LEAP MOTION SDK AGREEMENT
This Leap Motion SDK Agreement ("Agreement") is between the individual or entity ("you" or "Developer") that accepts it, and Leap Motion, Inc. You
accept this Agreement by clicking the box displayed at the end of this Agreement, if you are reading this on a Leap Motion website, or by clicking an
"agree" or similar button, where this option is provided by Leap Motion. Your agreement to these terms also binds your authorized users, your company
or organization. If you do not agree to the terms of this Agreement, do not accept it. Before accepting this Agreement, please carefully read it.
Last updated: August 20, 2013
Thank you for joining our worldwide community of Leap Motion developers!
This Agreement sets out the terms and conditions under which we are making our SDK available to you, and under which you may distribute Applications
(as defined below). If you wish to submit your Applications for distribution through Airspace, the Leap Motion app store, the submission and
distribution is subject to the terms and conditions of the Airspace Developer Distribution Agreement, and related Application review and other
guidelines, available at https://developer.leapmotion.com/apps/guidelines.
You may also develop and test Specialized Applications (as defined below) under this Agreement. However, this Agreement does not grant you rights to
distribute Specialized Applications. If you would like to distribute Specialized Applications, either independently or through Airspace, you may not
do so under this Agreement, and must contact Leap Motion's business development team at firstname.lastname@example.org.
Please read the complete terms and conditions below carefully, because the terms and conditions are binding on you and Leap Motion, and the summary
above is qualified by them.
Whenever capitalized in this Agreement:
"Airspace" means the Leap Motion website that allows for the discovery, download and purchase of Applications by end users.
"Application" means a software application developed by you for use with the Leap Motion Controller (or a Leap Motion-authorized embedded optical
module) and interaction with the Leap Middleware, including updates, upgrades, modifications, enhancements, revisions, new releases and new versions
of such software application.
"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 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.
"Confidential Information" means the SDK, and all technology, know-how, algorithms, testing procedures, software, structure, interfaces,
specifications, reports, analysis and other technical information learned, accessed or derived by you or your Authorized Users pursuant to this
Agreement or pursuant to use by you or your Authorized Users of the SDK. Confidential Information does not include information that (i) has become
generally publicly known without any improper action or inaction; (ii) was in the rightful possession of you or your Authorized Users without any
obligation of confidentiality to any parties before having access to the SDK; (iii) was rightfully disclosed to you by a third party without
restriction on disclosure; (iv) is independently developed by you without use of the Confidential Information as shown by contemporaneous
documentation; or (v) is disclosed if required by law or court order (but only to the extent of such disclosure), provided that you will make
reasonable efforts to give Leap Motion prior notice of the law or court order and cooperate with any attempts to obtain a protective order or similar
"End User" means your end user customer(s) or licensee(s).
"Leap Middleware" means the Leap Motion application that interacts with the Leap Motion Controller (or a Leap Motion-authorized embedded optical
module) and an operating system to make motion control functionality available to Applications through a specified interface, and includes any
"Leap Motion" "we" or "us" means Leap Motion, Inc., a Delaware corporation with a principal place of business at 333 Bryant Street, Suite LL150, San
Francisco, California, 94107.
"Leap Motion Controller" means the Leap Motion USB peripheral device that detects and reads movements within a 3-D interaction space to precisely
interact with and control software on a computing device.
"Leap Motion 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 Applications.
"Non-Redistributable Materials" means the documentation in the SDK, the Leap Middleware, and any other code, files or materials that are not
specifically designated in the SDK as made available for incorporation into Applications or that are specifically designated in the SDK as not
subject to distribution.
"SDK" means, collectively, the system files, Leap Motion 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 Leap Motion in connection with this Agreement, via the Leap Motion
developer portal or otherwise for use in connection with the Leap Motion development program to develop Applications.
"Specialized Application" means an Application which is: (i) sold, licensed, leased, or otherwise disposed of for a list price of more than US$500
or local equivalent, or more than US$240 per year or local equivalent if on a subscription, lease or similar basis; (ii) sold, licensed, leased or
otherwise disposed of as part of, or for use with, another application, system, machine or device (other than a personal computer), having a list
price of more than US$500 or local equivalent, or more than US$240 per year or local equivalent if on a subscription, lease or similar basis; (iii)
designed for use, or that is primarily used, with or for control, whether direct or indirect, of industrial, commercial, military or medical
"Updates" means updates, upgrades, modifications, enhancements, revisions, new releases or new versions to the SDK that Leap Motion 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.
2. Development License and Restrictions
2.1. Development License. Conditioned upon compliance with the terms and conditions of this Agreement, Leap Motion hereby grants you and your
Authorized Users a limited, non-exclusive, personal, revocable, non-sublicensable and non-transferable license to:
2.1.1. Install a reasonable number of copies of the software in the SDK on computers owned or controlled by you, and to use the SDK solely
internally by you or your Authorized Users and solely for the purpose of developing and testing one or more Applications.
2.1.2. Make and distribute a reasonable number of copies of the documentation in the SDK to Authorized Users solely for use in the development and
testing of your Application.
2.1.3. Incorporate into your Application without modification the Leap Motion Redistributables other than sample code.
2.1.4. Modify and incorporate into your Application any sample code provided in the SDK.
2.2. Restrictions. The license granted to you in Section 2.1 is subject to the following restrictions, as well as others listed in this Agreement:
2.2.1. You may not, directly or indirectly, publish, make available over a network, post or otherwise make available the SDK or any portion of the
SDK to any person or entity other than your Authorized Users, or copy the SDK, in either case except as expressly permitted in Section 2.1.
2.2.2. You may not modify, translate, or create derivative works of the SDK or any portion of it, except as expressly permitted in Section 2.1.
2.2.3. You may not lend, lease, offer for sale, sell, or distribute the SDK or any portion of the SDK, except as expressly permitted in Section 2.1.
2.2.4. You may not, and may not enable others to, reverse engineer, decompile, disassemble or otherwise attempt to reconstruct, identify or discover
any source code, underlying ideas, techniques, or algorithms in the Leap Middleware, the Leap Motion Controller or any software that 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 or permitted by applicable law notwithstanding the foregoing restriction, or to the extent as may be permitted by licensing terms
governing use of any open source software components or sample code included within the SDK).
2.2.5. Unless otherwise provided in an agreement between you and Leap Motion, you may not use "Leap Motion", "Leap", "Airspace" or any other
trademark of Leap Motion in connection with your Application or company, or in any URL, product, service, name field or logos created by you.
However, you may indicate that your Application is "for Leap Motion" or "Leap Motion-enabled".
2.2.6. You may not remove, obscure, or alter any proprietary rights or confidentiality notices affixed to or contained within the SDK or any
software, documentation or other materials in it or supplied with it.
2.2.7. You may not create Applications or other software that prevent or degrade the interaction of Applications developed by others with the Leap
Middleware, and you may not establish or make available any market or app store whose primary purpose is to facilitate the distribution of
Applications developed by others.
2.3. Updates. The terms of this Agreement will apply to any Updates that Leap Motion makes available to you. You agree that Updates may require you
to change or update your Application, and may affect your ability to use, access or interact with the Leap Middleware and/or the SDK.
3. Distribution License and Restrictions
3.1. Distribution License. Conditioned upon compliance with the terms and conditions of this Agreement, Leap Motion hereby grants you a limited,
non-exclusive, personal, revocable, non-transferable license under Leap Motion's applicable intellectual property rights to the extent necessary to:
(a) copy and distribute (or have copied and distributed) the Leap Motion Redistributables, solely as compiled with, incorporated into, or packaged
with, your Application (provided it is not a Specialized Application); and (b) to make (but not have made), use, sell, offer for sale and import your
Application (provided it is not a Specialized Application).
3.2. Restrictions. The license granted to you in Section 3.1 is subject to the following restrictions, as well as others listed in this Agreement:
3.2.1. Your Application may not be a Specialized Application or for a High Risk Use (as defined in Section 4.1.).
3.2.2. You may not, directly or indirectly, publish, post or otherwise make available the Leap Motion Redistributables other than as compiled with,
incorporated into, or packaged with, your Application.
3.2.3. Your Application may not contain malware or malicious or harmful code or other harmful components (e.g., a software virus); or damage,
corrupt, degrade, destroy or otherwise adversely affect the security of Leap Middleware, or any other software, firmware, hardware, data, systems, or
networks accessed or used by your Application.
3.2.4. You may not, and may not enable others to, distribute the Non-Redistributable Materials.
4. No High Risk Use; Acknowledgment and Waiver
4.1. 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, Leap Motion Controllers, Leap Middleware or Leap Motion Redistributables (whether compiled with, incorporated into, or packaged with your
Application or otherwise), for or in connection with uses where failure or fault of the Leap Motion Controller, Leap Middleware, Leap Motion
Redistributables or your 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.
4.2. You acknowledge the SDK may allow you to develop 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 Applications to ensure that your
Applications do not present risks of personal injury or death, property damage, or other losses. The Leap Motion Controller, the Leap Middleware, the
Leap Motion Redistributables and other software in the SDK may not always function as intended. You must design your Applications so that any failure
of a Leap Motion Controller, the Leap Middleware, a Leap Motion Redistributable and/or such other software 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 Leap Motion Controller, the Leap Middleware,
the Leap Motion Redistributables and/or such other software by you or by any others causes any harm or loss, including to the end users of your
Applications or to third parties, (ii) you hereby waive, on behalf of yourself and your Authorized Users, all claims against Leap Motion and its
affiliates related to such use, harm or loss (including, but not limited to, any claim that a Leap Motion Controller, the Leap Middleware, a Leap
Motion Redistributable or such other software is defective), and (iii) you agree to hold Leap Motion and its affiliates harmless from such claims.
5. Confidentiality, Privacy and Publicity
5.1. Your Confidentiality Obligations. You agree to keep the SDK confidential. You also acknowledge and agree that you may learn Confidential
Information of Leap Motion in connection with this Agreement or your use of the SDK. You agree not to disclose the Confidential Information to
others, other than your Authorized Users as permitted under this Agreement, without the prior written consent of Leap Motion, to hold the
Confidential Information in confidence using at least the same degree of care you use to protect your own Confidential Information of like nature and
importance, but no less than a reasonable degree of care, and not to use the Confidential Information for any purpose other than those expressly
permitted by this Agreement. Only your Authorized Users who have a need to know solely to test and develop your Application may be given access to
Confidential Information, and you are liable for any unauthorized use or disclosure by any of them. You will immediately notify Leap Motion if you
discover any unauthorized use or disclosure of any Confidential Information and will cooperate with Leap Motion to remedy the unauthorized use or
5.2. Leap Motion Use of Assets. Subject to the terms and conditions of this Agreement, you grant to Leap Motion 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 Application in any medium or media, solely for purposes of promotion of your Application or of
Leap Motion and its technology and business. This license will terminate if we terminate this Agreement, or, if you terminate it, if you inform us
you have terminated it, except that in both cases the license will continue after termination with respect to any materials we created and first
distributed prior to our termination or your notice of termination to us.
5.3. Your Information. Leap Motion may collect personal information provided by you or your Authorized Users to Leap Motion 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
currently available at https://www.leapmotion.com/legal. Leap Motion 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 Leap Motion's products, and for
and/or your Authorized Users to Leap Motion through your access and use of the SDK, you consent to Leap Motion'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 Leap Motion for the Permitted Uses. You further agree that Leap Motion may provide any information collected under
this Section 5.4, 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.
6. Ownership and Feedback
6.1. Ownership. Except for the license rights granted by you in Section 5.2, and Leap Motion's ownership of the Leap Middleware and the Leap Motion
Redistributables, Leap Motion agrees that it obtains no right, title or interest from you (or your licensors) under this Agreement in or to any of
your Applications, including any intellectual property rights which subsist in those Applications. As between Leap Motion and you, Leap Motion owns
all right, title and interest, including all intellectual property rights, in and to the SDK, including any related Confidential Information, the
Leap Middleware and the Leap Motion Redistributables, other than any third party software or materials incorporated in the SDK, and you agree not to
contest Leap Motion's ownership of any of the foregoing.
6.2. Feedback. You may (but are not required to) provide feedback, comments and suggestions (collectively, "Feedback") to Leap Motion. You hereby
grant to Leap Motion a non-exclusive, perpetual, irrevocable, paid-up, transferable, sub-licensable, worldwide license under all intellectual
property rights covering such Feedback to use, disclose and exploit all such Feedback for any purpose.
7. Your Obligations and Warranties
In addition to your other obligations under this Agreement, you warrant and agree that:
7.1. 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, or if you are entering into this Agreement on behalf of your company or organization, you have the right and authority to legally bind your
company or organization and its Authorized Users.
7.2. You will use the SDK only in accordance with all accompanying documentation, in the manner expressly permitted by this Agreement, and your use
of the SDK, and the marketing, sales and distribution of your Application, will be in compliance with all applicable laws and regulations and all
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 Application which would commit or facilitate the commission of a crime,
or other tortious, unlawful, or illegal act.
7.3. You will not engage in any activity in connection with the SDK, including but not limited to the development or distribution of an Application,
that interferes with, disrupts, damages, or accesses in an unauthorized manner the servers, networks, systems or other properties or services of any
person or entity, including but not limited to Leap Motion.
8. Agreement and Development Program We reserve the right to change this Agreement, the SDK or the Leap Motion development and licensing program at
any time in our discretion. Leap Motion 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 8 (and only this Section 8) will not affect your right, subject to your continued compliance with your
obligations under this Agreement, to continue to distribute versions of your Application created and first distributed before termination, and will
not affect the right of your End Users to continue using such versions of your Application, both of which rights will survive termination.
9. Term and Termination
9.1. Term. This Agreement will continue to apply until terminated by either you or Leap Motion as set out below.
9.2. 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, and by ceasing distribution of your Application.
9.3. Termination by Leap Motion. Leap Motion may at any time, terminate this Agreement with you for any reason or for no reason in Leap Motion's
sole discretion, including as a result of non-compliance by you with the restrictions in Section 2.2 or Section 3.2, or for other reasons, such as,
for example, for one or more of the following reasons:
9.3.1. Leap Motion has reason to believe any information or document provided by you to Leap Motion for the purpose of verifying your identity is
false, inaccurate, or was provided by an unauthorized party.
9.3.2. Leap Motion is required by law, regulation or other governmental or court order to take such action.
9.3.3. You breach any term or condition of this Agreement.
9.3.4. You cease being an authorized developer.
9.3.5. Leap Motion decides to no longer provide the SDK.
9.4. 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 and erase and destroy all copies of Leap Motion’s Confidential Information in your
and your Authorized Users’ possession, custody or control, and, except as specifically set out in Section 8, cease your distribution of Applications.
Sections 1, 2.2, 3.2, 4, 5.1, 5.2, 6, 9.4, and 10 - 13 will survive termination of this Agreement.
10. Indemnification. You agree to indemnify, hold harmless and, at Leap Motion's option, defend Leap Motion 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 Application, including products liability, privacy, or intellectual property infringement claims, or (b) based
upon your negligence or willful 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 Leap Motion rights or binds Leap Motion in any way,
without the prior written consent of Leap Motion.
11. Warranty Disclaimer. THE SDK, THE LEAP MIDDLEWARE AND THE LEAP MOTION REDISTRIBUTABLES ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. LEAP
MOTION, 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 LEAP MIDDLEWARE AND THE LEAP MOTION REDISTRIBUTABLES, INCLUDING THEIR CONDITION, AVAILABILITY, OR THE
EXISTENCE OF ANY LATENT DEFECTS, AND LEAP MOTION SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, NONINFRINGEMENT,
SUITABILITY, AND FITNESS FOR ANY PURPOSE. LEAP MOTION DOES NOT WARRANT THAT THE SDK, THE LEAP MIDDLEWARE OR THE LEAP MOTION REDISTRIBUTABLES WILL BE
ERROR-FREE OR THAT THEY WILL WORK WITHOUT INTERRUPTION.
12. Limitation of Liability. IN NO EVENT WILL LEAP MOTION'S LIABILITY, OR THOSE OF ITS SUPPLIERS, ARISING OUT OF OR RELATED TO THIS AGREEMENT OR TO
THE SDK EXCEED ONE THOUSAND DOLLARS. EXCEPT FOR INDEMNIFICATION OBLIGATIONS, A BREACH OF THE LICENSE RESTRICTIONS OR CONFIDENTIALITY OBLIGATIONS, IN
NO EVENT WILL EITHER PARTY HAVE ANY LIABILITY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, HOWEVER CAUSED AND BASED ON ANY THEORY
OF LIABILITY, WHETHER FOR BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, ARISING OUT OF OR RELATED TO THIS AGREEMENT, INCLUDING BUT
NOT LIMITED TO LOSS OF ANTICIPATED PROFITS OR BUSINESS INTERRUPTION, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. 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.
13.1. Assignment. You may not assign this Agreement without the prior written consent of Leap Motion. Any assignment without such consent is void and
of no effect. Leap Motion may assign this Agreement without your consent in connection with (1) a merger or consolidation of Leap Motion, (2) a sale
or assignment of substantially all its assets, or (3) any other transaction which results in another entity or person owning substantially all of the
assets of Leap Motion. 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.
13.2. 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.
13.3. Reservation. All licenses not expressly granted in this Agreement are reserved and no other licenses, immunity or rights, express or implied,
are granted by Leap Motion, by implication, estoppel, or otherwise. The software in the SDK is licensed, not sold.
13.4. Export Restrictions. The software is subject to United States export laws and regulations. You must comply with all domestic and international
export laws and regulations that apply to the software. These laws include restrictions on destinations, end users, and end use.
13.5. Governing Law and Jurisdiction This Agreement will be exclusively governed by and construed under the laws of the State of California, 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 the state and federal courts located in San Francisco, California and you hereby consent to such jurisdiction. However,
Leap Motion 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.
13.6. Relationship of the Parties. This Agreement does not create any agency, partnership, or joint venture relationship between Leap Motion and
you. This Agreement is for the sole benefit of Leap Motion and you (and indemnified parties), and no other persons will have any right or remedy
under this Agreement.
13.7. Notice. The address for notice to Leap Motion under this Agreement is:
Leap Motion, Inc.
333 Bryant Street, Suite LL150
San Francisco CA 94107
Attention: Director of Developer Relations
Copy: General Counsel
Leap Motion may provide you notice under this Agreement by email or other electronic communication or by posting communications to its development
community on the Leap Motion developer portal. You consent to receive such notices in any of the foregoing manners and agree that any such notices by
Leap Motion will satisfy any legal communication requirements.
13.8. 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.