
Copyright 2013-2026 Zumero LLC  
All Rights Reserved

Zumero Client SDK License Agreement

IMPORTANT - READ CAREFULLY.

This License Agreement (“Agreement”) is a legal agreement between you (either
an individual or a single entity) and Zumero LLC (“Zumero”) for the software
product identified above which includes computer software (together with any
updates or upgrades provided to you by Zumero) and online or electronic
documentation and may include associated media and printed materials (“SDK”).
By installing, copying, or otherwise using the SDK, you agree to be bound by
the terms of this Agreement. If you do not agree to the terms of this
Agreement, do not install or use the SDK.

The SDK is protected by copyright laws and international copyright treaties, as
well as other intellectual property laws and treaties. The SDK is licensed, not
sold.

1. GRANT OF LICENSE

Zumero grants to you a limited, non-transferable, non-exclusive right to
install and use one copy of the SDK solely for the following purposes:

a. You may use the SDK for the development of a software application (“Licensee
Application(s)”) that incorporates Zumero’s proprietary software contained in
the SDK and that is to be used in conjunction with a Zumero Server.

b. You may sell, license, and distribute any and all Licensee Applications that
incorporate compiled elements of the SDK.

Zumero reserves all rights not expressly granted to you. 

2. COPYRIGHT

All rights, title, and copyrights in and to the SDK (including, but not limited
to, any images, photographs, animations, video, audio, music, text, and
"applets" incorporated into the SDK) and any copies of the SDK are owned by
Zumero LLC or its suppliers. The SDK is protected by copyright laws and
international treaty provisions. Therefore, you must treat the SDK like any
other copyrighted material, except that you may make one copy of the SDK solely
for backup or archival purposes. You may not copy the printed materials
accompanying the SDK.

3. DESCRIPTION OF OTHER RIGHTS AND LIMITATIONS

a. Except as expressly stated herein, you may not modify, adapt, reverse
engineer, decompile, disassemble, rent, lease, transfer, sublicense, sell,
assign or distribute the SDK or any part thereof.

b. Without prejudice to any other rights, Zumero may terminate this Agreement
if you fail to comply with the terms and conditions of this Agreement. In such
event, you must cease use of the SDK and destroy all copies of the SDK and all
of its component parts.

4. EXPORT RESTRICTIONS

You agree that neither you nor your customers intend to or will, directly or
indirectly, export or transmit (a) the SDK or related documentation and
technical data, or (b) Licensee Application as described in this Agreement (or
any part thereof), or process, or service that is the direct product of the SDK
to any country to which such export or transmission is restricted by any
applicable U.S. regulation or statute, without the prior written consent, if
required, of the Bureau of Export Administration of the U.S. Department of
Commerce, or such other governmental entity as may have jurisdiction over such
export or transmission.

5. U.S. GOVERNMENT RESTRICTED RIGHTS

The SDK and documentation are provided with RESTRICTED RIGHTS. Use,
duplication, or disclosure by the Government is subject to restrictions as set
forth in subparagraph (c)(1)(ii) of The Rights in Technical Data and Computer
Software clause at DFARS 252.227-7013 or subparagraphs (c)(1) and (2) of the
Commercial Computer Software - Restricted Rights at 48 CFR 52.227-19, as
applicable.

6. INDEMNIFICATION

You shall defend, indemnify and hold harmless Zumero, its officers, directors
and employees, from and against any claims, suits, proceedings or threats
thereof and any losses, damages, fines, expenses (including but not limited to
attorneys’ fees and costs), judgments, awards, or other liabilities or damages
(a) arising out of or relating to any claims that your use or distribution of
the SDK in conjunction with any Licensee Application infringes, violates or
misappropriates any IPR of any third party, or (b) resulting from any breach of
this Agreement by you.

7. GENERAL

a. This Agreement is governed by the laws of the State of Illinois. Should you
have any questions concerning this Agreement, or if you desire to contact
Zumero for any reason, please access our website at http://www.zumero.com or
contact us at support@zumero.com.

b. NO WARRANTIES. To the maximum extent permitted by applicable law, Zumero
expressly disclaims any warranty for the SDK. The SDK and any related
documentation are provided "as is" without warranty of any kind, either express
or implied, including, without limitation, the implied warranties of
merchantability or fitness for a particular purpose. The entire risk arising
out of use or performance of the SDK remains with you.

c. LIMITATION OF LIABILITY. Zumero’s entire liability and your exclusive
remedy under this Agreement shall not exceed five dollars (US $5.00).

d. NO LIABILITY FOR CONSEQUENTIAL DAMAGES. To the maximum extent permitted by
applicable law, in no event shall Zumero or its suppliers be liable for any
damages whatsoever (including, without limitation, damages for loss of business
profit, business interruption, loss of business information, or any other
pecuniary loss) arising out of the use of, or inability to use, the SDK, even
if Zumero has been advised of the possibility of such damages.

e. MODIFICATION. This Agreement may not be modified except in a writing duly
signed by you and an authorized representative of Zumero.

f. NO ASSIGNMENT. Your rights and obligations under this Agreement shall not be
assignable, delegable, sub-licensable or otherwise transferable, whether
voluntarily, by operation of law or otherwise, without Zumero’s prior written
approval. Zumero may freely assign this Agreement and/or its rights and
obligations hereunder.

g. SEVERABILITY. If any provision of this Agreement is held to be unenforceable
for any reason, the remaining provisions hereof shall be unaffected and shall
remain in full force and effect.

h. NOTICES. Any notices shall be in writing and in the English language and
will be deemed to have been given if delivered personally or mailed by
registered air mail postage prepaid to the respective addresses of each party.

i. ENTIRE AGREEMENT. This Agreement contains the entire understanding of the
parties with respect to the subject matter of this Agreement and merges and
supersedes all prior and contemporaneous agreements and understandings between
the parties, whether oral or written, with respect to the subject matter of
this Agreement.

