Loom Developer Terms

1. Loom Platform

1.1 Access. Subject to these Developer Terms, Developer may use the Loom Platform to build applications and integrations that interoperate with the Loom Platform (“Developer App(s)”).

1.2 Developer Policies. Loom may post developer guidelines, policies, restrictions, or requirements (“Developer Policies”) in the Loom developer portal. Developer Policies are incorporated into these Developer Terms by reference and Developer must comply with all Developer Policies in using the Loom Platform. Developer agrees that Loom may, but is not obligated to, monitor Developer’s use of the Loom Platform and Developer Apps to ensure quality, improve the Loom Platform, and verify compliance with these Developer Terms. Developer agrees not to interfere with this monitoring.

1.3 Prohibited Use. Developer will not use the Loom Platform to mislead users or collect user data without consent or in connection with any products, services, or materials that constitute, promote, or are used for: (a) libelous, defamatory, hateful, obscene, pornographic, harmful, abusive, or otherwise illegal or offensive content; (b) content or technology that infringes upon the rights of any third party, including any intellectual property right; (c) spyware, adware, hacking, surveillance, interception, or other malicious programs or code; (d) unsolicited mass distribution of email; or (e) any other illegal or, in Loom’s opinion, harmful purpose. Developer will notify Loom of any unauthorized access to or use of the Loom Platform or Developer’s account.

1.4 Restrictions. Developer will not: (a) modify, translate, or create derivative works based on the Loom Platform; (b) rent, lease, distribute, pledge, assign, or otherwise transfer rights to the Loom Platform; (c) interfere with or disrupt the Loom Platform, Loom products or services, or any Loom security measures; (d) remove any proprietary notices or labels; or (e) violate or encourage the violation of Loom's Terms of Service.

1.5 Beta Releases. New SDKs or parts of the Loom Platform may be released for early testing and feedback. These products or features will be labeled “beta,” “alpha,” “early access,” or other similar words or phrases and may not be as secure or reliable as other Loom products or services. These products or features are made available “as-is” and may be discontinued or changed at any time.

2. User Data

2.1 Privacy. Developer will collect, use, store, transmit, and process user data, content, information, and materials, including personal data, provided to or accessed by Developer in connection with the Loom Platform (“User Data”) only: (a) as authorized by end users; (b) in accordance with all applicable laws, including applicable privacy laws; and (c) in accordance with a legally valid privacy policy that is made available to users and that clearly and accurately describes to what data Developer collects and how Developer uses and shares that information. Developer will inform users that Developer is responsible for the privacy, security, and integrity of User Data collected or accessed by Developer.

2.2 Data Requests. Developer is responsible for responding to all requests regarding User Data, and, where required by law, keeping User Data up to date, including providing users with an easily accessible and clearly marked way to modify and delete their personal data.

2.3 Third-Party Content. Loom may, but is not obligated to, review content submitted to and accessed from the Loom Platform and Loom may remove or refuse to display certain content that violates these Terms or Loom policies. Loom is not responsible for and does not make any representations or warranties about any third-party content. To the extent Developer submits or allows any content to be submitted to Loom via the Loom Platform, Developer grants Loom a perpetual, worldwide, royalty-free, sublicensable, non-exclusive license to process, use, store, modify, copy, display, communicate, and publish such content in order to allow the Loom Service to interoperate with the Developer App and to provide, improve, and protect the Loom service. Developer represents and warrants that it has the necessary rights (including the rights from users) to grant Loom this license.

3. Security

3.1 Security Measures. Developer will maintain reasonable and appropriate organizational, administrative, physical, and technical security measures to protect User Data and the Loom Platform from any actual or suspected unauthorized access, use, disclosure, or loss (“Security Incident”), in accordance with industry standards, including:

1. Transmitting User Data using a secure communication channel that supports TLS1.2 or above. Plain HTTP connections are disallowed.
2. Promptly reporting to Loom at security@loom.com any known or suspected Security Incident and providing reasonable assistance to Loom on remediation efforts. Developer will not issue any public statements or responses to third party inquiries about a Security Incident, unless required by law, without Loom’s prior written consent. Developer will work in good faith with Loom to coordinate a statement or response.

3.2 Developer Credentials. Developer credentials (such as passwords, keys, access tokens, and client secrets) are intended to be used only by the Developer and the Developer App. Developer will protect and prevent loss, theft, damage, or unauthorized access to or disclosure of Developer credentials. Developer will not permit and will discourage other apps or third parties from using Developer’s credentials. Developer credentials may not be embedded in open-source projects.

3.3 Security Review. Loom may conduct a security review of the Developer App before it goes into production, or at any time. Loom may restrict any Developer App from going into production or accessing any content or data on or through the Loom Platform if it determines that the Developer App is not secure, presents a risk of harm to Loom or its users, or violates these Developer Terms.

3.4 Limitations. Loom may set and enforce limitations on Developer’s use of the Loom Platform, such as limiting the number of API calls accepted by services on the Loom Platform. Developer will not attempt to circumvent these limitations.

4. Intellectual Property

4.1 Ownership. The Loom Platform and all intellectual property rights therein are and will remain the sole and exclusive property of Loom. The Developer App and all intellectual property rights therein are and will remain the sole and exclusive property of Developer. Except as expressly provided herein, no right, title or interest to any patents or other intellectual property rights is granted by these Developer Terms.

4.2 SDK License. Subject to these Developer Terms, Loom grants Developer a limited non-exclusive, non-transferable (except as stated in Section 13), non-sublicensable, revocable license to copy and use the SDKs to build and provide Developer Apps to for lawful business, professional, or work purposes only.

4.3 Loom Trademarks. Loom grants Developer a limited non-exclusive, non-transferable (except as stated in Section 13), non-sublicensable, revocable license to use Loom’s name, logo, and other trademarks (“Loom Trademarks”) solely as provided by Loom and to promote the Developer App, provided that Developer may not imply that Loom created, supports, or endorses the Developer App in any way. This license is subject to these Developer Terms and any branding guidelines provided by Loom. All goodwill derived from Developer’s use of the Loom Trademarks will inure to the sole benefit of Loom.

4.4 Developer Trademarks. Developer grants Loom a limited non-exclusive, non-transferable (except as stated in Section 13), sublicensable, revocable license to use Developer’s name, logo, and other trademarks (“Developer Trademarks”) as well as incidental depictions, screenshots, video, or other content from the Developer App solely to reference Developer’s App and use of the Loom Platform, provided that Loom may not imply that Developer created, supports, or endorses any Loom products or services in any way. This license is subject to these Developer Terms and any branding guidelines provided by Developer. All goodwill derived from Loom’s use of the Developer Trademarks will inure to the sole benefit of Developer.

4.5 Attribution. Developer agrees to display any attributions as may be required by Loom in accordance with its Developer Policies.

4.6 Feedback. If Developer provides feedback or suggestions on the Loom Platform, Loom may freely use that feedback without any obligation to Developer.

4.7 Open Source. Some software included in the Loom Platform may be offered under an open source license and will be governed by the terms of those licenses.

5. Confidentiality

5.1 Use and Disclosure. Loom and Developer may disclose what is reasonably considered confidential information to each other (“Confidential Information”). The Loom Platform and any other technical documentation or materials provided by Loom to Developer are Confidential Information. The recipient will take at least reasonable measures to protect Confidential Information. The recipient will not use or disclose Confidential Information except to exercise its rights and perform its obligations under these Developer Terms. The recipient may disclose Confidential Information to employees, agents, or contractors that have a need to know and that are bound by confidentiality obligations at least as restrictive as those of these Developer Terms. The recipient may disclose Confidential Information to the extent required by law, provided the recipient gives the discloser reasonable advance written notice unless prohibited by law. The parties agree that breach of this Section would cause the discloser irreparable harm and may entitle the discloser to injunctive relief.

5.2 Exceptions. Confidentiality obligations do not apply to the extent Confidential Information: (a) was known to the recipient without restriction before receipt from the discloser; (b) is publicly available through no fault of the recipient; (c) is rightfully received by the recipient from a third party without a duty of confidentiality; or (d) is independently developed by the recipient without access to Confidential Information.

6. Termination

Developer may terminate these Developer Terms at any time by ceasing use of the Loom Platform. Loom may terminate these Developer Terms for material breach, if Developer’s use of the Loom Platform may cause harm or liability for Loom or its users, or at Loom’s convenience upon prior notice to Developer. Both parties will delete the other party’s Confidential Information on termination. All sections intended by their nature to survive termination will survive, including Sections 1.4, 2, 4.1, 4.4, 4.6 and 5-13.

7. Export Controls

By using the Loom Platform, Developer represents and warrants that Developer is not (a) located in, under the control of, or a national or resident of any country embargoed by the U.S. government, and (b) listed on any U.S. government sanctioned party list. In using the Loom Platform, Developer will comply with U.S. export control laws and regulations and is responsible for obtaining and maintaining any required export licenses with respect to any technology that it exports.

8. Warranties

8.1 Developer Warranties. Developer represents and warrants that: (a) all information Developer provides to Loom is true, accurate, and complete; (b) Developer has not previously had a Loom account that Loom terminated; (c) Developer has the full right, power, and authority to make, distribute, operate, support, and promote the Developer App, use the Loom Platform, and to enter into these Developer Terms; and (d) the Developer App will not violate the intellectual property rights or other rights of others, or violate any laws.

8.2 Disclaimer. THE LOOM PLATFORM AND ACCOMPANYING MATERIALS, INFORMATION, AND SERVICES ARE PROVIDED TO DEVELOPER ARE PROVIDED “AS IS” WITHOUT EXPRESS OR IMPLIED WARRANTY OR CONDITION OF ANY KIND. TO THE EXTENT PERMITTED BY LAW, LOOM EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

9. Indemnity

Developer will defend and indemnify Loom against all liabilities, damages, losses, costs, fees (including legal fees), and expenses relating to any allegation or third-party legal proceeding to the extent arising from Developer’s (a) use of User Data; (b) alleged misuse of the Loom Platform; (c) Developer’s breach of these Developer Terms; or (d) violation of applicable law. Loom may, at its own expense, participate in the defense and settlement of any claim or action with counsel of Loom’s own choosing. Developer will not settle any claims without Loom’s prior written consent if the settlement assigns any liability or fault to Loom or limits Loom’s rights, provided Loom will not unreasonably withhold its consent.

10. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL LOOM BE LIABLE FOR: (A) ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL (INCLUDING LOSS OF USE, DATA, BUSINESS, OR PROFITS) DAMAGES, REGARDLESS OF LEGAL THEORY EVEN IF LOOM KNEW OR SHOULD HAVE KNOW OF THE POSSIBILITY OF SUCH DAMAGES; OR (B) ANY AMOUNTS IN EXCESS OF THE GREATER OF $50 OR ANY AMOUNTS PAID BY DEVELOPER TO LOOM FOR ACCESS TO THE LOOM PLATFORM DURING THE SIX MONTHS PRIOR TO THE EVENT GIVING RISE TO LIABILITY. THIS SECTION WILL NOT APPLY TO THE EXTENT PROHIBITED BY APPLICABLE LAW.

11. Modifications

Loom may update these Developer Terms from time to time. If Loom makes a material update, Loom will provide Developer with reasonable prior notice to the email address on file for Developer. All other updates will become effective upon posting. Developer’s continued use of the Loom Platform will constitute acceptance of the updated terms. If Developer does not agree to the updated terms, Developer must discontinue use of the Loom Platform.

12. U.S. Government Restricted Rights

The Loom Platform was developed solely at private expense and is commercial computer software and related documentation within the meaning of the applicable U.S. Federal Acquisition Regulation and agency supplements thereto. To the extent permitted in these Developer Terms, any use, modification, reproduction, release, performance, display or disclosure of the Loom Platform by the U.S. Government will be governed solely by these Developer Terms.

13. Miscellaneous

These Developer Terms are the parties’ entire agreement on this topic, superseding any prior or contemporaneous agreements. Amendments to these Developer Terms must be in writing. Failure to enforce any provisions of these Developer Terms will not constitute a waiver. If a provision is found unenforceable, it will be modified to reflect the parties’ intention and only to the extent necessary to make it enforceable; the remaining provisions of these Developer Terms will remain in full effect. These Developer Terms are not assignable or transferable by either party without the prior written consent of the other party, except to an affiliate or acquirer of all or substantially all of the assigning party’s assets or business. These Developer Terms are governed by the laws of the State of California, excluding its body of law controlling conflicts of law. Disputes arising out of these Developer Terms will be submitted to the federal and state courts in San Francisco, California, and each party submits to personal and exclusive jurisdiction there.