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1 | ### CYPRESS WIRELESS CONNECTIVITY DEVICES | |
2 | ### DRIVER END USER LICENSE AGREEMENT (SOURCE AND BINARY DISTRIBUTION) | |
3 | ||
4 | PLEASE READ THIS END USER LICENSE AGREEMENT ("Agreement") CAREFULLY BEFORE | |
5 | DOWNLOADING, INSTALLING, OR USING THIS SOFTWARE, ANY ACCOMPANYING | |
6 | DOCUMENTATION, OR ANY UPDATES PROVIDED BY CYPRESS ("Software"). BY | |
7 | DOWNLOADING, INSTALLING, OR USING THE SOFTWARE, YOU ARE AGREEING TO BE BOUND | |
8 | BY THIS AGREEMENT. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS | |
9 | AGREEMENT, PROMPTLY RETURN AND DO NOT USE THE SOFTWARE. IF YOU HAVE | |
10 | PURCHASED THE SOFTWARE, YOUR RIGHT TO RETURN THE SOFTWARE EXPIRES 30 DAYS | |
11 | AFTER YOUR PURCHASE AND APPLIES ONLY TO THE ORIGINAL PURCHASER. | |
12 | ||
13 | Software Provided in Binary Code Form. This paragraph applies to any Software | |
14 | provided in binary code form. Subject to the terms and conditions of this | |
15 | Agreement, Cypress Semiconductor Corporation ("Cypress") grants you a | |
16 | non-exclusive, non-transferable license under its copyright rights in the | |
17 | Software to reproduce and distribute the Software in object code form only, | |
18 | solely for use in connection with Cypress integrated circuit products | |
19 | ("Purpose"). | |
20 | ||
21 | Software Provided in Source Code Form. This paragraph applies to any Software | |
22 | provided in source code form ("Cypress Source Code"). Subject to the terms and | |
23 | conditions of this Agreement, Cypress grants you a non-exclusive, | |
24 | non-transferable license under its copyright rights in the Cypress Source Code | |
25 | to reproduce, modify, compile, and distribute the Cypress Source Code (whether | |
26 | in source code form or as compiled into binary code form) solely for the | |
27 | Purpose. Cypress retains ownership of the Cypress Source Code and any compiled | |
28 | version thereof. Subject to Cypress' ownership of the underlying Cypress | |
29 | Source Code, you retain ownership of any modifications you make to the | |
30 | Cypress Source Code. You agree not to remove any Cypress copyright or other | |
31 | notices from the Cypress Source Code and any modifications thereof. Any | |
32 | reproduction, modification, translation, compilation, or representation of | |
33 | the Cypress Source Code except as permitted in this paragraph is prohibited | |
34 | without the express written permission of Cypress. | |
35 | ||
36 | Free and Open Source Software. Portions of the Software may be licensed under | |
37 | free and/or open source licenses such as the GNU General Public License | |
38 | ("FOSS"). FOSS is subject to the applicable license agreement and not this | |
39 | Agreement. If you are entitled to receive the source code from Cypress for any | |
40 | FOSS included with the Software, either the source code will be included with | |
41 | the Software or you may obtain the source code at no charge from | |
42 | <http://www.cypress.com/go/opensource>. The applicable license terms will | |
43 | accompany each source code package. To review the license terms applicable to | |
44 | any FOSS for which Cypress is not required to provide you with source code, | |
45 | please see the Software's installation directory on your computer. | |
46 | ||
47 | Proprietary Rights. The Software, including all intellectual property rights | |
48 | therein, is and will remain the sole and exclusive property of Cypress or its | |
49 | suppliers. Except as otherwise expressly provided in this Agreement, you may | |
50 | not: (i) modify, adapt, or create derivative works based upon the Software; | |
51 | (ii) copy the Software; (iii) except and only to the extent explicitly | |
52 | permitted by applicable law despite this limitation, decompile, translate, | |
53 | reverse engineer, disassemble or otherwise reduce the Software to | |
54 | human-readable form; or (iv) use the Software other than for the Purpose. | |
55 | ||
56 | No Support. Cypress may, but is not required to, provide technical support for | |
57 | the Software. | |
58 | ||
59 | Term and Termination. This Agreement is effective until terminated, and either | |
60 | party may terminate this Agreement at any time with or without cause. Your | |
61 | license rights under this Agreement will terminate immediately without notice | |
62 | from Cypress if you fail to comply with any provision of this Agreement. Upon | |
63 | termination, you must destroy all copies of Software in your possession or | |
64 | control. Termination of this Agreement will not affect any licenses validly | |
65 | granted as of the termination date to any end users of the Software. The | |
66 | following paragraphs shall survive any termination of this Agreement: "Free and | |
67 | Open Source Software," "Proprietary Rights," "Compliance With Law," | |
68 | "Disclaimer," "Limitation of Liability," and "General." | |
69 | ||
70 | Compliance With Law. Each party agrees to comply with all applicable laws, | |
71 | rules and regulations in connection with its activities under this Agreement. | |
72 | Without limiting the foregoing, the Software may be subject to export control | |
73 | laws and regulations of the United States and other countries. You agree to | |
74 | comply strictly with all such laws and regulations and acknowledge that you | |
75 | have the responsibility to obtain licenses to export, re-export, or import | |
76 | the Software. | |
77 | ||
78 | Disclaimer. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CYPRESS MAKES | |
79 | NO WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, WITH REGARD TO THE SOFTWARE, | |
80 | INCLUDING, BUT NOT LIMITED TO, INFRINGEMENT AND THE IMPLIED WARRANTIES OF | |
81 | MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. Cypress reserves the | |
82 | right to make changes to the Software without notice. Cypress does not assume | |
83 | any liability arising out of the application or use of Software or any | |
84 | product or circuit described in the Software. Cypress does not authorize its | |
85 | products for use as critical components in life-support systems where a | |
86 | malfunction or failure may reasonably be expected to result in significant | |
87 | injury to the user. The inclusion of Cypress' product in a life-support | |
88 | system or application implies that the manufacturer of such system or | |
89 | application assumes all risk of such use and in doing so indemnifies Cypress | |
90 | against all charges. | |
91 | ||
92 | Limitation of Liability. IN NO EVENT WILL CYPRESS OR ITS SUPPLIERS, | |
93 | RESELLERS, OR DISTRIBUTORS BE LIABLE FOR ANY LOST REVENUE, PROFIT, OR DATA, | |
94 | OR FOR SPECIAL, INDIRECT, CONSEQUENTIAL, INCIDENTAL, OR PUNITIVE DAMAGES | |
95 | HOWEVER CAUSED AND REGARDLESS OF THE THEORY OF LIABILITY, ARISING OUT OF THE | |
96 | USE OF OR INABILITY TO USE THE SOFTWARE EVEN IF CYPRESS OR ITS SUPPLIERS, | |
97 | RESELLERS, OR DISTRIBUTORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH | |
98 | DAMAGES. IN NO EVENT SHALL CYPRESS' OR ITS SUPPLIERS' RESELLERS', OR | |
99 | DISTRIBUTORS' TOTAL LIABILITY TO YOU, WHETHER IN CONTRACT, TORT (INCLUDING | |
100 | NEGLIGENCE), OR OTHERWISE, EXCEED THE PRICE PAID BY YOU FOR THE SOFTWARE. | |
101 | THE FOREGOING LIMITATIONS SHALL APPLY EVEN IF THE ABOVE-STATED WARRANTY FAILS | |
102 | OF ITS ESSENTIAL PURPOSE. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW | |
103 | LIMITATION OR EXCLUSION OF CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE | |
104 | LIMITATION MAY NOT APPLY TO YOU. | |
105 | ||
106 | Restricted Rights. The Software under this Agreement is commercial computer | |
107 | software as that term is described in 48 C.F.R. 252.227-7014(a)(1). If | |
108 | acquired by or on behalf of a civilian agency, the U.S. Government acquires | |
109 | this commercial computer software and/or commercial computer software | |
110 | documentation subject to the terms of this Agreement as specified in 48 | |
111 | C.F.R. 12.212 (Computer Software) and 12.211 (Technical Data) of the Federal | |
112 | Acquisition Regulations ("FAR") and its successors. If acquired by or on | |
113 | behalf of any agency within the Department of Defense ("DOD"), the U.S. | |
114 | Government acquires this commercial computer software and/or commercial | |
115 | computer software documentation subject to the terms of this Agreement as | |
116 | specified in 48 C.F.R. 227.7202-3 of the DOD FAR Supplement ("DFAR") and its | |
117 | successors. | |
118 | ||
119 | General. This Agreement will bind and inure to the benefit of each party's | |
120 | successors and assigns, provided that you may not assign or transfer this | |
121 | Agreement, in whole or in part, without Cypress' written consent. This | |
122 | Agreement shall be governed by and construed in accordance with the laws of | |
123 | the State of California, United States of America, as if performed wholly | |
124 | within the state and without giving effect to the principles of conflict of | |
125 | law. The parties consent to personal and exclusive jurisdiction of and venue | |
126 | in, the state and federal courts within Santa Clara County, California; | |
127 | provided however, that nothing in this Agreement will limit Cypress' right to | |
128 | bring legal action in any venue in order to protect or enforce its | |
129 | intellectual property rights. No failure of either party to exercise or | |
130 | enforce any of its rights under this Agreement will act as a waiver of such | |
131 | rights. If any portion hereof is found to be void or unenforceable, the | |
132 | remaining provisions of this Agreement shall remain in full force and | |
133 | effect. This Agreement is the complete and exclusive agreement between the | |
134 | parties with respect to the subject matter hereof, superseding and replacing | |
135 | any and all prior agreements, communications, and understandings (both | |
136 | written and oral) regarding such subject matter. Any notice to Cypress will | |
137 | be deemed effective when actually received and must be sent to Cypress | |
138 | Semiconductor Corporation, ATTN: Chief Legal Officer, 198 Champion Court, San | |
139 | Jose, CA 95134 USA. |