Module Developer Kit License
Welcome to Razer. This License (“License”) is offered to you by Razer Inc. and its affiliates (“Razer”), and governs your use of the Module Developer Kit. Please read this License carefully. By clicking “I Accept”, or by using the Module Developer Kit, you accept and agree to this License. This License constitutes a binding agreement between You and Razer. If you do not accept and agree to the License, you may not use the Module Developer Kit.

1. Definitions:
a. Head-mounted Device (“HMD”) means a head-mounted screen device for the purpose of displaying virtual reality or multimedia applications, intended to be used in conjunction with the OSVR Project, as defined in this Agreement;

b. Intellectual Property Rights (“IPR”) means all rights in patents, patent disclosures, rights in designs, copyright, semi-conductor topography rights, integrated circuit layout design rights, utility models, rights in know-how, inventions, technologies, processes, techniques, methods, designs, drawings, plans, data, specifications, research and development, all copies and tangible embodiments or descriptions of any of the foregoing (in whatever form or medium), rights protecting trade secrets and confidential information, and other intellectual property rights, whether registered or unregistered and including applications for registration, and all rights of protection having equivalent or similar effect or character in any part of the world, but excluding any trademark rights;

c. Module Developer Kit (“MDK”) means the MDK made available from time to time by Razer or its licensees to the OSVR Project at www.osvr.org , that includes all drawings, technical specifications, system files, and packaged APIs. Where You utilize a HMD supplied by Razer, that HMD shall fall within the meaning of the MDK. For the avoidance of doubt, any HMD that is not supplied by Razer, or any technology that is not made available on the OSVR Project, is excluded from the meaning of MDK;

d. Module: any device or component that can be coupled to the HMD, but excluding the HMD;

e. Module Interface Technology: the portions of Modules that implement the MDK or are necessary for interoperability with the HMD;

f. “OSVR Project”: means the Open Source Virtual Reality Project made available by Razer that is the open hardware and software platform initiative located at www.osvr.org, for the development of a HMD;

g. Software: means all or any Source Code and Object Code that is made available at www.osvr.org or any other repository notified by Razer;

h. Source Code means the preferred form for making modifications, including but not limited to software source code, documentation source, and configuration files;

i. Object Code means any form resulting from mechanical transformation or translation of a Source Code, including but not limited to compiled object code, generated documentation, and conversions to other media types; and

j. “You” or “Your” means an individual or a legal entity, its subsidiaries or affiliated companies, that is exercising the rights granted by this License.

2. Subject to the terms and conditions of this License, Razer grants You a limited, worldwide, no-charge, royalty-free, revocable, non-assignable, non-sublicensable and non-exclusive right to use the IPR owned or controlled by Razer that reads on the MDK, the Modules and the Module Interface Technology, or any combinations thereof, for the purposes of:

(a) developing and testing Modules on the OSVR Project; and
(b) creating modified works, in accordance with the purposes set out below.

3. You agree and acknowledge that the MDK, Modules or Module Interface Technology available on the OSVR Project are solely for the purposes of the OSVR Project and Your personal use. You may not use, sell or distribute the MDK, Modules or Module Interface Technology nor the IPR contained therein for any purposes whatsoever, whether for commercial gain or otherwise. Any attempts to do so will automatically terminate this License.

4. You agree and acknowledge that the IPR in the MDK, Modules or Module Interface Technology made available on the OSVR Project are owned or controlled by Razer or its licensors.

5. Except for the license granted herein to Razer, its licensees and assignees, You retain all rights to your IPR when you use the MDK. Through your participation in the OSVR Project, You agree to:

a. provide to Razer your IPR in the Modules or any modified works that may read on the MDK, Modules or Module Interface Technology for the OSVR Project. Your failure to comply with this requirement will automatically terminate this License; and b. grant Razer, Razer’s licensees and assignees a limited, worldwide, no-charge, royalty-free, irrevocable, and non-exclusive right to use Your IPR already existing or that may arise in any modified works that may read on the MDK, Modules or Module Interface Technology. You permit Razer to make, use, sell, distribute, modify and create modified works from Your IPR as described herein. Razer may also sub-license rights to other parties to make, use or sell Your IPR that may read on the MDK, Modules or Module Interface Technology as licensed herein.

6. You agree that You will waive your rights to injunctive or other equitable relief in relation to your IPR as licensed back in the preceding paragraph. You agree to not prevent nor enjoin Razer or any third party in any way from the manufacture, sale, distribution, import or export of any Modules or product or service that meets with the requirements of the MDK, Modules or Module Interface Technology.

7. Should you threaten or begin proceedings against Razer alleging patent infringement connected to the OSVR Project, the MDK, Modules or Module Interface Technology, Razer will, at its option, suspend or terminate this License granted to you.

8. Any software, namely Source Code or Object Code that is made available on the OSVR Project is excluded from the terms of this License. Such software will be governed by separate terms and conditions set out elsewhere at www.osvr.org .

9. You may not use the name of Razer, nor the names of Razer’s licensors, employees or contractors, to endorse or promote any products or services derived from the MDK without Razer’s express and prior written permission.

10. YOUR USE OF THE MDK AND ALL CONTENTS OF THE OSVR PROJECT SITE IS AND SHALL BE AT YOUR SOLE RISK. THE MDK AND OSVR PROJECT SITE AND ALL CONTENTS THEREON ARE PROVIDED “AS IS” AND WITHOUT EXPRESS OR IMPLIED WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY LAW, RAZER AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, LICENSORS AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, WITH RESPECT TO THE MDK AND OSVR PROJECT SITE, ALL CONTENTS THEREON, AND SUPPORT SERVICES, INCLUDING BUT NOT LIMITED TO ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT AND TITLE. RAZER MAKES NO WARRANTY AS TO THE ACCURACY OR COMPLETENESS OF THE CONTENTS OF THE MDK OR THE OSVR PROJECT SITE, AND DOES NOT ENDORSE OR ASSUME LIABILITY FOR ANY DATA, PRODUCT OR SERVICE POSTED BY A THIRD PARTY THROUGH THE OSVR PROJECT SITE. RAZER ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY BUGS, VIRUSES, OR OTHER MALWARE THAT MAY BE TRANSMITTED TO OR THROUGH THE OSVR PROJECT SITE, FOR ANY ERRORS, MISTAKES OR INACCURACIES IN CONTENT, OR FOR ANY LOSS OR DAMAGE INCURRED THAT RESULTS FROM THE USE OF ANY CONTENT MADE AVAILABLE IN ANY WAY IN THE MDK OR THROUGH THE OSVR PROJECT SITE.

11. IN NO EVENT SHALL RAZER, THEIR OFFICERS, DIRECTORS, EMPLOYEES, LICENSORS OR AGENTS BE LIABLE TO YOU FOR ANY SPECIAL, INCIDENTAL, INDIRECT, CONSEQUENTIAL OR PUNITIVE DAMAGES WHATSOEVER, INCLUDING THOSE RESULTING FROM LOSS OF USE, DATA OR PROFITS, HOWEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF OR INABILITY TO USE THE MDK, EVEN IF RAZER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL RAZER’S LIABILITY EXCEED THE AMOUNT PAID BY YOU FOR A PRODUCT OR SERVICE.

12. All other intellectual property rights, trademarks and logos not included in the OSVR are expressly excluded from this License. “RAZER”, the Triple Headed Snake Logo, the names of Razer products, and graphics, logos, page headers, button icons, scripts, and service names may be trademarks, registered trademarks, trade dress or domain names of Razer. You may not use the foregoing in any manner that disparages or discredits Razer or is likely to cause confusion among customers. You may not use Razer’s trademarks and/or trade dress in connection with any product or service without Razer’s express written consent.

13. You agree to indemnify, defend and hold Razer, its affiliates, officers, directors, employees, licensees and agents harmless from and against any claims, actions, suits or proceedings, loss, cost, damages, liability and expense arising out of or relating to:

a. your use of the MDK, including but not limited to Your or any third party’s manufacture, use, sale, offer for sale or distribution of Your Modules;
b. any Module you develop on the MDK that infringes the copyright, trademark, trade dress, trade secret, patent or any intellectual property right of any third party, or defames any person or infringes their rights of publicity or privacy; and
c. any act or omission by You which is a breach of this License, or violates any law, regulation or rights of a third party.

14. You agree that Razer reserves the right at any time, and without prior notice, to modify or substitute components of the MDK, or to withdraw the MDK at any time at its sole discretion. Consequently, You acknowledge that future versions of the MDK may be incompatible with Modules developed on previous versions of the MDK.

15. Razer reserves the right to amend this License at any time, in its sole discretion. We will notify You of any material changes to the License by posting the new License terms on the www.osvr.org site. Please review these License terms regularly for any changes. The date of the last revision appears at the top of the License. Your continued use of the MDK subsequent to any changes to the License terms will signify your acceptance of the revised terms of License for those future MDK releases.

16. Without prior notice, Razer may terminate Your License if you violate or breach this License, or for any other reason. In the event of termination, the provisions of paragraph 5 shall continue for a period of twelve (12) months from the date of termination, and the provisions of paragraph 18 of this License shall survive.

17. You agree that the laws of the State of California, without regard to principles of conflict of laws, will govern this License and any dispute of any sort that might arise between you and Razer from your use of the MDK.

18. Any dispute relating to your use of the MDK shall be submitted to confidential arbitration in San Diego, California, except that, to the extent you have in any manner violated or threatened to violate Razer’s IPR, Razer may seek injunctive or other appropriate relief in any state or federal court, and you consent to exclusive jurisdiction and venue in such courts. Arbitration under this agreement shall be conducted under the rules then prevailing of the American Arbitration Association. The arbitrator's award shall be binding and may be entered as a judgment in any court of competent jurisdiction. To the fullest extent permitted by applicable law, no arbitration under this Agreement shall be joined to an arbitration involving any other party subject to this Agreement, whether through class arbitration proceedings or otherwise.

19. This License and other legal notices published by Razer at www.osvr.org from time to time shall constitute the entire agreement between You and Razer concerning the MDK. If any of the provisions of this License shall be deemed invalid, void, or for any reason unenforceable, that provision shall be deemed severable and shall not affect the validity and enforceability of any of the remaining provisions of this License, which shall continue in full force and effect. No waiver shall be deemed a further or continuing waiver, and Razer’s failure to assert any right under this License shall not constitute a waiver of such right. You agree that any cause of action arising out of or relating to the MDK must commence within one (1) year after the cause of action arises, and otherwise is permanently barred. You may not assign or transfer this License, but Razer may assign this License without restriction.