AMBE-2000 Digital Voice Systems, Inc., AMBE-2000 Datasheet - Page 3

• Manufacturer Part Number: AMBE-2000
• Description: 2.0 - 9.6 KBPS Single ic For Toll-quality, Low Data Rate, Real Time Speech Compression
• Manufacturer: Digital Voice Systems, Inc.

AMBE-2000
Visit us at
DVSI Confidential Proprietary, Subject to Change
1.0 Preliminary Statements and Definitions
1.1 “END USER” shall mean the person and/or organization to whom the AMBE-2000™
Vocoder Chip was delivered or provided to as specified in the purchase order or other
documentation. In the event that the END USER transfers his rights under this license to a third
party as specified in section 2.2, then this third party shall become an “END USER”.
1.2 Digital Voice Systems, Inc. (DVSI) has developed a voice coding method and algorithm (the
“Technology”) based on the Advanced Multi-Band Excitation (“AMBE
technology codes speech at bit rates of 2.4 to 9.6 kilobits per second (kbps) including error
correction bits.
1.3 "AMBE
firmware integrated into the AMBE-2000™ Vocoder chip integrated circuit.
1.4 "Voice Codec" shall mean the AMBE-2000™ Vocoder Chip integrated circuit, the AMBE
Voice Compression Software, firmware and associated documentation, including modifications,
enhancements and extensions made by or for Digital Voice Systems, Inc. (DVSI) and including
circuit diagrams, timing diagrams, logic diagrams, layouts, operating instructions and user
manuals.
1.5 DVSI represents that it owns certain “Proprietary Rights” in the Technology and the AMBE
Voice Compression Software, including patent rights in the Technology, and patent rights,
copyrights, and trade secrets in the AMBE
2.0 License Granted
2.1 Subject to the conditions herein and upon initial use of the AMBE-2000™ Vocoder Chip,
DVSI hereby grants to END USER a non-exclusive, limited license to use the AMBE
Compression Software in machine readable form solely on the AMBE-2000™ Vocoder Chip.
Title to the AMBE
use of the AMBE
Chip. No license, right or interest in any trademark, trade name or service mark of DVSI is
granted under this Agreement.
2.2 END USER shall not copy, extract, de-compile, reverse engineer or disassemble the AMBE
Voice Compression Software contained in the AMBE-2000™ Vocoder Chip.
3.0 Transfer of License
3.1 The END USER shall have the right to transfer the AMBE-2000™ Vocoder Chip and all
rights under this Agreement to a third party by either (i) providing the third party with a copy of
this Agreement or (ii) providing the third party with an agreement written by the END USER (
hereinafter “END USER Agreement”) so long as the END USER Agreement is approved in
writing by DVSI prior to transfer of the AMBE-2000™ Vocoder Chip. The END USER
Agreement shall contain comparable provisions to those contained herein for protecting the
Proprietary Information from disclosure by such third party. Third parties shall agree to accept
all the terms and conditions under either Agreement or the END USER Agreement.
4.0 Term and Termination
4.1 This Agreement is effective upon initial delivery of the Voice Codec and shall remain in
effect until terminated in accordance with this agreement.
4.2 This Agreement shall terminate automatically without notice from DVSI if END USER fails
to comply with any of the material terms and conditions herein. END USER may terminate this
Agreement at any time upon written notice to DVSI certifying that END USER has complied
with the provisions of Section 3.3.
4.3 Upon termination of this Agreement for any reason, END USER shall: (i) return all AMBE-
2000™ Vocoder Chip purchased or acquired, or in Licensee’s possession, to DVSI; (ii) have no
further rights to any AMBE
written license from DVSI; (iii) discontinue all use of the AMBE-2000™ Vocoder Chip;
5.0 Payments
5.1 In consideration of the materials provided as part of the Voice Codec, and in consideration of
the license and rights in the AMBE
consideration of DVSI's performance of its obligations hereunder, END USER agrees to pay to
DVSI the fee specified in DVSI's invoice.
6.0 Proprietary Notices
6.1 END USER shall not remove any copyright or proprietary notice on the AMBE-2000™
Vocoder Chip or on the AMBE

www.dvsinc.com
Voice Compression Software" shall mean the speech coding software and/or
®
®
Voice Compression Software on other than the AMBE-2000™ Vocoder
Voice Compression Software remains with DVSI. No license is granted for
®
™
Voice Compression Software or the Technology without a separate

Voice Compression Software.
Vocoder Chip END USER License Agreement

Voice Compression Software granted by DVSI, and in

Voice Compression Software.

”) voice coder. The
AMBE-2000™ Vocoder Chip
User’s Manual Version 4.0
®
Voice


®
7.2 Except as otherwise provided in this Agreement, END USER shall not use, disclose, make,
or have made any copies of the Proprietary Information, in whole or in part, without the prior
written consent of DVSI.
8.0 Limited Warranty
8.1 DVSI warrants the Voice Codec to be free from defects in materials and workmanship
under normal use for a period of ninety (90) days from the date of delivery.
8.2 Except as stated in Section 7.1, the Voice Codec is 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 Voice Codec with respect to its correctness, accuracy, reliability,
correctness or otherwise. The entire risk as to the results and performance of the Voice Codec
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, replacement, or
correction of the Voice Codec.
8.3 DVSI represents that, to the best of its knowledge, it has the right to enter into this
Agreement and to grant a license to use the AMBE
USER.
8.4 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 Voice Codec. 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.
9.0 Limitation of Liability
9.1 In no event shall DVSI be liable for any special, incidental, indirect or consequential
damages resulting from the use or performance of the Voice Codec 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.
9.2 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.
9.3 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 Voice Codec which
caused the damages or that is the subject matter of, or is directly related to, the cause of action.
10.0 Taxes
10.1 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.
11.0 Export
11.1 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 November 30, 1999 the restricted countries are: Libya, Cuba,
North Korea, Iraq, Serbia, Taliban in Afghanistan, Sudan, Burma, Yugoslavia 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.
12.0 Governing Law
12.1 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.
7.0 Proprietary Information
7.1 The parties agree that the AMBE
Proprietary Information.

Voice Compression Software shall be considered

Voice Compression Software to END
Page 3