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ml_lme_cvr/vendor/LeapSDK/LICENSE.md
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ULTRALEAP TRACKING SDK AGREEMENT
|
||||
Updated: 26 October 2021
|
||||
Permitted uses
|
||||
This SDK Agreement (“Agreement”) covers use of the Ultraleap hand tracking SDK (the “SDK”) by
|
||||
individuals and businesses for the following purposes:
|
||||
1. Your personal, non-commercial use (for the avoidance of doubt, excluding use for the design or
|
||||
manufacture of a commercial or distributable product (e.g in design studios)); or
|
||||
2. Commercial use for the development and sale consumer facing games, made available for sale to
|
||||
be purchased by consumers for personal use either at retail or through app stores (excluding,
|
||||
without limitation, location-based entertainment and arcade applications); or
|
||||
3. Demonstration of your application to internal and external stakeholders and customers where
|
||||
there is no transaction, no sale of tickets specifically for the application, or any other form of
|
||||
compensation for you or your organisation,
|
||||
but in all cases excluding applications relating to the following: (a) the production of or trade in tobacco,
|
||||
alcoholic beverages, and related products, (b) the production or trade in weapons of any kind or any
|
||||
military applications, (c) casinos, gambling and equivalent enterprises, (d) human cloning, human
|
||||
embryos, or stem cells, or (e) nuclear energy.
|
||||
Any other uses, or applications using third party hardware are “Specialised Applications” and will require
|
||||
a separate license agreement. Please contact Ultraleap info@ultraleap.com for more information.
|
||||
In each case, the SDK may only be used with Ultraleap Hardware and Ultraleap Software.
|
||||
|
||||
1. Parties
|
||||
1.1. This Agreement is made between the individual or entity (“you” or the “Developer”) that accepts
|
||||
it and Ultraleap Limited (“Ultraleap”). You accept this Agreement by (a) accepting it on download
|
||||
of the SDK, or (b) if you use or access the SDK or any part of the SDK. Your entry into this
|
||||
Agreement also binds your authorized users, and your company or organisation.
|
||||
1.2. If you do not agree to the terms of this Agreement you must not use the SDK.
|
||||
1.3. Capitalized terms bear the meanings given in the “Definitions” section of this Agreement.
|
||||
1.4. This Agreement incorporates the terms of the Ultraleap Hand Tracking End User License
|
||||
Agreement (“EULA”), which is available at https://developer.leapmotion.com/end-user-license-
|
||||
agreement or from Ultraleap on request. In the event of a conflict between these terms and the
|
||||
EULA, these terms will prevail.
|
||||
2. License
|
||||
Development License
|
||||
2.1. Conditional on your compliance with the terms and conditions of this Agreement, Ultraleap
|
||||
hereby grants you a limited, non-exclusive, personal, revocable, non-sublicensable, and non-
|
||||
transferable license to:
|
||||
2.1.1. install and use a reasonable number of copies of the SDK on computers owned or
|
||||
controlled by you for the purpose of developing and testing applications that (a) are not
|
||||
Specialised Applications and (b) are intended for use solely in connection with Ultraleap
|
||||
Hardware and Ultraleap Software (each being an “Ultraleap Enabled Application”); and
|
||||
2.1.2. modify and incorporate into your Ultraleap Enabled Application any sample code
|
||||
provided in the SDK.
|
||||
Distribution License
|
||||
2.2. Conditional on your compliance with the terms and conditions of this Agreement, Ultraleap
|
||||
hereby grants you a limited, non-exclusive, personal, revocable, non-transferrable license of
|
||||
Ultraleap’s intellectual property rights to the extent necessary to:
|
||||
2.2.1. copy and distribute (or have copied and distributed) the Ultraleap Redistributables,
|
||||
solely as compiled with, incorporated into, or packaged with, your Ultraleap Enabled
|
||||
Application; and
|
||||
2.2.2. to make (but not have made), use, sell, offer for sale, and import your Ultraleap Enabled
|
||||
Application.
|
||||
3. Restrictions
|
||||
3.1. The license granted to you in section 2.1 and section 2.2 is subject to the following restrictions,
|
||||
as well as others listed in this Agreement:
|
||||
3.1.1. Except as expressly permitted in section 2.1, (a) you may not publish, distribute, or copy
|
||||
the SDK, and (b) you may not modify or create derivative works of the SDK;
|
||||
3.1.2. Except as expressly permitted in section 2.2, you may not, and may not allow any third
|
||||
party, directly or indirectly, to publish, post, or otherwise make available, the Ultraleap
|
||||
Redistributables;
|
||||
3.1.3. You may not, and may not enable others to, distributed the Non-Redistributable
|
||||
Materials;
|
||||
3.1.4. You may use the SDK solely in connection with Ultraleap Hardware and/or Ultraleap
|
||||
Software;
|
||||
3.1.5. You may not use the SDK to create, or aid in the creation, directly or indirectly, of any
|
||||
software or hardware which provides hand tracking functionality or which is otherwise
|
||||
substantially similar to the features or functionality of Ultraleap products;
|
||||
3.1.6. You may not, and may not enable others to, directly or indirectly, reverse engineer,
|
||||
decompile, disassemble, or otherwise attempt to reconstruct, identify, or discover any
|
||||
source code, underlying ideas, techniques, or algorithms in the Ultraleap Software, the
|
||||
Ultraleap Hardware, or any software which forms part of the SDK, nor attempt to
|
||||
circumvent any related security measures (except as and only to the extent any
|
||||
foregoing restriction is prohibited by applicable law notwithstanding the foregoing
|
||||
restriction, or to the extent as may be permitted by licensing terms governing the use of
|
||||
any open source software components or sample code contained within the SDK;
|
||||
3.1.7. You may not remove, obscure, or alter any proprietary rights or confidentiality notices
|
||||
within the SDK or any software, documentation, or other materials in it or supplied with
|
||||
it;
|
||||
3.1.8. You must not allow the Ultraleap Software or SDK to fall under the terms of any license
|
||||
which would obligate you or Ultraleap to make available or publish any part of the
|
||||
Ultraleap Software or SDK.
|
||||
3.1.9. You may not create Ultraleap Enabled Applications or other software that prevent or
|
||||
degrade the interaction of applications developed by others with the Ultraleap Software;
|
||||
3.1.10. You may not represent functionality provided by any Ultraleap hardware or software as
|
||||
your technology or the technology of any third party. For example (without limitation)
|
||||
you may not describe any application, technology, or feature developed or distributed
|
||||
by you that incorporates Ultraleap technology as your gesture or touchless control
|
||||
technology without providing attribution to Ultraleap; and
|
||||
3.1.11. You may not allow your Ultraleap Enabled Application to be used for a High Risk Use.
|
||||
4. Updates
|
||||
4.1. The terms of this Agreement will apply to any Updates which Ultraleap (in its sole discretion)
|
||||
makes available to you. You agree that Updates may require you to change or update your
|
||||
Ultraleap Enabled Application, and may affect your ability to use, access, or interact with the
|
||||
Ultraleap Software, the Ultraleap Hardware, and/or the SDK. You are solely responsible for
|
||||
turning off any auto-update functionality of the Ultraleap Software.
|
||||
5. Trademarks and Marketing
|
||||
5.1. Conditioned upon compliance with the terms and conditions of this Agreement, Ultraleap grants
|
||||
you a limited, non-exclusive, personal, license to reproduce and use Ultraleap trademarks solely
|
||||
to (a) mark the Ultraleap Enabled Application, (b) produce and make available related collateral,
|
||||
and (c) to promote and market your Ultraleap Enabled Application, in each case solely in
|
||||
accordance with the Ultraleap trademark guidelines that Ultraleap may provide to you from time
|
||||
to time.
|
||||
5.2. For so long as Ultraleap technology is included with the Ultraleap Enabled Application, you must
|
||||
identify on the packaging of the Ultraleap Enabled Application, the loading screen and start-up
|
||||
messages for the Ultraleap Enabled Application, and list on your website and marketing collateral
|
||||
(in each case, where applicable), as prominently as other listed features and functionality, that
|
||||
Ultraleap technology is included with the Ultraleap Enabled Application, in accordance with the
|
||||
Ultraleap trademark guidelines that Ultraleap may provide to you from time to time. All
|
||||
references to Ultraleap or Ultraleap Technology will be subject to Ultraleap’s prior approval,
|
||||
which will not be unreasonably withheld.
|
||||
5.3. Ultraleap may at its option mention you and your products using Ultraleap technology in
|
||||
Ultraleap’s press releases, press briefings, social media accounts, and/or website, and may use
|
||||
your trademarks for such purpose. You grant to Ultraleap and its affiliates a non-exclusive,
|
||||
worldwide and royalty-free limited license to use, reproduce, display, perform, publish and
|
||||
distribute screenshots, elements, assets, photographic, graphic or video reproductions or
|
||||
fragments of your Ultraleap Enabled Application in any medium or media, solely for purposes of
|
||||
promotion of your Ultraleap Enabled Application or of Ultraleap and its technology and business.
|
||||
The rights set out in this section 5.3 will survive termination of this Agreement in respect of
|
||||
materials already in existence as at the date of termination.
|
||||
6. EULA and Other Licenses
|
||||
6.1. Example code made publicly available by Ultraleap on its developer web site may be provided
|
||||
subject to the Apache 2.0 license, this Agreement, or other licenses, as specified in the notice or
|
||||
readme files distributed with the example or in related documentation. The SDK may otherwise
|
||||
include software or other materials that are provided under a separate license agreement, and
|
||||
that separate license will govern the use of such software or other materials in the event of a
|
||||
conflict with this Agreement. Any such separate license agreement may be indicated in the
|
||||
license, notice, or readme files distributed with the applicable software or other materials or in
|
||||
related documentation.
|
||||
6.2. You must either require end users of your Ultraleap Enabled Application to affirmatively agree to
|
||||
the Ultraleap EULA, or require its End Users to affirmatively agree to your own end user license
|
||||
agreement that protects Ultraleap at least as much as the Ultraleap EULA.
|
||||
7. High Risk Uses and Waiver
|
||||
7.1. Notwithstanding anything in this Agreement, you are not licensed to, and you agree not to, use,
|
||||
copy, sell, offer for sale, or distribute the SDK, Ultraleap Hardware, Ultraleap Software or
|
||||
Ultraleap Redistributables (whether compiled with, incorporated into, or packaged with your
|
||||
Ultraleap Enabled Application or otherwise), for or in connection with uses where failure or fault
|
||||
of the Ultraleap Hardware, Ultraleap Software, Ultraleap Redistributables or your Ultraleap
|
||||
Enabled Application could lead to death or serious bodily injury of any person, or to severe
|
||||
physical or environmental damage (“High Risk Use”). Any such use is strictly prohibited.
|
||||
7.2. You acknowledge the SDK may allow you to develop Ultraleap Enabled Applications that enable
|
||||
the control of motorized or mechanical equipment, or other systems, machines or devices. If you
|
||||
elect to use the SDK in such a way, you must take steps to design and test your Ultraleap Enabled
|
||||
Applications to ensure that your Ultraleap Enabled Applications do not present risks of personal
|
||||
injury or death, property damage, or other losses. The Ultraleap Hardware, the Ultraleap
|
||||
Software, the Ultraleap Redistributables and other software in the SDK may not always function
|
||||
as intended. You must design your Ultraleap Enabled Applications so that any failure of Ultraleap
|
||||
Technology and/or such other software as Ultraleap may make available from time to time does
|
||||
not cause personal injury or death, property damage, or other losses. If you choose to use the
|
||||
SDK, (i) you assume all risk that use of the Ultraleap Technology and/or such other software by
|
||||
you or by any others causes any harm or loss, including to the end users of your Ultraleap
|
||||
Enabled Applications or to third parties, (ii) you hereby waive, on behalf of yourself and your
|
||||
Authorized Users, all claims against Ultraleap and its affiliates related to such use, harm or loss
|
||||
(including, but not limited to, any claim that Ultraleap Technology or such other software is
|
||||
defective), and (iii) you agree to hold Ultraleap and its affiliates harmless from such claims.
|
||||
8. Confidentiality and Data Protection
|
||||
8.1. Beta Software etc. Obligations. You acknowledge and agree that Ultraleap may share alpha or
|
||||
beta software or hardware with you that it identifies as non-public. If so, you agree not to
|
||||
disclose such software or hardware to others without the prior written consent of Ultraleap
|
||||
until the time, if any, it is made public by Ultraleap, and to use such software or hardware only
|
||||
as expressly permitted by Ultraleap. Without limitation to the foregoing, the distribution license
|
||||
set out in section 2.2 shall not apply to any alpha or beta software which may be shared with
|
||||
you.
|
||||
8.2. Your Information. Ultraleap may collect personal information provided by you or your
|
||||
Authorized Users to Ultraleap or any group company of Ultraleap in connection with the SDK,
|
||||
and may collect other information from you or your Authorized Users, including technical, non-
|
||||
personally identifiable and/or aggregated information such as usage statistics, hardware
|
||||
configuration, problem / fault data, IP addresses, version number of the SDK, information about
|
||||
which tools and/or services in the SDK are being used and how they are being used, and any
|
||||
other information described in Ultraleap’s privacy policy, currently available at
|
||||
https://www.ultraleap.com/privacy-policy/. Ultraleap may use the information collected to
|
||||
facilitate the provision of Updates and other services to you, to verify compliance with, and
|
||||
enforce, the terms of this Agreement, to improve the SDK and Ultraleap’s other products, and
|
||||
for any other purposes set out in Ultraleap’s privacy policy (these uses, collectively, are
|
||||
“Permitted Uses”). The information collected may be transferred to, stored, and processed in a
|
||||
destination outside the European Economic Area, including (without limitation) by our staff in
|
||||
the USA, China, Japan, and Hong Kong. By submitting information about you and/or your
|
||||
Authorized Users to Ultraleap through your access and use of the SDK, you consent to
|
||||
Ultraleap’s collection and use of the information for the Permitted Uses and represent that you
|
||||
have obtained all consents and permits necessary under applicable law to disclose your
|
||||
Authorized Users’ information to Ultraleap for the Permitted Uses. You further agree that
|
||||
Ultraleap may provide any information collected under this Section 8.2, including your or your
|
||||
Authorized Users’ user name, IP address or other identifying information to law enforcement
|
||||
authorities or as required by applicable law or regulation.
|
||||
9. Ownership and Feedback
|
||||
9.1. As between you and Ultraleap, Ultraleap owns all right, title, and interest, including all
|
||||
intellectual property rights, in and to the SDK, the Ultraleap Software, Ultraleap Hardware, the
|
||||
Ultraleap Redistributables, and all documentation associated with the foregoing, other than any
|
||||
third party software or materials incorporated into the SDK. You agree not to contest Ultraleap’s
|
||||
ownership of any of the foregoing.
|
||||
9.2. Subject to Section 9.1, Ultraleap agrees that it obtains no right, title, or interest from you (or
|
||||
your licensors) under this Agreement in or to your Ultraleap Enabled Applications, including any
|
||||
intellectual property rights which subsist in those Ultraleap Enabled Applications.
|
||||
9.3. Feedback. You may (but are not required to) provide feedback, comments, and suggestions
|
||||
(collectively “Feedback”) to Ultraleap. You hereby grant to Ultraleap a non-exclusive, perpetual,
|
||||
irrevocable, paid-up, transferrable, sub-licensable, worldwide license under all intellectual
|
||||
property rights covering such Feedback to use, disclose, and exploit all such Feedback for any
|
||||
purpose.
|
||||
10. Your Obligations and Warranties
|
||||
In addition to your other obligations under this Agreement, you warrant and agree that:
|
||||
10.1. you are at least 18 years of age and have the right and authority to enter into this Agreement on
|
||||
your own behalf and that of your Authorized Users. If you are entering into this Agreement on
|
||||
behalf of your company or organization, you warrant that you have the right and authority to
|
||||
legally bind your company or organization and its Authorized Users;
|
||||
10.2. you will use the SDK only in accordance with all accompanying documentation, and in the
|
||||
manner expressly permitted by this Agreement; and
|
||||
10.3. your use of the SDK, and the marketing, sales and distribution of your Ultraleap Enabled
|
||||
Application, will be in compliance with all applicable laws and regulations and all UK, U.S. and
|
||||
local or foreign export and re-export restrictions applicable to the technology and
|
||||
documentation provided under this Agreement (including privacy and data security laws and
|
||||
regulations), and you will not develop any Ultraleap Enabled Application which would commit or
|
||||
facilitate the commission of a crime, or other tortious, unlawful, or illegal act.
|
||||
11. Agreement and Development Program
|
||||
11.1. We reserve the right to change this Agreement, the SDK or the Ultraleap development and
|
||||
licensing program at any time in our discretion. Ultraleap may require that you either accept
|
||||
and agree to the new terms of this Agreement, or, if you do not agree to the new terms, cease
|
||||
or terminate your use of the SDK. Your continued use of the SDK after changes to this
|
||||
Agreement take effect will constitute your acceptance of the changes. If you do not agree to a
|
||||
change, you must stop using the SDK and terminate this Agreement. Any termination of this
|
||||
Agreement by you under this Section 11 (and only this Section 11) will not affect your right,
|
||||
subject to your continued compliance with your obligations under this Agreement, to continue
|
||||
to distribute versions of your Ultraleap Enabled Application created and first distributed before
|
||||
termination, and will not affect the right of your End Users to continue using such versions of
|
||||
your Ultraleap Enabled Application, both of which rights will survive termination.
|
||||
12. Term and Termination
|
||||
12.1. Term. This Agreement will continue to apply until terminated by either you or Ultraleap as set
|
||||
out below.
|
||||
12.2. Termination by You. If you want to terminate this Agreement, you may terminate it by
|
||||
uninstalling and destroying all copies of the SDK that are in the possession, custody or control of
|
||||
you, your Authorized Users and your organization.
|
||||
12.3. Termination by Ultraleap. Ultraleap may at any time, terminate this Agreement with you for
|
||||
any reason or for no reason in Ultraleap’s sole discretion, including as a result of non-
|
||||
compliance by you with the restrictions in in this Agreement, or for other reasons.
|
||||
12.4. Effect of Termination. Upon termination of this Agreement, all rights granted to you under this
|
||||
Agreement will immediately terminate and you must immediately cease all use and destroy all
|
||||
copies of the SDK in your and your Authorized Users’ possession, custody or control, and, except
|
||||
as specifically set out in Section 11, cease your distribution of Ultraleap Enabled Applications.
|
||||
Sections 3, 8.1, 8.2, 9, 12.4, 14-16, and 17, will survive termination of this Agreement.
|
||||
Termination of this Agreement will not affect the right of your End Users who have downloaded
|
||||
your Ultraleap Enabled Application prior to termination to continue using it.
|
||||
13. Indemnification.
|
||||
13.1. You agree to indemnify, hold harmless and, at Ultraleap’s option, defend Ultraleap and its
|
||||
affiliates and their respective officers, directors, employees, agents, and representatives
|
||||
harmless from any and all judgments, awards, settlements, liabilities, damages, costs, penalties,
|
||||
fines and other expenses (including court costs and reasonable attorneys’ fees) incurred by
|
||||
them arising out of or relating to any third party claim (a) with respect to your Ultraleap Enabled
|
||||
Application, including products liability, privacy, or intellectual property infringement claims, or
|
||||
(b) based upon your negligence or wilful misconduct or any breach or alleged breach of your
|
||||
representations, warranties, and covenants under this Agreement. In no event may you enter
|
||||
into any settlement or like agreement with a third party that affects Ultraleap’s rights or binds
|
||||
Ultraleap or its affiliates in any way, without the prior written consent of Ultraleap.
|
||||
14. Warranty Disclaimer.
|
||||
14.1. THE SDK, THE ULTRALEAP SOFTWARE AND THE ULTRALEAP REDISTRIBUTABLES ARE PROVIDED
|
||||
"AS IS" WITHOUT WARRANTY OF ANY KIND. ULTRALEAP, ON BEHALF OF ITSELF AND ITS
|
||||
SUPPLIERS, HEREBY DISCLAIMS ALL REPRESENTATIONS, PROMISES, OR WARRANTIES, WHETHER
|
||||
EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO THE SDK, THE ULTRALEAP
|
||||
SOFTWARE AND THE ULTRALEAP REDISTRIBUTABLES, INCLUDING THEIR CONDITION,
|
||||
AVAILABILITY, OR THE EXISTENCE OF ANY LATENT DEFECTS, AND ULTRALEAP SPECIFICALLY
|
||||
DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, NONINFRINGEMENT,
|
||||
SUITABILITY, AND FITNESS FOR ANY PURPOSE. ULTRALEAP DOES NOT WARRANT THAT THE SDK,
|
||||
THE ULTRALEAP SOFTWARE OR THE ULTALEAP REDISTRIBUTABLES WILL BE ERROR-FREE OR
|
||||
THAT THEY WILL WORK WITHOUT INTERRUPTION.
|
||||
15. Limitation of Liability.
|
||||
15.1. ULTRALEAP SHALL NOT IN ANY CIRCUMSTANCES WHATEVER BE LIABLE TO YOU, WHETHER IN
|
||||
CONTRACT, TORT (INCLUDING NEGLIGENCE), BREACH OF STATUTORY DUTY, OR OTHERWISE,
|
||||
ARISING UNDER OR IN CONNECTION WITH THE AGREEMENT FOR:
|
||||
15.1.1. LOSS OF PROFITS, SALES, BUSINESS, OR REVENUE;
|
||||
15.1.2. BUSINESS INTERRUPTION;
|
||||
15.1.3. LOSS OF ANTICIPATED SAVINGS;
|
||||
15.1.4. LOSS OR CORRUPTION OF DATA OR INFORMATION;
|
||||
15.1.5. LOSS OF BUSINESS OPPORTUNITY, GOODWILL OR REPUTATION; OR
|
||||
15.1.6. ANY INDIRECT OR CONSEQUENTIAL LOSS OR DAMAGE.
|
||||
15.2. OTHER THAN THE LOSSES SET OUT ABOVE (FOR WHICH ULTRALEAP IS NOT LIABLE),
|
||||
ULTRALEAP’S MAXIMUM AGGREGATE LIABILITY UNDER OR IN CONNECTION WITH THE
|
||||
AGREEMENT WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), BREACH OF STATUTORY
|
||||
DUTY, OR OTHERWISE, SHALL IN ALL CIRCUMSTANCES BE LIMITED TO $1,000 (ONE THOUSAND
|
||||
US DOLLARS). THIS MAXIMUM CAP DOES NOT APPLY TO DEATH OR PERSONAL INJURY
|
||||
RESULTING FROM ULTRALEAP'S NEGLIGENCE; FRAUD OR FRAUDULENT MISREPRESENTATION;
|
||||
OR ANY OTHER LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED BY APPLICABLE LAW.
|
||||
15.3. THE AGREEMENT SETS OUT THE FULL EXTENT OF ULTRALEAP’S OBLIGATIONS AND LIABILITIES IN
|
||||
RESPECT OF THE SUPPLY OF THE ULTRALEAP DEVICES, DELIVERABLES AND SOFTWARE. EXCEPT
|
||||
AS EXPRESSLY STATED IN THE AGREEMENT, THERE ARE NO CONDITIONS, WARRANTIES,
|
||||
REPRESENTATIONS OR OTHER TERMS, EXPRESS OR IMPLIED, THAT ARE BINDING ON
|
||||
ULTRALEAP. ANY CONDITION, WARRANTY, REPRESENTATION OR OTHER TERM CONCERNING
|
||||
THE SUPPLY OF THE ULTRALEAP HARDWARE, ULTRALEAP SOFTWARE, THE SDK, THE ULTRALEAP
|
||||
REDISTRIBUTABLES, OR ANY OTHER ULTRALEAP TECHNOLOGY WHICH MIGHT OTHERWISE BE
|
||||
IMPLIED INTO, OR INCORPORATED IN THE AGREEMENT WHETHER BY STATUTE, COMMON LAW
|
||||
OR OTHERWISE, INCLUDING ANY WARRANTY OR CONDITION OF MERCHANTABILITY OR FITNESS
|
||||
FOR A PARTICULAR PURPOSE, IS EXCLUDED TO THE FULLEST EXTENT PERMITTED BY LAW. THESE
|
||||
LIMITATIONS WILL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY
|
||||
LIMITED REMEDY. THE PARTIES AGREE THAT THE FOREGOING LIMITATIONS REPRESENT A
|
||||
REASONABLE ALLOCATION OF RISK UNDER THIS AGREEMENT.
|
||||
16. Miscellaneous.
|
||||
16.1. Assignment. You may not assign this Agreement without the prior written consent of Ultraleap.
|
||||
Any assignment without such consent is void and of no effect. Ultraleap may assign this
|
||||
Agreement without your consent in connection with (a) a merger or consolidation of Ultraleap,
|
||||
(b) a sale or assignment of substantially all its assets, or (c) any other transaction which results
|
||||
in another entity or person owning substantially all of the assets of Ultraleap, or (d) to any of its
|
||||
affiliates. In the event of a permitted assignment, this Agreement will inure to the benefit of and
|
||||
be binding upon the parties and their respective successors and permitted assigns.
|
||||
16.2. Waiver; Severability. The failure of the other party to enforce any rights under this Agreement
|
||||
will not be deemed a waiver of any rights. The rights and remedies of the parties in this
|
||||
Agreement are not exclusive and are in addition to any other rights and remedies provided by
|
||||
law. If any provision of this Agreement is held by a court of competent jurisdiction to be
|
||||
contrary to law, the remaining provisions of this Agreement will remain in full force and effect.
|
||||
16.3. Reservation. All licenses not expressly granted in this Agreement are reserved and no other
|
||||
licenses, immunity or rights, express or implied, are granted by Ultraleap, by implication,
|
||||
estoppel, or otherwise. The software in the SDK is licensed, not sold.
|
||||
16.4. Export Restrictions. The Ultraleap Software is subject to United States and UK export laws and
|
||||
regulations. You must comply with all domestic and international export laws and regulations
|
||||
that apply to the Ultraleap Software. These laws include restrictions on destinations, end users,
|
||||
and end use.
|
||||
16.5. Governing Law and Jurisdiction. This Agreement will be exclusively governed by and construed
|
||||
under the laws of the England and Wales, without reference to or application of rules governing
|
||||
choice of laws. All disputes arising out of or related to this Agreement will be subject to the
|
||||
exclusive jurisdiction of courts of England and you hereby consent to such jurisdiction. However,
|
||||
Ultraleap may apply to any court or tribunal worldwide, including but not limited to those
|
||||
having jurisdiction over you or your Authorized Users, to seek injunctive relief.
|
||||
16.6. Relationship of the Parties. This Agreement does not create any agency, partnership, or joint
|
||||
venture relationship between Ultraleap and you. This Agreement is for the sole benefit of
|
||||
Ultraleap and you (and indemnified parties), and no other persons will have any right or remedy
|
||||
under this Agreement.
|
||||
16.7. Notices. The address for notice to Ultraleap under this Agreement is:
|
||||
Ultraleap Limited
|
||||
The West Wing
|
||||
Glass Wharf
|
||||
Bristol, BS2 0EL
|
||||
United Kingdom
|
||||
Ultraleap may provide you notice under this Agreement by email or other electronic
|
||||
communication or by posting communications to its development community on the Ultraleap
|
||||
developer portal. You consent to receive such notices in any of the foregoing manners and
|
||||
agree that any such notices by Ultraleap will satisfy any legal communication requirements.
|
||||
16.8. Entire Agreement. This Agreement is the entire understanding of the parties with respect to its
|
||||
subject matter and supersedes any previous or contemporaneous communications, whether
|
||||
oral or written with respect to such subject matter.
|
||||
17. Definitions
|
||||
Whenever capitalized in this Agreement:
|
||||
“Authorized Users” means your employees and contractors, members of your organization or, if you
|
||||
are an educational institution, your faculty, staff and registered students, who (a) have a
|
||||
demonstrable need to know or use the SDK in order to develop and test Ultraleap Enabled
|
||||
Applications on your behalf and (b) each have written and binding agreements with you to protect
|
||||
against the unauthorized use and disclosure of the SDK consistent with the terms and conditions of
|
||||
this Agreement. Authorized Users do not include End Users.
|
||||
“End User” means your end user customer(s) or licensee(s).
|
||||
“Non-Redistributable Materials” means the Ultraleap Software, and any other code, files or
|
||||
materials that are not specifically designated in the SDK as made available for incorporation into
|
||||
Ultraleap Enabled Applications or that are specifically designated in the SDK as not subject to
|
||||
distribution.
|
||||
“SDK” means, collectively, the Ultraleap Redistributables, tools, APIs, sample code, software,
|
||||
documentation, other materials and any updates to the foregoing that may be provided or made
|
||||
available to you by Ultraleap in connection with this Agreement, via the Ultraleap developer portal or
|
||||
otherwise for use in connection with the Ultraleap development program to develop Ultraleap
|
||||
Enabled Applications.
|
||||
“Specialized Application” means an Ultraleap Enabled Application which does not fall within the
|
||||
permitted uses set out in this Agreement.
|
||||
“Ultraleap” “we” or “us” means Ultraleap Limited, a company registered in England with company
|
||||
number 08781720, with a principal place of business at The West Wing, Glass Wharf, Bristol, BS2 0EL,
|
||||
United Kingdom.
|
||||
“Ultraleap Hardware” means the Leap Motion Controller or Stereo IR 170, each being a device that
|
||||
detects and reads movements within a 3-D interaction space to precisely interact with and control
|
||||
software on a computing device, or an Ultraleap-authorized embedded optical module.
|
||||
“Ultraleap Redistributables” means any .lib code, .dll files, .so files, sample code, or other materials
|
||||
we specifically designate in the SDK as made available for incorporation into or distribution with
|
||||
Ultraleap Enabled Applications.
|
||||
“Ultraleap Software” means the Ultraleap core services application and related applications that
|
||||
interact with Ultraleap Hardware and an operating system to make motion control functionality
|
||||
available to Ultraleap Enabled Applications, and includes any Updates thereto.
|
||||
“Updates” means updates, upgrades, modifications, enhancements, revisions, new releases or new
|
||||
versions to the SDK that Ultraleap may make available to you in connection with this Agreement.
|
||||
Other capitalized terms used in this Agreement have the meaning given them elsewhere in this
|
||||
Agreement.
|
||||
18. Supplemental Terms Applicable to the Use of Image API
|
||||
18.1. Purpose. You and/or your Ultraleap Enabled Application may access the Image API and use
|
||||
image data available through the Image API only for the purpose of developing and testing
|
||||
Ultraleap Enabled Applications, and only for use with Ultraleap Hardware. You may not use the
|
||||
Image API to develop or aid development of competing motion tracking hardware or software.
|
||||
Any use of the Image API is subject to the terms of the Agreement.
|
||||
18.2. Data Protection.
|
||||
18.2.1. If you or your Ultraleap Enabled Application collects, uploads, stores, transmits, or
|
||||
shares images, videos, or other personal information available through the Image API,
|
||||
either through or in connection with your Ultraleap Enabled Application, you must
|
||||
expressly provide users with your privacy policy and adhere to it.
|
||||
18.2.2. You must obtain specific, opt-in consent from the user for any use that is beyond the
|
||||
limited and express purpose of your Ultraleap Enabled Application.
|
||||
18.2.3. You and your Ultraleap Enabled Application must use and store information collected
|
||||
form users securely and only for as long as it is required.
|
||||
18.2.4. You agree that you will protect the privacy and legal rights of users, and will comply with
|
||||
all applicable criminal, civil, and statutory privacy and data protection laws and
|
||||
regulations.
|
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Reference in a new issue