LYTRO POWER TOOLS (BETA) LICENSE AGREEMENT

PLEASE READ THE FOLLOWING TERMS AND CONDITIONS CAREFULLY BEFORE DOWNLOADING,

INSTALLING, OR USING THE LYTRO POWER TOOLS, BETA (THE “SOFTWARE”). THE TERMS

AND CONDITIONS OF THIS AGREEMENT GOVERN USE OF THE SOFTWARE AND ALL AUTHORIZED

COPIES OF IT, UNLESS YOU AND LYTRO, INC. (“LYTRO”) HAVE EXECUTED A SEPARATE

AGREEMENT GOVERNING USE OF THE SOFTWARE THAT EXCLUDES THE APPLICATION OF THIS

AGREEMENT.

THE DOCUMENTATION FOR THE LYTRO POWER TOOLS (BETA) DESCRIBES SPECIFIC WAYS TO

OBTAIN AND USE ROOT LEVEL ACCESS TO YOUR LYTRO CAMERA’S ANDROID OPERATING

SYSTEM. ANY OTHER ACCESS AND OPERATIONS NOT DESCRIBED IN SUCH DOCUMENTATION

ARE CONSIDERED BY LYTRO TO BE UNAUTHORIZED MODIFICATIONS TO THE LYTRO CAMERA.

UNAUTHORIZED MODIFICATIONS CAN PERMANENTLY DAMAGE AND/OR RENDER THE LYTRO

CAMERA INOPERABLE AND ARE NOT COVERED UNDER YOUR CAMERA’S WARRANTY.

Lytro is willing to license the Software to you only upon the condition that

you accept all the terms contained in this agreement. By (1) clicking an

“Accept,” “Agree” or similar button or link, or (2) downloading, installing,

or using the Software, you indicate that you understand this agreement and

accept all of its terms. If you are accepting the terms of this agreement on

behalf of a company or other legal entity, you represent and warrant that you

have the authority to bind that company or other legal entity to the terms of

this agreement, and, in such event, “you” and “your” will refer to that

company or other legal entity.

1. License Grant. Lytro reserves all rights in the Software not expressly

granted to you in this agreement. Conditioned upon your compliance with the

terms and conditions of this agreement, Lytro grants you a non-exclusive

license to (1) load and install the executable form of the Software; and (2)

run the executable form of the Software only with a Lytro camera and with

pictures taken with a Lytro camera, and only to utilize the functionality of

the Software as designed by Lytro.

2. Restrictions.

(a) Except as expressly specified in this agreement, expressly permitted

by Lytro in writing, or mandated by applicable law, you may not: (1)

exceed your rights expressly granted in this agreement; (2) copy or modify

the Software, including but not limited to, adding new features or

otherwise making adaptations that alter or expand the functioning of the

Software; or (3) Subject to Section 1, make the functionality of the

Software available to multiple users through any means, including but not

limited to, time-sharing, uploading the Software to a network or

file-sharing service or through any hosting, application services

provider, service bureau, software-as-a-service (SaaS) or any other type

of services.

(b) You acknowledge and agree that the Software, including but not limited

to features such as the source code; the internal operation of the

Software; and the specific design, structure, and algorithms of individual

modules or programs, constitutes or contains trade secrets of Lytro and

its licensors. Lytro and its licensors could suffer significant damages if

you derive and disseminate any such features of the Software.

Accordingly, you agree not to disassemble, decompile, reverse engineer,

use tools to observe the internal operation of the Software, or otherwise

attempt to derive any such features of the Software, in whole or in part,

or permit or authorize a third party to do so, except to the extent such

activities are expressly permitted by law notwithstanding this prohibition.

(c) The Software allows you to copy, use, and utilize the light field

capability of pictures, which are generally subject to copyright

protection. You agree to use the Software only with pictures which you

have the right to copy, use, and edit with the Software and in compliance

with applicable law.

(d) If you use the Software in conjunction with any other software or

software tools (“Additional Software”), you agree that (1) you will use

only Additional Software that is owned or properly licensed to you, and

(2) you will indemnify and hold Lytro, its affiliates, and their

respective officers, directors, employees, agents, licensors and service

providers harmless from any claim or demand, including reasonable

attorneys' fees, made by any third party due to or arising out of your

unauthorized use of Additional Software.

(e) THE SOFTWARE’S DOCUMENTATION PROVIDED BY LYTRO DESCRIBES SPECIFIC WAYS

TO OBTAIN AND USE ROOT LEVEL ACCESS TO YOUR LYTRO CAMERA’S ANDROID

OPERATING SYSTEM. ANY OTHER ACCESS AND OPERATIONS NOT DESCRIBED IN THE

SOFTWARE’S DOCUMENTATION ARE CONSIDERED BY LYTRO TO BE UNAUTHORIZED

MODIFICATIONS TO THE LYTRO CAMERA. UNAUTHORIZED MODIFICATIONS CAN

PERMANENTLY DAMAGE AND/OR RENDER THE LYTRO CAMERA INOPERABLE AND ARE NOT

COVERED UNDER YOUR CAMERA’S WARRANTY.

3. Feedback. You are not required to provide any feedback to Lytro about the

Software. Any suggestions, feedback or other disclosures made by you about the

Software are voluntary. Lytro and its affiliates shall be free to use your

suggestions, feedback or other information in the further development of Lytro

products, without obligation of any kind to you.

4. Ownership. The Software and any authorized copies are the intellectual

property of Lytro and its licensors. The Software and all of its copies are

licensed, not sold. The Software is protected by applicable law, including

United States and foreign copyright laws and international treaties. You will

not delete or in any manner alter the copyright, trademark, and other

proprietary rights notices or markings appearing on or in the Software as

delivered to you.

5. Term and Termination. The license granted under this agreement remains in

effect for a period of 75 years, unless earlier terminated in accordance with

this agreement. You may terminate the license at any time by destroying all

copies of the Software in your possession or control. The license granted

under this agreement is expressly conditioned on your compliance with this

agreement and will automatically terminate, with or without notice from Lytro,

if you breach any term of this agreement. Upon termination, you must cease

all use of the Software and promptly delete and destroy all copies, full or

partial, of the Software.

6. Updates and Upgrades; No Obligation. Lytro is not obligated to maintain or

support the Software, or provide you with updates, upgrades, new versions or

new releases of the Software (collectively, “Updates”) or services related

thereto. If Lytro provides you with any Updates, unless otherwise agreed

between you and Lytro, the terms and conditions of this agreement will apply

to all such Updates.

7. Compliance with Laws. You agree to comply with all applicable laws, rules,

and regulations when using the Software.

8. No Warranty. EXCEPT FOR CONSUMER PURCHASERS DOMICILED IN THE PROVINCE OF

QUEBEC, CANADA, AND TO THE FULLEST EXTENT PERMITTED BY LAW, THE SOFTWARE IS

PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND. TO THE FULLEST EXTENT

PERMITTED BY LAW, LYTRO AND ITS LICENSORS DISCLAIM ALL TERMS, WARRANTIES,

CONDITIONS, GUARANTEES, REPRESENTATIONS OR UNDERTAKINGS, EXPRESS OR IMPLIED,

INCLUDING BUT NOT LIMITED TO ANY IMPLIED TERMS, WARRANTIES, CONDITIONS,

GUARANTEES, REPRESENTATIONS OR UNDERTAKINGS, OF MERCHANTABILITY, ACCEPTABLE

QUALITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT, AND ANY TERMS,

WARRANTIES, CONDITIONS, GUARANTEES, REPRESENTATIONS OR UNDERTAKINGS, ARISING

OUT OF OR IN THE COURSE OF DEALING OR USAGE OF TRADE. EXCEPT FOR CONSUMER

PURCHASERS DOMICILED IN THE PROVINCE OF QUEBEC, CANADA, NO ADVICE OR

INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM LYTRO OR ELSEWHERE WILL

CREATE ANY TERM, WARRANTY, CONDITION, GUARANTEE, REPRESENTATION OR UNDERTAKING

NOT EXPRESSLY STATED IN THIS AGREEMENT.

9. Limitation of Liability. TO THE FULLEST EXTENT PERMITTED BY LAW. LYTRO’S

AND ITS LICENSORS' TOTAL LIABILITY TO YOU FROM ALL CAUSES OF ACTION AND UNDER

ALL THEORIES OF LIABILITY (INCLUDING UNDER ANY INDEMNITY, WARRANTY, GUARANTEE

OR OTHERWISE) WILL BE LIMITED TO THE AMOUNTS EXPRESSLY PAID TO LYTRO BY YOU

FOR THE SOFTWARE. TO THE FULLEST EXTENT PERMITTED BY LAW, LYTRO OR ITS

LICENSORS WILL NOT BE LIABLE TO YOU FOR ANY SPECIAL, INCIDENTAL, EXEMPLARY,

PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND (OR FOR ANY LOSS OF DATA,

BUSINESS, PROFITS, ABILITY TO EXECUTE OR ANY OTHER PECUNIARY LOSS) OR FOR THE

COST OF PROCURING SUBSTITUTE PRODUCTS ARISING OUT OF OR IN CONNECTION WITH

THIS AGREEMENT OR THE EXECUTION OR PERFORMANCE OF THE SOFTWARE, WHETHER SUCH

LIABILITY ARISES FROM ANY CLAIM BASED UPON CONTRACT, WARRANTY, UNDER AN

INDEMNITY OR GUARANTEE, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR

OTHERWISE, AND WHETHER OR NOT LYTRO HAS BEEN ADVISED OF THE POSSIBILITY OF

SUCH LOSS OR DAMAGE. THE FOREGOING LIMITATIONS WILL SURVIVE AND APPLY EVEN IF

ANY LIMITED REMEDY SPECIFIED IN THIS AGREEMENT IS FOUND TO HAVE FAILED OF ITS

ESSENTIAL PURPOSE. Some jurisdictions do not allow the limitation or

exclusion of liability for incidental or consequential damages, so the above

limitation or exclusion may not apply to you.

10. U.S. Government End Users. The Software has been developed entirely at

private expense and is provided as “Commercial Computer Software” or

“restricted computer software.” Use, duplication or disclosure of the

Software by the U.S. Government or a U.S. Government subcontractor is subject

to the restrictions set forth in subparagraph (c) (1) (ii) of the Rights in

Technical Data and Computer Software clauses in DFARS 252.227-7013 or as set

forth in subparagraph (c) (1) and (2) of the Commercial Computer Software -

Restricted Rights clauses at FAR 52.227-19, as applicable. The use of the

Software and any related documentation is further restricted in accordance

with the terms of this agreement.

11. Export Law. You agree to comply fully with all applicable import, export

and encryption laws, including U.S. import and export laws and regulations to

ensure that neither the Software nor any technical data related thereto nor

any direct product thereof are exported or re-exported directly or indirectly

in violation of, or used for any purposes prohibited by, such laws and

regulations.

12. Transfer. You cannot rent, lease, sublicense, assign or transfer your

rights in the Software, or authorize any portion of the Software to be copied

onto another user’s camera, computer or other device.

13. General. This agreement will be governed by and construed in accordance

with the laws of the State of California, United States, without regard to or

application of conflict of laws rules or principles. The United Nations

Convention on Contracts for the International Sale of Goods will not apply.

You may not assign or transfer this agreement or any rights granted hereunder,

by operation of law or otherwise, without Lytro’s prior written consent. Any

attempt by you to do so, without such consent, will be void. Except as

expressly set forth in this agreement, the exercise by either party of any of

its remedies under this agreement will be without prejudice to its other

remedies under this agreement or otherwise. All notices or approvals required

or permitted under this agreement will be in writing and delivered by email

transmission, overnight delivery service, or certified mail, and in each

instance will be deemed given upon receipt. All notices or approvals will be

sent by Lytro to you to the physical or electronic address you provide to us.

All notices will be sent by you to Lytro to legal@lytro.com. For notices sent

by email the date of receipt will be deemed the date on which such notice is

transmitted. The failure by either party to enforce any provision of this

agreement will not constitute a waiver of future enforcement of that or any

other provision. Any waiver, modification, or amendment of any provision of

this agreement will be effective only if in writing and signed by authorized

representatives of both parties. If a court of competent jurisdiction holds

any provision of this agreement to be unenforceable or invalid, that provision

will be enforced to the maximum extent possible, and the other provisions will

remain in full force and effect. This agreement is the complete and exclusive

understanding and agreement between the parties regarding its subject matter,

and supersedes all proposals, understandings, or communications between the

parties, oral or written, regarding its subject matter, unless you and Lytro

have executed a separate agreement.

14. Third Party Code. The Software includes certain independent code that is

developed by third parties (“Third Party Code”). The Third Party Code is owned

by the respective third parties, and Lytro does not claim authorship or

ownership of any Third Party Code. Unless expressly disclaimed by the

author(s), copyrights to the Third Party Code are held by the respective

author(s). Except as expressly specified otherwise in the documentation

accompanying the Software, the Third Party Code is licensed to you in

accordance with the terms of this agreement.

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