End User License Agreement

1. PARTIES AND DEFINITIONS

This End User License Agreement ("Agreement") is entered into between:

Licensor: ictVoIP Canada / ictTech Canada
Website: https://ictvoip.ca / https://icttech.ca
Contact: admin@icts.ca

Licensee: The individual or entity purchasing, downloading, or using the Software (defined below).

Definitions:

"Software" means the ictVoIP Billing addon module for WHMCS, FusionPBX server module, and all related components, scripts, documentation, and updates provided by Licensor.
"FusionPBX Ecosystem" means the integrated suite of tools including but not limited to: FusionPBX server module, ictVoIP Billing addon, provisioning APIs, CDR collection systems, and related utilities.
"License Key" means the unique activation code provided to Licensee upon purchase.
"Production Use" means deployment in a live business environment serving actual customers or generating revenue.
"Development Use" means use in testing, staging, or development environments not serving production traffic.

2. GRANT OF LICENSE

2.1 License Scope

Subject to the terms of this Agreement and payment of applicable fees, Licensor grants Licensee a non-exclusive, non-transferable, revocable license to:

Install and use the Software on a single WHMCS installation
Use the Software for managing VoIP billing, provisioning, and related services
Access updates and support as specified in the purchased license tier

2.2 License Types

Single License:

One (1) production WHMCS installation
One (1) development/staging installation
Valid for the domain(s) specified at purchase

Multi-License:

Multiple production WHMCS installations as specified in purchase
Corresponding development/staging installations
Each installation requires separate license activation

2.3 FusionPBX Server Quantity Tiers

The Software includes tiered licensing for FusionPBX server provisioning. The maximum number of FusionPBX servers that can be provisioned is determined by the purchased tier:

Tier	Maximum FusionPBX Servers	Description
Single	1 server	Base tier for single-server deployments
Small Business	3 servers	For growing businesses with multi-server needs
Medium Business	5 servers	For established businesses with regional deployments
Enterprise	10 servers	For large-scale multi-location deployments
Unlimited	999 servers	For service providers and large enterprises

Server Tier Enforcement:

Server limits enforced at provisioning time in FusionPBX server module
Licensee cannot provision more FusionPBX servers than allowed by purchased tier
Tier upgrades available at any time by purchasing higher tier
Server count includes only active FusionPBX service instances
Does not limit tenant domains, extensions, or other resources per server

What Counts as a Server:

Each active FusionPBX service/product in WHMCS counts as one server
Suspended or terminated services do not count toward limit
Development/staging FusionPBX instances do not count toward production limit

2.4 License Validation

License Keys are validated against the Licensor's licensing server
Software requires periodic license validation (maximum 30-day intervals)
Failure to validate may result in feature restrictions or deactivation

3. RESTRICTIONS

Licensee shall NOT:

3.1 Prohibited Actions

Redistribute the Software in any form, modified or unmodified
Sublicense, rent, lease, or lend the Software to third parties
Reverse engineer, decompile, or disassemble the Software except as permitted by applicable law
Remove or modify copyright notices, license keys, or proprietary markings
Use a single license on multiple production installations simultaneously
Share License Keys with unauthorized parties or installations

3.2 Code Modification

Software source code is encoded/obfuscated and cannot be modified
Licensee may modify WHMCS template files only for customization purposes
Template modifications are for internal use only and remain subject to this Agreement
Licensor is not obligated to support modified templates
Licensee shall not attempt to decode, deobfuscate, or reverse engineer encoded source code
Modifications must not circumvent license validation mechanisms

3.3 Competitive Use

Licensee shall not use the Software to develop competing products
Licensee shall not extract components for use in competing systems
Licensee shall not benchmark the Software for competitive analysis without written permission

4. INTELLECTUAL PROPERTY

4.1 Ownership

Licensor retains all right, title, and interest in the Software
This Agreement does not transfer ownership of intellectual property
All copyrights, trademarks, and trade secrets remain with Licensor

4.2 Proprietary Information

Software source code, algorithms, and architecture are proprietary
Licensee agrees to maintain confidentiality of proprietary information
Licensee shall not disclose Software internals to third parties

4.3 Third-Party Components

Software may include open-source components governed by separate licenses
Licensee must comply with all applicable third-party licenses
List of third-party components available in documentation

5. SUPPORT AND UPDATES

5.1 Support Services

Support level determined by purchased license tier
Support provided via email, ticketing system, or designated channels
Response times vary by license tier and issue severity
Support does not include custom development or consulting

5.2 Updates and Upgrades

Updates (bug fixes, security patches) provided free during active license period
Upgrades (new features, major versions) may require additional fees
Licensor determines update/upgrade classification
Licensee responsible for backup before applying updates

5.3 Compatibility

Licensor strives to maintain compatibility with current WHMCS versions
Licensor strives to maintain compatibility with current FusionPBX versions
Licensee responsible for maintaining compatible WHMCS and FusionPBX environment
Deprecated WHMCS or FusionPBX versions may lose support at Licensor's discretion
Software designed for FusionPBX ecosystem integration; compatibility with other PBX platforms not guaranteed

6. DATA AND PRIVACY

6.1 Data Collection

Software uses WHMCS Licensing Manager for license validation and collects:

Domain name where the Software is installed
IP address of the server
Installation directory path
License key

Collection Method:

Data collected via periodic license validation calls to Licensor's licensing server
Validation occurs automatically (maximum 30-day intervals) and on module activation
No personally identifiable customer data, call records, or billing information transmitted to Licensor

6.2 Data Usage

Collected data used for:

License validation and fraud prevention
Product improvement and development
Support and troubleshooting
Aggregate analytics (anonymized)

6.3 Data Security

Licensee responsible for securing their WHMCS installation
Licensee responsible for customer data protection and compliance
Licensor not liable for data breaches resulting from Licensee's security failures

6.4 GDPR and Privacy Compliance

Licensee responsible for compliance with applicable data protection laws
Software processes data as instructed by Licensee
Licensee is the data controller; Licensor is data processor for license validation only

7. WARRANTIES AND DISCLAIMERS

7.1 Limited Warranty

Licensor warrants that:

Software will substantially conform to documented functionality
Licensor has the right to license the Software
Software does not knowingly infringe third-party intellectual property

Warranty period: 30 days from purchase date

7.2 DISCLAIMER OF WARRANTIES

EXCEPT AS EXPRESSLY PROVIDED IN SECTION 7.1, SOFTWARE IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO:

MERCHANTABILITY
FITNESS FOR A PARTICULAR PURPOSE
NON-INFRINGEMENT
UNINTERRUPTED OR ERROR-FREE OPERATION
COMPATIBILITY WITH ALL SYSTEMS

7.3 No Guarantee of Results

Licensor does not guarantee specific business outcomes
Billing accuracy depends on proper configuration and data
Licensee responsible for validating billing calculations

8. LIMITATION OF LIABILITY

8.1 Liability Cap

TO THE MAXIMUM EXTENT PERMITTED BY LAW, LICENSOR'S TOTAL LIABILITY SHALL NOT EXCEED THE AMOUNT PAID BY LICENSEE FOR THE SOFTWARE IN THE 12 MONTHS PRECEDING THE CLAIM.

8.2 Excluded Damages

LICENSOR SHALL NOT BE LIABLE FOR:

INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES
LOSS OF PROFITS, REVENUE, OR BUSINESS OPPORTUNITIES
LOSS OF DATA OR CORRUPTION OF DATA
COST OF SUBSTITUTE PRODUCTS OR SERVICES
CLAIMS BY THIRD PARTIES
DAMAGES RESULTING FROM HACKED, COMPROMISED, OR BREACHED SYSTEMS
UNAUTHORIZED ACCESS TO LICENSEE'S SERVERS OR INSTALLATIONS

8.3 Exceptions

Liability limitations do not apply to:

Gross negligence or willful misconduct
Death or personal injury caused by Licensor
Violations of applicable law that cannot be limited

9. INDEMNIFICATION

9.1 Licensee Indemnification

Licensee agrees to indemnify, defend, and hold harmless Licensor from claims arising from:

Licensee's use of the Software in violation of this Agreement
Licensee's modification of the Software
Licensee's violation of applicable laws or regulations
Claims by Licensee's customers or third parties

9.2 Licensor Indemnification

Licensor will defend Licensee against claims that the Software infringes third-party intellectual property rights, provided:

Licensee promptly notifies Licensor of the claim
Licensor has sole control of defense and settlement
Licensee cooperates with Licensor's defense

10. TERM AND TERMINATION

10.1 Term

Agreement begins on purchase/download date
License valid for period specified at purchase (monthly, annual, perpetual, etc.)
Renewal terms specified in purchase agreement
Monthly licenses renew automatically unless cancelled

10.2 Termination by Licensee

Licensee may terminate by ceasing use and destroying all copies
No refunds for early termination unless specified in purchase terms

10.3 Termination by Licensor

Licensor may terminate immediately if Licensee:

Breaches any term of this Agreement
Fails to pay applicable fees
Uses Software for illegal purposes
Attempts to circumvent license validation

10.4 Effect of Termination

Upon termination:

All licenses granted herein immediately cease
Licensee must cease using the Software
Licensee must destroy all copies of the Software
Sections 4, 7, 8, 9, and 11 survive termination

11. GENERAL PROVISIONS

11.1 Governing Law

This Agreement governed by the laws of the Province of Ontario, Canada, without regard to conflict of law principles.

11.2 Jurisdiction

Parties submit to exclusive jurisdiction of courts in Ontario, Canada for disputes arising from this Agreement.

11.3 Entire Agreement

This Agreement constitutes the entire agreement between parties and supersedes all prior agreements, written or oral.

11.4 Amendments

Licensor may update this Agreement with 30 days' notice. Continued use after notice constitutes acceptance of changes.

11.5 Severability

If any provision is found unenforceable, remaining provisions remain in full force and effect.

11.6 Waiver

Failure to enforce any provision does not constitute waiver of future enforcement.

11.7 Assignment

Licensee may not assign this Agreement without Licensor's written consent
Licensor may assign this Agreement to successors or affiliates

11.8 Force Majeure

Neither party liable for delays caused by circumstances beyond reasonable control.

11.9 Export Compliance

Licensee responsible for compliance with export control laws and regulations.

11.10 Audit Rights

Licensor may audit Licensee's use of Software upon reasonable notice to verify compliance.

12. SPECIFIC PROVISIONS FOR FUSIONPBX ECOSYSTEM

12.1 FusionPBX Integration

Software integrates with FusionPBX open-source PBX platform
Licensee responsible for FusionPBX installation and configuration
Licensor not responsible for FusionPBX core functionality or bugs

12.2 CDR Collection and Billing

Software collects Call Detail Records (CDRs) from FusionPBX
Billing calculations based on CDR data and configured rates
Licensee responsible for validating billing accuracy
Licensee responsible for compliance with telecommunications regulations

12.3 Provisioning APIs

Software provides APIs for automated provisioning
API access subject to license validation
Licensor may rate-limit or restrict API access to prevent abuse

12.4 Multi-Tenant Support

Software supports multi-tenant FusionPBX deployments
Tenant isolation is Licensee's responsibility
Licensor not liable for tenant data leakage due to misconfiguration

13. REFUND POLICY

13.1 Refund Eligibility

Refunds available within 7 days of purchase
Refund requires demonstration of non-functionality
Refund not available if Licensee violated this Agreement

13.2 Refund Process

Submit refund request to accounting@ictvoip.ca
Include license key and detailed description of issue
Licensor will attempt to resolve issue before processing refund
Refunds processed within 14 business days of approval

13.3 No Refund Scenarios

After 7-day refund period
For custom development or consulting services
If Licensee violated Agreement terms
If issue caused by third-party software or Licensee misconfiguration

15. ACCEPTANCE

BY INSTALLING, DOWNLOADING, OR USING THE SOFTWARE, LICENSEE ACKNOWLEDGES THAT THEY HAVE READ THIS AGREEMENT, UNDERSTAND IT, AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS.

IF LICENSEE DOES NOT AGREE TO THESE TERMS, THEY MUST NOT INSTALL, DOWNLOAD, OR USE THE SOFTWARE.