Terms & Conditions of ToF (Time of Flight) AR Pro
Effective Date: 2025/05/19
This Terms & Conditions (“T&Cs” or “Agreement”) is a legal agreement between you and Sony Music Solutions Inc.("SONY"). This T&Cs governs your rights and obligations regarding the ToF(Time of Flight) AR Pro software, which is owned or controlled by SONY Semiconductor Solutions Corporation (“OWNER”) and/or its third party licensors (including OWNER's affiliates) and their respective affiliates (collectively, the "THIRD-PARTY SUPPLIERS"), together with any updates/upgrades provided by OWNER, any printed, on-line or other electronic documentation for such software, and any data files created by operation of such software (collectively, the "SOFTWARE"). Notwithstanding the foregoing, any software in the SOFTWARE having a separate end user license agreement (including, but not limited to, GNU General Public license and Lesser/Library General Public License) shall be covered by such applicable separate end user license agreement in lieu of the terms of this T&Cs to the extent required by such separate end user license agreement ("EXCLUDED SOFTWARE"). For the purpose of this T&Cs, you agree that SONY and OWNER may share with each other any and all your information regarding this T&Cs, including, but not limited to, Feedback (Section 1.4), SONY and OWNER may be free to use such information without limitation.
1. GRANT OF LICENSE
1.1 SONY grants you a limited, non-exclusive, non-transferable, non-sublicensable license to use and reproduce the SOFTWARE and incorporate the SOFTWARE into the Application defined below, solely for the purpose of evaluation of the SOFTWARE to develop application software that includes depth sensing technology (such application software you have developed shall hereinafter be referred to as the “Application” and such purpose shall hereinafter be referred to as the “Purpose”).
1.2 You may use contractors to assist you to effectuate the purposes set forth Section 1.1 above, provided that you will remain fully liable for its compliance with this Agreement and for its contractors’ compliance with this Agreement.
1.3 The SOFTWARE is licensed, not sold. The SOFTWARE is protected by copyright and other intellectual property laws and international treaties. All right and title in and to the SOFTWARE is owned by OWNER or one or more of the THIRD-PARTY SUPPLIERS, and OWNER and the THIRD-PARTY SUPPLIERS expressly reserve all rights, title and interest (including, but not limited to, all intellectual property rights) in and to the SOFTWARE that this T&Cs does not specifically grant to you.
1.4 SONY and OWNER may, from time to time, collect and/or request you to provide the information or data regarding your usage situation or status of the SOFTWARE (“Feedback”), and SONY and OWNER may be free to use the Feedback without limitation. You shall reasonably cooperate with SONY and OWNER and answer to such request.
1.5 At this time, SONY grants you a license under Section 1.1 for the Purpose free of charge. SONY reserves the right to charge fees for use of any portion of the SOFTWARE now or in the future at any time in its sole discretion.
2. REQUIREMENTS AND LIMITATIONS
2.1 Except as otherwise set forth in this T&Cs, you may not
- copy, publish, adapt, redistribute, attempt to derive source code, modify, reverse engineer, decompile, or disassemble any of the SOFTWARE, whether in whole or in part, or create any derivative works from or of the SOFTWARE unless such derivative works are intentionally facilitated by the SOFTWARE.
- modify or tamper with any digital rights management functionality of the SOFTWARE.
- bypass, modify, defeat or circumvent any of the functions or protections of the SOFTWARE or any mechanisms operatively linked to the SOFTWARE.
- remove, alter, cover or deface any trademarks or notices on the SOFTWARE
- share, distribute, rent, lease, loan, timeshare, sublicense, assign, transfer or sell the SOFTWARE including Application into which SOFTWARE is incorporated.
- use the SOFTWARE including Application into which SOFTWARE is incorporated in connection with violation of laws, regulations, court decisions or other legally binding dispositions by a public authority or public policy, or infringement of the rights or legally protected interests (including, but not limited to, intellectual and other property rights, rights to trade secrets, honors, privacy and publicity) of OWNER, each of the THIRD-PARTY SUPPLIERS or any third parties.
- use or allow using the SOFTWARE including Application into which SOFTWARE is incorporated for any end use for military, police, public safety commission or intelligence agency.
3. USER ELIGIBILITY
3.1 The SOFTWARE is exclusively for business entities and educational institutions. By accepting this Agreement, you represent and warrant that you are a business entity or an educational institution.
3.2 You represent and warrants that the individual who accepts this Agreement on behalf of you (i) is duly authorized to enter into this Agreement, (ii) has the authority to bind you to the terms and conditions set forth in this Agreement, and (iii) has read, understood, and agreed to be bound by all of the terms and conditions of this Agreement.
4. EXCLUDED SOFTWARE AND OPEN SOURCE COMPONENTS
Notwithstanding the foregoing limited license grant, you acknowledge that the SOFTWARE may include EXCLUDED SOFTWARE. Certain EXCLUDED SOFTWARE may be covered by open source software licenses ("Open Source Components"), which means any software licenses approved as open source licenses by the Open Source Initiative or any substantially similar licenses, including but not limited to any license that, as a condition of distribution of the software licensed under such license, requires that the distributor make the software available in source code format. If and to the extent disclosure is required, you must visit www.sony.net/Products/Linux or other SONY-designated web site for a list of applicable OPEN SOURCE COMPONENTS included in the SOFTWARE from time to time, and the applicable terms and conditions governing its use. Such terms and conditions may be changed by the applicable third party at any time without liability to you. To the extent required by the licenses covering EXCLUDED SOFTWARE, the terms of such licenses will apply in lieu of the terms of this T&Cs. To the extent the terms of the licenses applicable to EXCLUDED SOFTWARE prohibit any of the restrictions in this T&Cs with respect to such EXCLUDED SOFTWARE, such restrictions will not apply to such EXCLUDED SOFTWARE. To the extent the terms of the licenses applicable to Open Source Components require OWNER to make an offer to provide source code in connection with the SOFTWARE, such offer is hereby made.
5. EXPORT AND OTHER REGULATIONS
You agree to comply with all applicable export and re-export restrictions and regulations of the area or country in which you reside, and not to transfer, or authorize the transfer, of the SOFTWARE to a prohibited country or otherwise in violation of any such restrictions or regulations.
6. HIGH RISK ACTIVITIES
The SOFTWARE is not fault-tolerant and is not designed, manufactured or intended for use or resale as on-line control equipment in hazardous environments requiring fail-safe performance, such as in the operation of nuclear facilities, aircraft navigation or communication systems, air traffic control, direct life support machines, or weapons systems, in which the failure of the SOFTWARE could lead to death, personal injury, or severe physical or environmental damage ("HIGH RISK ACTIVITIES"). SONY, OWNER, each of the THIRD-PARTY SUPPLIERS, and each of their respective affiliates specifically disclaim any express or implied warranty, duty or condition of fitness for HIGH RISK ACTIVITIES.
7. EXCLUSION OF WARRANTY ON SOFTWARE
7.1 You acknowledge and agree that use of the SOFTWARE and any derivatives thereof including but not limited to hand gesture images which may be created by the SOFTWARE (for purposes of this Section, the SOFTWARE and such derivatives shall be collectively referred to as the “SOFTWARE”) is at your sole risk and that you are responsible for use of the SOFTWARE. The SOFTWARE is provided "AS IS," without warranty, duty or condition of any kind. SONY, OWNER AND EACH OF THE THIRD-PARTY SUPPLIERS (for purposes of this Section, SONY, OWNER and each of the THIRD-PARTY SUPPLIERS shall be collectively referred to as "SONY") EXPRESSLY DISCLAIM ALL WARRANTIES, DUTIES OR CONDITIONS, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, NONINFRINGEMENT AND FITNESS FOR A PARTICULAR PURPOSE. SONY DOES NOT WARRANT OR MAKE ANY CONDITIONS OR REPRESENTATIONS (A) THAT THE FUNCTIONS CONTAINED IN ANY OF THE SOFTWARE WILL MEET YOUR REQUIREMENTS OR THAT THEY WILL BE UPDATED, (B) THAT THE OPERATION OF ANY OF THE SOFTWARE WILL BE CORRECT OR ERROR-FREE OR THAT ANY DEFECTS WILL BE CORRECTED, (C) THAT THE SOFTWARE WILL NOT DAMAGE ANY OTHER SOFTWARE, HARDWARE OR DATA, (D) THAT ANY SOFTWARE, NETWORK SERVICES (INCLUDING THE INTERNET) OR PRODUCTS (OTHER THAN THE SOFTWARE) UPON WHICH THE SOFTWARE'S PERFORMANCE DEPENDS WILL CONTINUE TO BE AVAILABLE, UNINTERRUPTED OR UNMODIFIED, AND (E) REGARDING THE USE OR THE RESULTS OF THE USE OF THE SOFTWARE IN TERMS OF ITS CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY SONY OR AN AUTHORIZED REPRESENTATIVE OF SONY SHALL CREATE A WARRANTY, DUTY OR CONDITION OR IN ANY WAY INCREASE THE SCOPE OF THIS WARRANTY. SHOULD THE SOFTWARE PROVE DEFECTIVE YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES, SO THESE EXCLUSIONS MAY NOT APPLY TO YOU.
7.2 The software might be modified, interrupted or discontinued at the discretion of the suppliers (software suppliers, service suppliers, or OWNER ). OWNER, SONY and such suppliers do not warrant that the SOFTWARE, network services, contents or other products will continue to be available, or will operate without interruption or modification.
8. LIMITATION OF LIABILITY
SONY, OWNER AND EACH OF THE THIRD-PARTY SUPPLIERS (for purposes of this Section, SONY and each of the THIRD-PARTY SUPPLIERS shall be collectively referred to as "SONY") SHALL NOT BE LIABLE FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES FOR BREACH OF ANY EXPRESS OR IMPLIED WARRANTY, BREACH OF CONTRACT, NEGLIGENCE, STRICT LIABILITY OR UNDER ANY OTHER LEGAL THEORY RELATED TO THE SOFTWARE, INCLUDING, BUT NOT LIMITED TO, ANY DAMAGES ARISING OUT OF LOSS OF PROFITS, LOSS OF REVENUE, LOSS OF DATA, LOSS OF USE OF THE SOFTWARE OR ANY ASSOCIATED HARDWARE, DOWN TIME AND USER'S TIME, EVEN IF ANY OF THEM HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN ANY CASE, EACH AND ALL OF THEIR AGGREGATE LIABILITY UNDER ANY PROVISION OF THIS T&Cs SHALL BE LIMITED TO THE AMOUNT ACTUALLY PAID FOR THE PRODUCT. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE EXCLUSION OR LIMITATION MAY NOT APPLY TO YOU.
9. ENTIRE AGREEMENT, WAIVER, SEVERABILITY
This T&Cs as amended and modified from time to time, together constitute the entire agreement between you and SONY with respect to the SOFTWARE. The failure of SONY and/or OWNER to exercise or enforce any right or provision of this T&Cs shall not constitute a waiver of such right or provision. If any part of this T&Cs is held invalid, illegal, or unenforceable, that provision shall be enforced to the maximum extent permissible so as to maintain the intent of this T&Cs, and the other parts will remain in full force and effect.
10. GOVERNING LAW AND JURISDICTION
The United Nations Convention on Contracts for the International Sale of Goods shall not apply to this T&Cs. This T&Cs shall be governed by the laws of Japan, without regards to conflict of laws provisions. Any dispute arising out of this T&Cs shall be subject to the exclusive venue of the Tokyo District Court in Japan, and the parties hereby consent to the venue and jurisdiction of such courts.
11. EQUITABLE REMEDIES
Notwithstanding anything contained in this T&Cs to the contrary, you acknowledge and agree that any violation of or non-compliance with this T&Cs by you will cause irreparable harm to SONY and/or OWNER, for which monetary damages would be inadequate, and you consent to SONY and/or OWNER obtaining any injunctive or equitable relief that SONY and/or OWNER deems necessary or appropriate in such circumstances. SONY and/or OWNER may also take any legal and technical remedies to prevent violation of and/or to enforce this T&Cs, including, but not limited to, immediate termination of your use of the SOFTWARE, if SONY and/or OWNER believes in its sole discretion that you are violating or intend to violate this T&Cs. These remedies are in addition to any other remedies SONY and/or OWNER may have at law, in equity or under contract.
12. TERM AND TERMINATION
12.1 This T&Cs shall be available and effective when you start to use the SOFTWARE and shall remain in effect for a period of two (2) months from that date, after which it shall automatically expire. If you wish to continue using the SOFTWARE after the expiration, you must purchase a separate license from SONY and/or OWNER.
12.2 Without prejudice to any of its other rights, SONY may terminate this T&Cs if you fail to comply with any of its terms. In case of such termination, you must cease all use, and destroy any copies, of the SOFTWARE.
12.3 The provision of Section 2.1, 3 through 12, and 14 of this Agreement shall survive in perpetuity.
13. AMENDMENT
SONY RESERVES THE RIGHT TO AMEND ANY OF THE TERMS OF THIS T&Cs AT ITS SOLE DISCRETION BY POSTING NOTICE ON https:// tof-ar.com/ OR OTHER SONY DESIGNATED WEB SITE, OR BY EMAIL NOTIFICATION TO AN EMAIL ADDRESS PROVIDED BY YOU, BY PROVIDING NOTICE AS PART OF THE PROCESS IN WHICH YOU OBTAIN UPGRADES/UPDATES OR BY ANY OTHER LEGALLY RECOGNIZABLE FORM OF NOTICE. If you do not agree to the amendment, you should promptly contact SONY for instructions. Your continued use of the SOFTWARE after the effective date of any such notice shall be deemed your agreement to be bound by such amendment.
14. THIRD-PARTY BENEFICIARIES
Each THIRD-PARTY SUPPLIER is an express intended third-party beneficiary of, and shall have the right to enforce, each provision of this T&Cs with respect to the SOFTWARE of such party.
