Solos Technology Limited (“Solos”) is the owner of smart glasses software development kits (SDK), documentation, application programming interfaces (“API”), and other proprietary works listed in Exhibit A (collectively, the “Licensed Technology”). Developer desires to evaluate, implement, and commercially use the Licensed Technology through access to the SDK. Solos agrees to supply, and Developer agrees to use, the SDK under the following terms and conditions of this developer agreement (“Developer Agreement” or “Agreement”).
-
SDK Package and Cost
The cost of the SDK is USD 1,999.00 and includes two pairs of smart glasses—one AirGo V and one AirGo 3—as well as Zendesk technical support during business hours for up to one (1) year. Hardware shipping timelines depend on stock availability and lens requirements but typically take 7–10 business days when in stock and no special lenses are needed. All SDK purchases are non-refundable. Any unused support services will expire at the end of the initial support period.
-
Discount Exclusion
The 10% welcome discount code may not be applied toward SDK package purchases.
-
Confidentiality
The Parties (Solos and Developer) may enter into a separate non-disclosure agreement (“NDA”) as referenced in Exhibit C. All deliverables, test code, and documentation using the Licensed Technology are confidential and governed under the NDA.
-
Developer Responsibilities
Developer (i) is interested in implementing the Licensed Technology into its Development Project as defined in Exhibit B, (ii) has described such project to Solos, and (iii) has technical capabilities to undertake the integration. Developer may use contract employees provided such contractors are bound by confidentiality obligations equal to those in the NDA. Developer assumes responsibility for any breach by contractors.
-
Warranty Disclaimer
Developer acknowledges that the SDK may be incomplete, experimental, or contain bugs. NO WARRANTIES ARE PROVIDED UNDER THIS AGREEMENT.
- License Grant
Subject to the terms herein, Solos grants Developer a non-exclusive, non-transferable license to use and reproduce the SDK for developing applications, solutions, and products that operate solely with Solos Smartglasses. Developer may use the SDK for both development/evaluation and commercial purposes, provided that all resulting applications or products are designed to work only with Solos Smartglasses. No other rights—whether by implication or otherwise—are granted.
Developer may not:
(a) use the SDK with any device or product other than Solos Smartglasses;
(b) alter, reverse engineer, or attempt to extract source code;
(c) distribute the SDK itself to third parties;
(d) use the SDK for data collection without Solos’ consent;
(e) publish test results without Solos’ written approval.
-
Support and Updates
The SDK license is perpetual for the version provided, subject to compliance with this Agreement. The initial purchase includes one (1) year of technical support and software updates. After this period, Developer may:
- Continue using the delivered SDK version and any applications developed with it, but without further updates or support; or
- Extend the Services Contract to receive email support and access to continuous SDK updates, including future Solos Smartglasses versions. The annual extension fee is fifty percent (50%) of the then-current SDK licensing cost (USD 1,999.00 as of the Effective Date).
-
Public Showcase and Attribution
Any public showcase, demonstration, or commercial release of applications, solutions, or products developed using the SDK must clearly state that it is powered by Solos SDK and designed for use with Solos Smartglasses. For any co-marketing showcase or joint promotional activity, prior written approval from Solos is required.
- Indemnity
Developer agrees to indemnify and hold Solos harmless from any claims arising out of unauthorized use of the Licensed Technology.
-
Term and Termination
Either party may terminate this Agreement at any time. Upon termination, all SDK materials must be deleted and access revoked. Confidentiality obligations survive termination. The perpetual license for the SDK version already provided will remain valid, subject to Section 6.
-
Relationship of Parties
This Agreement does not establish partnership, exclusivity, or joint venture, and is solely for SDK development and integration.
-
Governing Law
This Agreement is governed by the laws of Hong Kong SAR, with exclusive jurisdiction in Hong Kong courts.