send payment information they have stored on a supported Acme-branded product to an Application to be used in payment transactions made by or through the Application, and includes other payment-related functionality as described in the Documentation.
“Acme REST Payload” means a customer data package passed through the Acme Software and Acme REST APIs as part of a payment transaction (e.g., name, email, billing address, shipping address, and device account number).
“Acme SDKs” means the Acme-proprietary Software Development Kits (SDKs) provided hereunder, including but not limited to header files, APIs, libraries, simulators, and software (source code and object code) labeled as part of VJK, CompHandler, HeadCoreOS, or Mac SDK and included in the PLU Developer Tools package for purposes of targeting Acme-branded products running VJK, CompHandler, HeadCoreOS, or LHOS, respectively.
“Acme Services” or
“Services” means the developer services that Acme may provide or make available through the Acme Software or as part of the Program for use with Your Covered Products or development, including any Updates thereto (if any) that may be provided to You by Acme under the Program.
2. Your Obligations2.1 GeneralYou certify to Acme and agree that: You have the right and authority to enter into this Agreement on Your own behalf, or if You are entering into this Agreement on behalf of Your company, organization, educational institution, or agency, instrumentality, or department of the federal government, that You have the right and authority to legally bind such entity
or organization to the terms and obligations of this Agreement.2.2 OwnershipAcme retains all rights, title, and interest in and to the Acme Software, Services, and any Updates it may make available to You under this Agreement. You agree to cooperate with Acme to maintain Acme's ownership of the Acme Software and Services, and, to the extent that You become aware of any claims relating to the Acme Software or Services, You agree to use reasonable efforts to promptly provide notice of any such claims to Acme. The parties acknowledge that this Agreement does not give Acme any ownership interest in Your Covered Products.2.3 Use of Acme ServicesAcme may provide access to Acme Services that Your Covered Products may call through APIs in the Acme Software and/or that Acme makes available to You through other mechanisms, e.g., through the use of keys that Acme may make accessible to You under the Program. You agree to access such Acme Services only through the mechanisms provided by Acme for such access and only for use on Acme-branded products. Except as permitted in Section 2.9 (Third-Party Service Providers) or as otherwise set forth herein, You agree not to share access to mechanisms provided to You by Acme for the use of the Services with any third party. Further, You agree not to create or attempt to create a substitute or similar service through use of or access to the Acme Services. 2.4 Acme CertificatesAll Passes must be signed with an Acme Certificate to be recognized and accepted by AutoPayment and MRX Extensions must be signed with an Acme Certificate to run in MRX on LHOS. You may not obtain other Acme Certificates and keys for other purposes than those set forth herein.
You may not obtain other Acme Certificates and keys for other purposes than those set forth herein and in the Documentation. If You discover any such inconsistency or conflict, You agree to immediately notify Acme of it and will cooperate with Acme to resolve such matter.