Developer Agreement
REALWEAR, INC. DEVELOPER AGREEMENT
LAST UPDATED: SEPTEMBER 2023
THE REALWEAR, INC. DEVELOPER AGREEMENT TERMS AND CONDITIONS GOVERN YOUR PARTICIPATION IN THE REALWEAR DEVELOPER PROGRAM. IF YOU REGISTER AS A DEVELOPER ON A FREE TRIAL BASIS, THE DEVELOPER AGREEMENT WILL ALSO GOVERN THE FREE TRIAL. BY SIGNING THE QUOTE YOU AGREE AND CONSENT TO BE BOUND BY THESE TERMS AND THE REALWEAR UX COMPONENT SOFTWARE LICENSE AGREEMENT (INCLUDED AS AN EXHIBIT TO THE DEVELOPER AGREEMENT), AND THE REALWEAR DEVELOPMENT PROGRAM – PROGRAM & POLICY GUIDE (COLLECTIVELY THE “AGREEMENTS’). IF YOU DO NOT HAVE AUTHORITY TO ENTER INTO THESE AGREEMENTS OR OTHERWISE DO NOT AGREE TO ALL OF THE TERMS OF THESE AGREEMENTS, YOU WILL PROMPTLY CANCEL THE ORDER. ANY OTHER TERMS, INCLUDING THOSE ON A PURCHASE ORDER, IN A VENDOR REGISTRATION APPLICATION, OR PART OF AN RFP, ARE CONSIDERED VOID AND SHALL HAVE NO FORCE AND EFFECT.
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This RealWear, Inc. Developer Agreement (the “Agreement”) is by and between RealWear, Inc. with its principal place of business at 600 Hathaway Road, Suite 105, Vancouver, WA 98661 ("RealWear''), and the company identified below (the "Developer''). Developer and RealWear may each be referred to herein individually as, a "Party'' and collectively as, the “Parties." This Agreement along with the current RealWear Development Program - Program & Policy Guide (the “Policy Guide”), and the RealWear UX Component Software License Agreement (attached hereto as Exhibit A-1). The Agreements are the only agreements between Developer and RealWear regarding Developer’s development of software applications for RealWear Products (“Applications”). The Agreements supersede and replace in their entirety any prior written or oral agreements between the Parties related to the subject matter herein. "Hardware" means the RealWear family of head-mounted tablets. "RealWear Software" means any software, library, tool, utility, or other program code, in object (binary) form embedded or pre-installed in the Hardware or made available for the development of Applications for the Hardware, including any updates made available to Developer by RealWear. "Documentation" means the related media, printed materials, online and electronic documentation provided by RealWear, including copies. "Product(s)'' means Hardware, RealWear Software, Documentation, and any associated accessories, collectively.
Terms and Conditions
Additional Technical Support
RealWear may provide Developer technical assistance, as more particularly described in the Policy Guide (“Technical Assistance”) and access to RealWear Software and/or Hardware compatibility testing and development labs (“Labs”) from time to time. The Developer agrees that all use of such Labs and Technical Assistance will be in accordance with the Agreements, which are subject to change without prior notice to Developer. Without limiting the foregoing, RealWear may post on the RealWear Developer website (“Site”) and/or send an email to the Developer with notices of such changes. It is the Developer’s responsibility to review the Site and/or check the Developer email address(es) registered with RealWear for any such notices. The Developer agrees that RealWear shall not be liable to Developer or any third party for any modification or cessation of such services. As part of the Labs and/or Technical Assistance, RealWear may supply the Developer with certain code snippets, sample code, software, and other materials (“Materials”). Developer agrees that when requesting and receiving Technical Assistant, Developer will not provide RealWear with any information, including that incorporated in the Developer software, that is confidential to the Developer or any third party (See Section 11 for greater detail on Confidentiality). Developer agrees that any notice, legend, or label to the contrary contained in any such Materials provided by the Developer to RealWear shall be without effect. RealWear shall be free to use all such information it receives from the Developer in any manner it deems appropriate, subject to any applicable patents or copyrights. RealWear, in its sole discretion, reserves the right to reject a request for access to Labs or Technical Assistant at any time. Developer shall be solely responsible for any restoration of lost or altered files, data, programs or other Materials provided to RealWear.
Compliance with License Agreement.
Developer hereby acknowledges and agrees to the RealWear UX component Software License Agreement incorporated herein as Exhibit A-1 and further agrees that it understands the terms and conditions therein and will at all times comply with said terms and conditions.
Developer Restrictions
Developer agrees not to exploit any of the Developer benefits in the Agreements, including but not limited to the Labs, Site, Materials, Technical Assistance, and RealWear events or content provided by RealWear as a RealWear Developer (“Services”), in any unauthorized way, including but not limited to, trespass, burdening network capacity or using the Services, other than for authorized purposes. Copyright and other intellectual property laws protect the Services, and the Developer agrees to abide by and maintain all notices, license information, and restrictions contained therein. Unless expressly permitted herein or otherwise permitted in a separate agreement between the Parties, the Developer may not modify, publish, network, rent, lease, loan, transmit, sell, participate in the transfer or sale of, reproduce, create derivative works based on, redistribute, perform, display, or in any way exploit any of the Services. The Developer may not decompile, reverse engineer, disassemble, or attempt to derive the source code of any software or security components of any Services (except as and only to the extent any foregoing restriction is prohibited by applicable law or to the extent as may be permitted by any licensing terms accompanying the Materials or Services). Use of the Services to violate, tamper with, or circumvent the security of any computer network, software, passwords, encryption codes, technological protection measures, or to otherwise engage in any kind of illegal activity, or to enable others to do so, is expressly prohibited. The Developer may not share the Services with any party, except to other employees within Developer’s organization, subject to the terms of Section 11.
Developer Content License
Subject to the terms and conditions set forth in the Agreements, RealWear grants the Developer a nontransferable license to access and use the Services for authorized purposes only. The Services are licensed, not sold, and RealWear and/or RealWear’s licensors reserve all rights not expressly granted to the Developer herein. RealWear retains ownership of all its rights in the Services, and except as expressly set forth herein, no other rights or licenses are granted or to be implied under any RealWear intellectual property. The Developer’s rights under this license to use and access the Services will terminate automatically without notice from RealWear if the Developer fails to comply with any of the provision of the Agreements.
RealWear Independent Development
Nothing in the Agreements will impair RealWear’s right to develop, acquire, license, market, promote or distribute products or technologies that perform the same or similar functions as, or otherwise compete with, any other products or technologies that Developer may develop, produce, market, or distribute. In the absence of a separate written agreement to the contrary, RealWear will be free to use any information, suggestions or recommendations Developer provides to RealWear pursuant to the Agreements for any purpose, subject to any applicable patents or copyrights.
Disclaimer
REALWEAR DOES NOT MAKE ANY REPRESENTATIONS, WARRANTIES OR CONDITIONS OF ANY KIND, WHETHER ORAL OR WRITTEN, WHETHER EXPRESS, IMPLIED, OR ARISING BY STATUTE, CUSTOM, COURSE OF DEALING OR TRADE USAGE, WITH RESPECT TO THE SUBJECT MATTER OF THE AGREEMENTS. REALWEAR SPECIFICALLY DISCLAIMS ANY AND ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. REALWEAR DOES NOT WARRANT THAT THE DELIVERABLES OR ANY SERVICES PROVIDED UNDER THE AGREEMENTS WILL MEET DEVELOPER’S REQUIREMENTS, THAT THE OPERATION OF THE DELIVERABLES SHALL BE UNINTERRUPTED OR ERROR FREE, OR THAT DEFECTS IN THE DELIVERABLES SHALL BE CORRECTED. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY REALWEAR OR ITS EMPLOYEES OR REPRESENTATIVES WILL CREATE A WARRANTY OR IN ANY WAY INCREASE THE SCOPE OF REALWEAR’S OBLIGATIONS HEREIN. RealWear cannot ensure that any Services the Developer may access or download will be free of viruses, contamination or destructive features. RealWear disclaims any and all liability for the acts, omissions and conduct of any third parties in connection with or related to the Developer’s use of the Services. The Developer assumes total responsibility and all risks for use of the Services, including, but not limited to, any information obtained thereon. The Developer’s sole remedy against RealWear for dissatisfaction with the Services is to stop using the Services. This limitation of relief is a part of the bargain between the Parties. To the extent that RealWear makes any pre-release of any existing or new software, hardware or other products, services or information, the Developer understands that RealWear is under no obligation to provide updates, enhancements, or corrections, or to notify the Developer of any new or existing product or services changes that RealWear may make, or to publicly announce or introduce any product(s) or services at any time in the future.
Third-Party Software and Services
DEVELOPER UNDERSTANDS AND AGREES TO HOLD HARMLESS REALWEAR FOR ANY PERFORMANCE ISSUES OR PROBLEMS RELATED TO OR RESULTING FROM REALWEAR’S USE OF ANY THIRD-PARTY VENDORS’ PRODUCTS IN THE PROVISION OF SERVICES OR PERFORMANCE OF WORK UNDER THE AGREEMENTS, INCLUDING BUT NOT LIMITED TO SOFTWARE, HARDWARE, NETWORKING EQUIPMENT, AND TELECOMMUNICATIONS SERVICES. SUCH PERFORMANCE ISSUES OR PROBLEMS INCLUDE BUT ARE NOT LIMITED TO SERVICE INTERRUPTIONS OR DATA LOSS.
No Modification
Developer may not modify the Products without RealWear's prior written consent, which RealWear may grant at its sole discretion, in a separate signed written agreement (an “Addendum”). Such Addendum shall be attached to this Agreement and will set forth the details of any permitted modifications Developer may make to the Products. For purposes of this Section 8, “modify” shall mean (i) the physical modification of the Hardware or Product; (ii) any modification or change to the RealWear Software, as defined above; (iii) any changes to RealWear’s Marks as they appear on the Product at the time of sale; or (iv) any other reconfiguration or alteration of the Product that may affect or alter Product performance as intended.
Trademarks, Logos, other Proprietary Markings
A) RealWear grants Developer a limited, personal, non-exclusive, non-assignable, non-transferrable, right to use, strictly in accordance with RealWear’s Trademark and Brand Usage Guidelines available at https://realwear.com/brand/ (“Guidelines”) during the Term of the Agreements, those RealWear trademarks, logos, brands, or other proprietary markings identified in the Guidelines (“Marks”) solely: (i) in marketing material provided to Developer by RealWear; and (ii) in marketing materials Developer creates and which RealWear must approve in advance in writing, at its sole discretion, unless RealWear waives such rights in writing. For avoidance of doubt, Developer may not (i) modify the Mark; (ii) add any Developer or third party branding or labeling to the Product packaging; or (iii) remove, obscure, or alter any Marks on any Product. Such restrictions shall apply to the Product, Product packaging, and to any marketing materials in the following forms: (a) oral, (b) video, (c) electronic media, or (d) written form, unless RealWear waives such rights in writing.
B) All use of the Marks by Developer regarding the Product will accrue solely to the benefit of RealWear. Developer may not use the Marks in conjunction with any other trademarks, logos, or other proprietary marks, or in any way, through marketing or promotional materials, oral statements and representations, or through modification of any identifications or markings on the Product, unless approved by RealWear in writing, or that is likely to cause confusion about whether the Product is a RealWear Product in RealWear’s sole reasonable discretion. RealWear shall at all times be the exclusive owner of the Marks and nothing herein is intended, nor does it grant Developer any interest in or rights to the Marks other than as stated herein.
Term and Termination
A) Unless otherwise terminated by either Party in accordance with Sections 10.B. or 10.C. below, the initial term of the Agreements is one year from the date RealWear executes this Agreement (the “Initial Term” and together with any Renewal Term, the “Term”). The Agreements will automatically renew for successive one-year terms (each a “Renewal Term”) unless Developer fails to make payment in accordance with the Policy GuideTermination for Convenience. Either Party may terminate the Agreements for convenience and without cause by giving the other Party at least 30 days’ written notice.
Termination for Cause. RealWear may immediately terminate the Agreements upon written notice to Developer if: (i) Developer breaches any part of the Agreements, including the failure to comply with any RealWear Product firmware updates or other Developer requirements and does not cure such breach within sixty (60) days of receipt of RealWear's notice of the breach, and RealWear has not otherwise waived its rights herein in response to such breach and failure to timely cure such breach; (ii) Developer attempts to assign or delegate any interest or obligation in the Agreements, except as otherwise stated in Section 15.F. herein (which assignment or delegation will be null and void); or (iii) Developer fails for any reason to function in the ordinary course of business. Developer may terminate the Agreements immediately upon notice to RealWear if (i) RealWear breaches any part of the Agreements and does not cure its breach within sixty (60) days of receipt of Developer’s notice of the breach or (ii) RealWear fails for any reason to function in the ordinary course of business.
Confidentiality
A) Confidential Information and Exclusions. “Confidential Information" means any information disclosed by one party (the "Discloser") to the other party (the "Recipient") that is visually or orally identified as "confidential," "proprietary," or similarly identified, or that should reasonably be understood to be confidential under the circumstances. Confidential Information does not include any information that (i) Recipient knows or possesses, without any confidentiality obligation to the Discloser at the time of disclosure; (ii) is or becomes public, through no fault of the Recipient; (iii) Recipient receives from a third party with no confidentiality obligation to the Discloser; or (iv) Recipient independently develops without reference to any Confidential Information of the Discloser. For purposes of the Agreements, "Confidential Information" will include but shall not be limited to, the following:
(i) Joint venture structures, business methods, business plans, business records, business models, marketing techniques, marketing materials, price lists, pricing policies, plans for products and services, and strategic plans;
(ii) RealWear's marketing plans and strategies, RealWear's plans for new product development, RealWear's technical designs, and information relating to RealWear's financial status;(iii) Information about costs, profits, markets, sales, contracts, lists of clients or potential clients, names and contact information for third party introductions, employees, suppliers, and Developers;
(iv) Any third-party information that is subject to confidentiality restrictions between Discloser and the third party;
(v) Contracts, formulas, processes, procedures, protocols, training manuals, trade secrets, computer programs, software, inventions, innovations, improvements, data, know-how and all other intellectual property;
(vi) Forecasts, unpublished financial information, budgets, and projections;
(vii) Any or all other information which may be disclosed by the Disclosing Party to the Recipient in accordance with the Agreements at any time after execution of the Agreements, and which if misused or disclosed, could reasonably be expected to adversely affect the Disclosing Party's business; and
(viii) Any and all information received by RealWear from Company and its employees, officers, and contractors in the form of feedback related to a RealWear product either verbally or in writing, including but not limited to feedback related to product design, form, function, features, product roadmap and the like shall be deemed to be the Confidential Information of RealWear.
Confidential Information includes discussions and communications, whether oral or written, between the Parties prior to the execution of the Agreements. This definition will not limit any definition of "confidential information," "trade secrets" or any equivalent term under applicable state or federal law. Nothing in the Agreements obligates the Disclosing Party to make any particular disclosure of information.
B) Confidentiality Obligations and Exceptions.
Recipient will not use any Confidential Information for any reason other than as strictly necessary for the business discussions between Discloser and Recipient or for a Party’s performance of its obligations under the Agreements. Recipient will not reverse engineer, tear down, or disassemble any Hardware or reverse engineer, extract, or decompile any RealWear Software, or otherwise attempt to derive or discover any Confidential Information from any Hardware or RealWear Software. Developer will not publish or publicly disseminate any performance testing results or benchmarking studies of any Product without first providing them to RealWear for review and receipt of prior written approval by RealWear, which RealWear may grant or withhold at its sole discretion. Recipient will not disclose or allow to be disclosed any Confidential Information to any other party for five (5) years from the date of disclosure. Recipient will use the same precautions to prevent disclosure of Confidential Information that it uses to safeguard its own Confidential Information, but will at least use a commercially reasonable degree of care and at least the same level of care that it takes in protecting its own Confidential Information. Recipient may disclose Confidential Information to its own employees, contractors, consultants, and directors who have a need to know the Confidential Information, provided that they are bound by confidentiality obligations at least as restrictive as the Agreement. Recipient assumes responsibility for any disclosure of Confidential Information by them including any losses, expenses or damages incurred by the Discloser as a result of improper disclosure of the Confidential Information. Recipient may disclose Confidential Information in response to a judicial or other governmental order provided that the Recipient (unless legally prevented from doing so) gives reasonable notice to the Discloser of the disclosure prior to the disclosure in order to allow Discloser to seek a protective order or the equivalent, and reasonably assists Discloser (at Discloser's expense) in that effort; or with written permission from Discloser. Nothing in the Agreements obligates either Party to disclose Confidential Information or forms any joint venture or other relationship.
C) Ownership, AS-IS Disclosure, Return and Destruction of Confidential Information.
Discloser owns all Confidential Information and derivative information and all associated intellectual property rights and other proprietary interests. Nothing in this Section grants or implies any license to Discloser's intellectual property. Each party discloses information AS-IS and makes no guarantees about its completeness, suitability for any particular purpose, or any other guarantees or warranties whatsoever. At the termination of the Agreements, or at the request of Discloser, Recipient must return all Confidential Information to the Discloser or certify to the Discloser that it has destroyed all Confidential Information in its possession. Recipient may keep one copy of Confidential Information in its legal department for record keeping or compliance obligations.
D) Loss or Misuse of Confidential Information.
Recipient will keep a record of the location of the Confidential Information and will notify Disclosing Party immediately of any loss, misuse or misappropriation of the Confidential Information. Recipient agrees to exercise reasonable care with regard to the maintenance of its computer security, anti-virus, and firewall systems in order to prevent inadvertent electronic disclosure of Confidential Information to any third party.
Indemnification
A) RealWear Indemnification. This is Developer’s exclusive remedy for any IP Claim. Nothing in the Agreement or elsewhere will require RealWear to provide any greater indemnity.
(i) Indemnification. If a third party asserts a claim against Developer alleging that a Product infringes or misappropriates any patent, copyright, or trade secret belonging to that third party (an "IP Claim"), and Developer gives RealWear prompt written notice of the details of the IP Claim, then RealWear will defend Developer against the IP Claim and pay all damages that a court finally awards. RealWear may also, at its option, a) obtain for Developer a license to continue to use the Product; b) replace the Product with a non-infringing equivalent; or c) refund to Developer the amount it paid for the Product.
(ii) Limitations. RealWear will have no obligation for any IP Claim that arises in whole or in part from any: a) modification to the Product not made by RealWear; b) combination of the Product with any other third-party hardware, software, or other product not provided by RealWear or that is not certified by RealWear as an authorized Product; or c) the failure of a customer end user to timely install any RealWear Software update made available by RealWear. Developer will indemnify and hold harmless RealWear from all costs, expenses and damages due to such resulting IP Claim.
(iii) Control of Defense. Developer agrees that RealWear will have sole control of the defense and Developer will, at RealWear’s cost, provide RealWear with all reasonable assistance in the defense. However, Developer may object to RealWear’s election to control the defense by notifying RealWear of such objection if Developer reasonably determines that the third-party claim may result in non-monetary damages that may materially and adversely affect Developer. If Developer objects to RealWear’s election to assume the defense as outlined above, Developer shall have the right to undertake the defense of such claim at the expense and for the account of RealWear. RealWear shall not, without the prior written consent of Developer (which consent shall not be unreasonably withheld, delayed, or conditioned), consent to any admission or the entry of any judgment with respect to the matter, or enter into any settlement which (a) imposes anything other than monetary damages fully indemnified by RealWear, including the imposition of an injunction or other equitable relief upon Developer, (b) does not include an unconditional provision whereby the plaintiff or claimant in the matter completely and unconditionally releases Developer from all liability with respect to such matter, without prejudice, or (c) would result in the finding or admission of any violation of law.
B) Developer agrees to indemnify and hold harmless RealWear against all losses, damages, claims or expenses (including attorney fees) incurred or suffered as a result of Developer’s breach of the Agreements.
13. Exclusion of Certain Damages, Limitation of Liability, Assistance with Defense
A) Exclusion of Certain Damages. EXCEPT AS IT RELATES TO A BREACH OF SECTIONS 8, 9, 11 AND 12.A.., NEITHER PARTY WILL BE LIABLE FOR ANY LOST REVENUE, INCOME, PROFIT, OR SAVINGS; LOST OR CORRUPTED DATA OR SOFTWARE; LOST BUSINESS OPPORTUNITY; PROCUREMENT OF SUBSTITUTE PRODUCTS OR ANY OTHER INCIDENTAL, INDIRECT, PUNITIVE, SPECIAL, OR CONSEQUENTIAL DAMAGES ARISING OUT OF OR IN CONNECTION WITH THE AGREEMENTS OR THE PRODUCTS.
B) Limitation of Liability. EXCEPT AS IT RELATES TO DAMAGES INCURRED DUE TO A PARTY’S BREACH OF SECTIONS 8, 9, 11 AND 12.A., A PARTY’S TOTAL LIABILITY FOR ANY AND ALL CLAIMS ARISING OUT OF OR IN CONNECTION WITH THE AGREEMENTS OR THE PRODUCTS WILL NOT EXCEED THE TOTAL AMOUNT PURCHASED BY DEVELOPER FROM DISTRIBUTOR DURING THE PRIOR 12 MONTHS OF THE AGREEMENTS.
C) Application of Limitations. THE LIMITATIONS, EXCLUSIONS, AND DISCLAIMERS IN THE AGREEMENTS APPLY TO ALL CLAIMS FOR DAMAGES, WHETHER BASED IN CONTRACT, WARRANTY, STRICT LIABILITY, NEGLIGENCE, TORT, OR OTHERWISE. THESE LIMITATIONS OF LIABILITY ARE AGREED ALLOCATIONS OF RISK CONSTITUTING IN PART THE CONSIDERATION DEVELOPER PAID TO REALWEAR UNDER THE AGREEMENTS AND WILL APPLY NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY AND EVEN IF REALWEAR HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LIABILITIES. PROVIDED HOWEVER THAT THE LIMITATIONS STATED HEREIN SHALL NOT APPLY TO A BREACH OF SECTIONS 8, 9, 11 AND 12.A. OF THE AGREEMENT.
Governing Law, Dispute Resolution
Any dispute relating to the Agreements ("Dispute") will be resolved through binding arbitration according to the then-current Commercial Arbitration Rules of the American Arbitration Association (the "AAA Rules"). The existence, content (including all documents and materials submitted to the arbitrators), and results of any arbitration shall be deemed Confidential Information. The arbitrator will be a neutral practicing attorney or retired judge with experience in similar cases and appointed in accordance with the AAA Rules. The arbitrator must agree in writing to maintain the confidentiality of the arbitration. The arbitration will be governed by the Federal Arbitration Act, 9 U.S.C. §§1 et seq. The substantially prevailing Party will be entitled to recovery of arbitration expenses (including all costs and reasonable attorney's fees) from the substantially non-prevailing Party. The arbitrator's award will include provisions for this recovery. The arbitrator's award will be binding and final. Any court having jurisdiction may enter judgment upon the award. The arbitration will be conducted in English and held in Vancouver, WA. The Agreements are governed by, and the arbitrator will apply, the substantive laws of the State of Washington excluding its conflicts of law provisions. The United Nations Convention on Contracts for the International Sale of Goods expressly will not apply to the Agreements.
Additional Terms
A) Change to Products. RealWear may make improvements or other changes to Products at any time.
B) Force Majeure. Neither RealWear nor Developer shall be held liable if its performance under the Agreements is prevented by unforeseeable acts or events beyond the Party's reasonable control, including, but not limited to, acts of God, fire, flood, earthquakes or other catastrophes; strikes or other labor unrest; power failures, global pandemic including but not limited to Covid-19, electrical power surges or current fluctuations; nuclear or other civil or military emergencies; or acts of legislative, judicial, executive, or administrative authorities; or any other circumstances that are not within its reasonable control. In the event of a Force Majeure event, performance shall be excused provided that nothing herein will act to waive Developer’s obligation to timely pay all amounts owed to RealWear under the Agreements.
C) Headings, Severability, Waiver. The Section headings used in the Agreements are for reference and convenience only and shall not affect the interpretation of the Agreements. If any portion of the Agreements is held to be unenforceable, the Parties hereto shall negotiate in good faith to modify the Agreements so as to effect the original intent of the Parties as closely as possible. The waiver by either Party of any right provided under the Agreements shall not constitute a subsequent or continuing waiver of such right under the Agreements.
D) Construction. Each Party has had the opportunity to review the Agreements by legal counsel of its choice and the Agreements including its terms and conditions is the result of joint negotiation. Any ambiguities in the Agreements will not be interpreted or resolved on the basis of which party drafted any portion of the Agreements.
E) Relationship of Parties. Each Party is performing their obligations under the Agreements only as an independent contractor. Nothing set forth in the Agreements shall be construed to create a partnership, joint venture or the relationship of principal and agent between Developer and RealWear. Neither Party shall act or represent itself, directly or by implication, as an agent of the other Party.
F) No Relationship Formed, Entire Agreement. The relationship between RealWear and Developer is one of vendor and vendee, and the Agreements do not form any other relationship between the Parties. This relationship is personal to Developer and the Agreements may not be assigned without RealWear's prior written consent. However, nothing herein will prevent Developer from assigning its rights under the Agreements in the event that Developer sells all or substantially all of its assets or more than 50% of its equity ownership interest, provided that the assignee or acquirer does not operate in a business that competes with RealWear, and further provided that assignee or acquiror agrees to be bound by all the terms and conditions of the Agreements without revision or modification, all with the express written consent of RealWear, which such consent will not be unreasonably withheld. RealWear reserves the right in its sole discretion to assign its rights and obligations under the Agreements.
G) Remedies. Except as otherwise limited or excluded herein, all remedies in the Agreements shall be cumulative and in addition to and not in lieu of any other remedies available to either Party at law, in equity or otherwise, and may be enforced concurrently or from time to time.
H) Notices. Notices required to be sent by either Party under the Agreements shall be sent by electronic mail to the address provided by Developer below and in the case of any notice to RealWear, must be emailed to Attn: Legal Department at legal@realwear.com, or any other address RealWear notifies Developer of in writing.
EXHIBIT A-1
RealWear UX Component Software License Agreement
This RealWear UX Component Software License Agreement (this "Agreement"), is by and between RealWear, Inc., a Washington Corporation with offices located at 600 Hatheway Road Suite 105 Vancouver, WA 98661 ("Licensor") and the company identified in the Developer Agreement, ("Licensee"), pursuant to the RealWear, Inc. Developer Agreement (“Developer Agreement”) between Licensor and Licensee, which is hereby incorporated by reference. Licensor and Licensee may be referred to herein collectively as the "Parties" or individually as a "Party."
RECITALS
WHEREAS, Licensor and Licensee are Parties to the Developer Agreement, under which Licensee is being given access to Licensor’s Software as a benefit of such Developer Agreement; and
WHEREAS, Licensor desires to license the Software in Exhibit A attached hereto to Licensee; and
WHEREAS, Licensee desires to obtain a license to utilize the Software in developing third party applications (“Licensee Products”) for the Licensor Platform and to distribute and license such Licensee Software solely for use on the Licensor Platform or in combination with Licensor Software Products, subject to the terms and conditions of this Agreement.
NOW, THEREFORE, in consideration of the mutual covenants, terms, and conditions set forth herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:
AGREEMENT
Definitions.
“Affiliates” of an entity means any other entity that directly or indirectly, through one or more intermediaries, controls, is controlled by, or is under common control with, such entity. The term "control" (including the terms "controlled by" and "under common control with") means the possession, directly or indirectly, of the power to direct or cause the direction of the management and policies of an entity, whether through the ownership of voting securities, by contract, or otherwise.
"Authorized User" means an employee, independent contractor, consultant, outsourced worker, or intern engaged or hired by Licensee who Licensee permits to access and use the Software and/or Documentation pursuant to Licensee's license hereunder.
"Documentation" means Licensor's user manuals, handbooks, and installation guides relating to the Software provided by Licensor to Licensee either electronically, online or in hard copy form relating to the Software.
"Licensee Products" means any and all software applications developed by Licensee that incorporate or include all or a portion of the Software for use on the Licensor Platform.
“Licensor Platform” means RealWear hardware and software products.
“Licensor Software Products” means Realwear platform software sold separately from the RealWear OEM hardware platform developed by or made on behalf of RealWear.
"Marketing Materials" means any advertising, promotional, or marketing materials for or relating to the Software or Licensee Products that Licensor may make available to Licensee from time to time during the Term.
"Software" means the product described in Exhibit A in object code format, including any Updates provided to Licensee pursuant to this Agreement.
"Updates" means any updates, bug fixes, patches, or other error corrections to the Software that Licensor generally makes available free of charge to all licensees of the Software.
License Grant and Restrictions.
A) License Grant. Subject to the terms and conditions of this Agreement, Licensor hereby grants Licensee and its Affiliates a limited, non-exclusive, personal, non-sublicensable (except to Licensee’s customers as part of a Licensee Products), and non-transferable (except in compliance with Section 9(g)) license during the Term to:
(i) install, test, use, reproduce, and distribute the Software in whole or in part, solely for the purposes of embedding or otherwise integrating the Software into Licensee Products for use on the Licensor Platform, or in combination with Licensor Software Products;
(ii) demonstrate and distribute the Software solely for: (A) use of the Software as incorporated in or integrated with Licensee Products for use on the Licensor Platform, or (B) in combination with Licensor Software Products;
(iii) use the trademarks, service marks, trade names, and logos in compliance with Licensor’s brand and trademark policies provided in Exhibit B ("Licensor Marks"), and reproduce and distribute Marketing Materials to: (A) market and promote the Software incorporated in or integrated with Licensee Products under this Agreement, or (B) market and promote Licensee Products that operate on the Licensor Platform or in combination with Licensor Software Products;
(iv) use, copy, reproduce, integrate, and distribute the Documentation, in whole or in part, and integrate the Documentation, in whole or in part, into the documentation for Licensee Products, solely in support of the licensed use of Licensed Products by End Users;
(v) use and make a reasonable number of copies of the Documentation and Software solely for Licensee's internal business purposes including but not limited to backup, failover, disaster recovery, load balancing, synchronization, or archival purposes; and
(vi) make derivative works of: (A) the Software to the extent necessary to interface with other software in Licensee’s environment; and (B) the Documentation for Licensee’s internal business purposes.
This license grant extends to Licensee’s and its Affiliate’s Authorized Users to perform software development and/or testing for Licensee or its Affiliates. Further, for purposes of clarification the license grant in Section 2(a)(i) above extends to all instances of a Licensee Product, so long as the functionality provided by the Software is enabled for use only on Licensor Platforms.
B) Use Restrictions.
(i) General. Licensee shall not use the Software or Documentation for any purposes beyond the scope of the license granted in this Agreement. Without limiting the foregoing and except as otherwise expressly set forth in this Agreement, Licensee shall not at any time, directly or indirectly: (i) copy, modify, or create derivative works of the Software or the Documentation, in whole or in part; (ii) rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available the Software or the Documentation; (iii) reverse engineer, disassemble, decompile, decode, adapt, or otherwise attempt to derive or gain access to the source code of the Software, in whole or in part; (iv) remove any proprietary marks or confidentiality notices from the Software or the Documentation as delivered to Licensee; or (v) use the Software in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any person, or that violates any applicable law.
(ii) Trademark Use Restrictions. All uses of the Licensor Marks, and all goodwill associated therewith, will inure solely to the benefit of Licensor. Licensee shall not use any Licensor Marks (whether individually or in combination, or in whole or in part): (A) in or in connection with the advertising, promotion, marketing, or distribution of any goods, services, or technologies other than pursuant to the License Grant in Section 2(a)(iii) above; (B) as part of Licensee’s corporate or trade name or any domain name; (C) in any way that may cause confusion, mistake, or deception; or (D) in any way that may dilute, tarnish, or otherwise diminish the Licensor Marks' distinctiveness, or jeopardize the reputation of or goodwill associated with the Licensor Marks, Software, or Licensor or the validity of Licensor's ownership of the Licensor Marks or the registrations therefor.
C) Reservation of Rights. Licensor reserves all rights not expressly granted to Licensee in this Agreement. Except for the limited rights and licenses expressly granted under this Agreement, nothing in this Agreement grants, by implication, waiver, estoppel, or otherwise, to Licensee or any third party any intellectual property rights or other right, title, or interest in or to the Software.
D) Delivery. Licensor shall deliver the Software electronically, on tangible media, or by other means to Licensee within ten (10) days following the Effective Date.
E) Independent Development. Licensee will have no obligation to use the Software, either alone or in any Licensee product despite any other provision of this Agreement. Except as provided in Section 2(b) (Restrictions) and Section 4 (Confidential Information), nothing in this Agreement restricts Licensee’s ability to acquire, license, develop, manufacture or distribute for itself, or have others acquire, license, develop, manufacture or distribute for Licensee the same or similar technology as contemplated by this Agreement. Licensee may use, market and distribute such similar technology in addition to, or in lieu of, the technology contemplated by this Agreement.
Licensee Responsibilities. Licensee is responsible for all acts and omissions of Authorized Users, and any act or omission by an Authorized User that would constitute a breach of this Agreement if taken by Licensee will be deemed a breach of this Agreement by Licensee. Licensee shall take reasonable efforts to make all Authorized Users aware of this Agreement's provisions as applicable to such Authorized User's use of the Software, and shall cause Authorized Users to comply with such provisions.
Confidential Information. Section 11 of the Developer Agreement will govern the obligations of the Parties regarding confidential information provided by one Party to the other in connection with this Agreement.
Intellectual Property Ownership; Feedback.
A) Licensee acknowledges that, as between Licensee and Licensor, Licensor owns all right, title, and interest, including all intellectual property rights, in and to the Software and Documentation and, with respect to Third-Party Software, the applicable third-party licensors own all right, title and interest, including all intellectual property rights, in and to the Third-Party Software.
B) Feedback If Licensee or any of its employees or contractors sends or transmits any communications or materials to Licensor by mail, email, telephone, or otherwise, suggesting or recommending changes to the Software or Documentation, including without limitation, new features or functionality relating thereto, or any comments, questions, suggestions, ideas, techniques, concepts, know-how or the like ("Feedback"), Licensor shall have sole ownership in and rights to the Feedback and shall be free to use such Feedback without any attribution or compensation to any party, for any purpose whatsoever, irrespective of any other obligation or limitation between the Parties governing such Feedback. Licensor is not required to use any Feedback.
Warranty Disclaimer. THE SOFTWARE AND DOCUMENTATION ARE PROVIDED "AS IS" AND LICENSOR HEREBY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE. LICENSOR SPECIFICALLY DISCLAIMS ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AND ALL WARRANTIES ARISING FROM COURSE OF DEALING, USAGE, OR TRADE PRACTICE. LICENSOR MAKES NO WARRANTY OF ANY KIND THAT THE SOFTWARE AND DOCUMENTATION, OR ANY PRODUCTS OR RESULTS OF THE USE THEREOF, WILL MEET LICENSEE'S OR ANY OTHER PERSON'S REQUIREMENTS, OPERATE WITHOUT INTERRUPTION, ACHIEVE ANY INTENDED RESULT, BE COMPATIBLE OR WORK WITH ANY SOFTWARE, SYSTEM OR OTHER SERVICES, OR BE SECURE, ACCURATE, COMPLETE, FREE OF HARMFUL CODE, OR ERROR FREE.
Limitations of Liability. IN NO EVENT WILL EITHER PARTY BE LIABLE UNDER OR IN CONNECTION WITH THIS AGREEMENT UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE, FOR ANY: (a) CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR PUNITIVE DAMAGES; (b) INCREASED COSTS, DIMINUTION IN VALUE OR LOST BUSINESS, PRODUCTION, REVENUES, OR PROFITS; (c) LOSS OF GOODWILL OR REPUTATION; (d) USE, INABILITY TO USE, LOSS, INTERRUPTION, DELAY OR RECOVERY OF ANY DATA, OR BREACH OF DATA OR SYSTEM SECURITY; OR (e) COST OF REPLACEMENT GOODS OR SERVICES, IN EACH CASE REGARDLESS OF WHETHER LICENSOR OR LICENSEE, AS APPLICABLE, WAS ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE.
Term and Termination.
A) Term. The term of this Agreement begins on the Effective Date and, unless terminated earlier pursuant to any of the Agreement's express provisions, will continue in effect until one (1) year from such date (the "Initial Term"). This Agreement will automatically renew for additional successive one (1) year terms unless earlier terminated pursuant to this Agreement's express provisions or either Party gives the other Party written notice of non-renewal at least thirty (30) days prior to the expiration of the then-current term (each a "Renewal Term" and together with the Initial Term, the "Term").
B) Termination. In addition to any other express termination right set forth in this Agreement:
(i) Licensor may terminate this Agreement, effective on written notice to Licensee, if Licensee breaches any of its obligations under Section 2(b) or Section 4 or if either Party terminates the Developer Agreement pursuant to its terms;
(ii) Either Party may terminate this Agreement, effective on written notice to the other Party, if the other Party breaches this Agreement, and such breach: (A) is incapable of cure; or (B) being capable of cure, remains uncured thirty (30) days after the non-breaching Party provides the breaching Party with written notice of such breach; or
(iii) Either Party may terminate this Agreement, effective immediately upon written notice to the other Party, if the other Party: (A) becomes insolvent or is generally unable to pay, or fails to pay, its debts as they become due; (B) files or has filed against it, a petition for voluntary or involuntary bankruptcy or otherwise becomes subject, voluntarily or involuntarily, to any proceeding under any domestic or foreign bankruptcy or insolvency law; (C) makes or seeks to make a general assignment for the benefit of its creditors; or (D) applies for or has appointed a receiver, trustee, custodian, or similar agent appointed by order of any court of competent jurisdiction to take charge of or sell any material portion of its property or business; or
(iv) Licensor may terminate this Agreement if Licensee fails to create a Licensee Product under the Developer Agreement or ceases to distribute or otherwise make generally available the Software as incorporated in or integrated with Licensee Products for use on the Licensor Platform, or in combination with Licensor Software Products, for a period of ninety (90) days or longer, effective thirty (30) days after Licensor provides written notice to Licensee of its intent to Terminate due to said non-use.9c)
C) Effect of Expiration or Termination. Upon expiration or earlier termination of this Agreement, the license granted hereunder will also immediately terminate, except as follows. The license granted to Licensee herein shall continue for three (3) years after termination of this Agreement for any Licensee Products that are then commercially shipping or which begin commercial shipping within ninety (90) days of the termination of the Developer Agreement. Upon termination of the license, and, without limiting Licensee's obligations under Section 4, Licensee shall cease using and delete, destroy, or return all copies of the Software and Documentation in its possession and certify in writing to the Licensor that the Software and Documentation has been deleted or destroyed distributed by Licensee prior to termination.
D) Survival. This Section (d) and Sections 1, 4, 5, 6, 7, and 9 survive any termination or expiration of this Agreement. No other provisions of this Agreement survive the expiration or earlier termination of this Agreement.
Miscellaneous.
Entire Agreement. This Agreement, together with the Developer Agreement and any other documents incorporated herein by reference and all related Exhibits, constitutes the sole and entire agreement of the Parties with respect to the subject matter of this Agreement and supersedes all prior and contemporaneous understandings, agreements, and representations and warranties, both written and oral, with respect to such subject matter. In the event of any inconsistency between the statements made in the body of this Agreement, the related Exhibits, and any other documents incorporated herein by reference, the following order of precedence governs: (a) first, this Agreement, excluding its Exhibits; (b) second, the Exhibits to this Agreement as of the Effective Date; and (c) third, the Developer Agreement and any other documents incorporated herein by reference.
Notices. All notices, requests, consents, claims, demands, waivers, and other communications hereunder (each, a "Notice") must be in writing and addressed to the Parties at the addresses set forth in the Developer Agreement and in the manner required under the Developer Agreement.
Force Majeure. In no event shall either Party be liable to the other Party, or be deemed to have breached this Agreement, for any failure or delay in performing its obligations under this Agreement, if and to the extent such failure or delay is caused by any circumstances beyond such Party's reasonable control, including but not limited to acts of God, flood, fire, earthquake, explosion, war, terrorism, invasion, riot or other civil unrest, strikes, labor stoppages or slowdowns or other industrial disturbances, or passage of law or any action taken by a governmental or public authority, including imposing an embargo.
Amendment and Modification; Waiver. No amendment to or modification of this Agreement is effective unless it is in writing and signed by an authorized representative of each Party. No waiver by any Party of any of the provisions hereof will be effective unless explicitly set forth in writing and signed by the Party so waiving. Except as otherwise set forth in this Agreement, (i) no failure to exercise, or delay in exercising, any rights, remedy, power, or privilege arising from this Agreement will operate or be construed as a waiver thereof and (ii) no single or partial exercise of any right, remedy, power, or privilege hereunder will preclude any other or further exercise thereof or the exercise of any other right, remedy, power, or privilege.
Severability. If any provision of this Agreement is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability will not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction. Upon such determination that any term or other provision is invalid, illegal, or unenforceable, the Parties hereto shall negotiate in good faith to modify this Agreement so as to effect the original intent of the Parties as closely as possible in a mutually acceptable manner in order that the transactions contemplated hereby be consummated as originally contemplated to the greatest extent possible.
Governing Law; Submission to Jurisdiction. This Agreement is governed by and construed in accordance with the internal laws of the State of Washington without giving effect to any choice or conflict of law provision or rule that would require or permit the application of the laws of any jurisdiction other than those of the State of Washington. Any legal suit, action, or proceeding arising out of or related to this Agreement or the licenses granted hereunder will be instituted in the federal courts of the United States or the courts of the State of Washington, and each Party irrevocably submits to the jurisdiction of such courts in any such suit, action, or proceeding.
Assignment. Licensee may not assign or transfer any of its rights or delegate any of its obligations hereunder, in each case whether voluntarily, involuntarily, by operation of law or otherwise, without the prior written consent of Licensor. Any purported assignment, transfer, or delegation in violation of this Section is null and void. No assignment, transfer, or delegation will relieve the assigning or delegating Party of any of its obligations hereunder. This Agreement is binding upon and inures to the benefit of the Parties hereto and their respective permitted successors and assigns.
Export Regulation. The Software may be subject to US export control laws, including the Export Control Reform Act and its associated regulations. Licensee shall not, directly or indirectly, export, re-export, or release the Software to, or make the Software accessible from, any jurisdiction or country to which export, re-export, or release is prohibited by law, rule, or regulation. Licensee shall comply with all applicable federal laws, regulations, and rules, and complete all required undertakings (including obtaining any necessary export license or other governmental approval), prior to exporting, re-exporting, releasing, or otherwise making the Software available outside the US.
Equitable Relief. Each Party acknowledges and agrees that a breach or threatened breach by such Party of any of its obligations under Section 4 or, in the case of Licensee, Section 2(b), would cause the other Party irreparable harm for which monetary damages would not be an adequate remedy and agrees that, in the event of such breach or threatened breach, the other Party will be entitled to equitable relief, including a restraining order, an injunction, specific performance, and any other relief that may be available from any court, without any requirement to post a bond or other security, or to prove actual damages or that monetary damages are not an adequate remedy. Such remedies are not exclusive and are in addition to all other remedies that may be available at law, in equity, or otherwise.
Counterparts. This Agreement may be executed in counterparts, each of which is deemed an original, but all of which together are deemed to be one and the same agreement.
Exhibit A
Capitalized terms used but not defined in this Exhibit A have the meaning given to those terms in the Agreement.
DESCRIPTION OF SOFTWARE:
The UX Library is a set of styled components that have been designed specifically for app development on the Navigator™ 500, HMT-1 and HMT-1Z1 platforms. The components are based on common Android components and adhere to Android standard practices, while also providing additional functionality to address the most common challenges encountered when developing for RealWear devices, namely speech enablement, head tracking, and theming.
VersionName is "1.0.0" and comprises the following components:
CommandButton - Packagename: com.realwear.ux.view.CommandButton
Command Button is a stylized RealWear speech button. There are five distinct prepackaged styles that can be easily applied to the Command Button, all of which conform to RealWear’s design principles. Developers can also apply their own style to the Command Button and change fields to better suit their own application.
There are five prepackaged UX Library styles that can be set for the Command Button. Each button style offers a distinct appearance that can be suitable for a particular situation all while conforming to the general RealWear design style. If no style is explicitly set by the developer, the Command Button will default to Contained Button style.
StyledTextView - Packagename: com.realwear.ux.view.StyledTextView
Styled Text View is a stylized Text View. There are 13 prepackaged styles that can be easily applied to a Styled Text View, all of which conform to RealWear’s design principles. If no style is specifically set, Styled Text View will default to the Android TextView style. Developers can also apply their own style to the Command Button and change fields to better suit their own application
There are 13 prepackaged UX Library styles that can be set for a Styled Text View. Each style is adapted to suit different needs while conforming to RealWear design guidelines.
Level Control - Packagename: com.realwear.ux.view.LevelControl
Level Control is a stylized RealWear control that allows the user to chose a value from a short list of values displayed in a level scale. There is a title view at the top which informs the user of what voice command to use, and a series of numbers below which indicate the different levels available for selection.
Horizontal Selector - Packagename: com.realwear.ux.viewgroup.HorizontalSelector
Horizontal Selector is a speech enabled horizontal list view that can be scrolled by the user moving their head (“head-tracking”). The basic design draws from the Android Recycler View. Like the Recycler View, the Horizontal Selector requires two more components to function properly: a view holder and an adapter. Additionally, a customized fragments can be supplied by the developer to populate a View Pager included in the Horizontal Selector in cases where additional views need to be displayed to a user. Simply instantiating the Horizontal Selector alone is not enough, as you need to provide the information for what will be shown and how it will be shown by the component. This is done by supplying both a View Holder and a Horizontal Selector Adapter.
Horizontal Selector Adapter - Packagename: com.realwear.ux.viewgroup.HorizontalSelectorAdapter
Horizontal Selector Adapter is an abstract class that provides the capability for attaching view holders to the Horizontal Selector, as well as determining the behavior of each list item in the Horizontal Selector. This is modeled after the Recycler View Adapter. A developer must extend from the HorizontalSelectorAdapter class and can also designate what View Holder the adapter will be using.
When the class is created, the developer will have to override the abstract functions included in the adapter. These functions will allow the developer to control how the view holders are created, how they are attached to the Horizontal Selector, how they should be populated with information, and how they should react when their voice command is triggered.
More Options - Packagename: com.realwear.ux.viewgroup.MoreOptionsWidget
More Options is a widget that brings up a new panel from the bottom of the screen which contains additional voice commands, or “options”. These voice commands are only registered when the more options widget is on screen, so this is an ideal place to place commands that are less commonly used and would otherwise clutter the UI. When the More Options widget is showing, only the voice commands in the widget will be registered — voice commands from views in the background will be unregistered. To close the More Options widget, simply give the command, “Hide Options”.
Radio Group - Packagename: com.realwear.ux.viewgroup.RadioGroup
Radio Group is a stylized RealWear view group the contains (UX Library) Radio Buttons. Much like the Android radio group, only one button can be checked at any given time, and a listener can be set on the Radio Group to listen for a change in checked state. The UX Library Radio Group extends from the Android AppCompat Radio Group.
Radio Button: - Packagename: com.realwear.ux.view.RadioButton
UX Library Radio Buttons extend from the Android AppCompat Radio Button and function in much the same way. They must be created and added to a Radio Group view group, and only one can be checked at any given time. A key difference is that the UX Library Radio Button is an abstract class that must be subclassed before it can be instantiated. The UX Library already includes two subclasses that are ready to be used, but a developer is also free to create their own Radio Button subclass to suit their situation. The two prepackaged subclasses are Round Radio Button and Continuous Radio Button.
Round Radio Button: - Packagename: com.realwear.ux.view.RoundedRadioButton
A rounded radio button that, when contained in a Radio Group, will group together in a series of round buttons, much like the level buttons in the Level Control component. They can be created in XML or programmatically. If created in XML, they must be contained by the Radio Group view group. If created programmatically, they will need to be added to the Radio Group.
Continuous Radio Button: - Packagename: com.realwear.ux.view.ContinuousRadioButton
A continuous radio button that, when contained in the UXLibrary Radio Group, will group together in a series that presents as a bar of options to the user. The left and right most radio buttons will have rounded edges while radio buttons in the middle will appears as a rectangle. They can be created in XML or programmatically. If created in XML, they must be contained by the Radio Group view group. If created programmatically, they will need to be added to the Radio Group.
LINKS TO SOFTWARE LIBRARIES THAT ARE NOT DISTRIBUTED BY REALWEAR:
Below are links to software libraries that are required for use of the Software. These libraries are not distributed or licensed by RealWear and are subject to Apache 2.0 open-source licenses.
https://mvnrepository.com/artifact/androidx.appcompat/appcompat/1.1.0
The Support Library is a static library that you can add to your Android application in order to use APIs that are either not available for older platform versions or utility APIs that aren't a part of the framework APIs. Compatible on devices running API 14 or later.
https://mvnrepository.com/artifact/com.google.android.material/material/1.2.0
Material Components for Android is a static library that you can add to your Android application in order to use APIs that provide implementations of the Material Design specification. Compatible on devices running API 14 or later.
https://mvnrepository.com/artifact/androidx.constraintlayout/constraintlayout/2.0.1
A ConstraintLayout is a android.view.ViewGroup which allows you to position and size widgets in a flexible way.
https://mvnrepository.com/artifact/androidx.navigation/navigation-fragment-ktx/2.3.0
Android KTX is a set of Kotlin extensions that are included with Android Jetpack and other Android libraries. KTX extensions provide concise, idiomatic Kotlin to Jetpack, Android platform
https://mvnrepository.com/artifact/androidx.navigation/navigation-ui-ktx/2.3.0
Android architecture components are a collection of libraries that help you design robust, testable, and maintainable apps. Start with classes for managing your UI component lifecycle and handling data persistence.
https://mvnrepository.com/artifact/androidx.lifecycle/lifecycle-viewmodel-ktx/2.2.0
The ViewModel class is designed to store and manage UI-related data in a lifecycle conscious way. The ViewModel class allows data to survive configuration changes such as screen rotations.
EXHIBIT B
Licensor Marks