ANALOG DEVICES SOFTWARE LICENSE AGREEMENT
Read the following terms and conditions carefully before installing or using the accompanying
software. They define your rights and obligations with respect to the below-referenced Analog
Devices software and documentation (Software) being installed by you. If you do not agree to the
terms of this agreement, then you may not continue with the installation of the Software.
USING THE SOFTWARE INDICATES YOUR AGREEMENT WITH AND ACCEPTANCE OF THE
FOLLOWING TERMS AND CONDITIONS. AN INDIVIDUAL WHO DOES NOT HAVE
AUTHORITY TO BIND THE ENTITY USING THE SOFTWARE SHOULD NOT USE THE
SOFTWARE WITHOUT OBTAINING APPROVAL OF THIS AGREEMENT FROM A PERSON
HAVING SUCH AUTHORITY.
1. SOFTWARE LICENSE GRANT Subject to the terms and conditions of this agreement,
you are granted a non-exclusive, nontransferable, limited license to (i) use and modify the
Software supplied in source code form or as software libraries to create Derivative
Software and to (ii) use, reproduce, have reproduced, sublicense and distribute
Derivative Software solely for use with Analog Devices products.
2. YOUR RESTRICTIONS, OBLIGATIONS AND DUTIES
A. The restrictions of this agreement apply equally to each and every copy of the
Software that you make or use.
B. You hereby warrant and represent that your server or network has adequate
security to prevent unauthorized access to the Software or its output.
C. All copyright notices and legends shall be reproduced on any copies you make of
the Software.
D. The Software is confidential and proprietary information of Analog Devices. You
may not disclose or transfer the Software to any other party for any reason. Upon
discontinuing use of the Software or termination of this license, you agree to
destroy all copies, including partial copies, of the Software.
E. You may not disassemble, decompile, reverse engineer or alter the Software
except as specifically allowed in Section 1 above.
F. The Software is NOT sold to you; all rights not expressly granted herein,
including ownership of the Software and all intellectual property rights therein,
are reserved by Analog Devices.
G. Derivative Software must be marked so as to identify it unambiguously as your
code and not unmodified Analog Devices code.
3. TERMINATION Analog Devices may terminate this license upon your failure to comply
with any of the terms and conditions of this agreement.
4. OWNERSHIP
A. Title to the Software and all copies and portions thereof shall remain in the
copyright holder, and you are obtaining only the limited license set forth in this
agreement.
B. Title to Derivative Software shall be held by you except for the portion owned by
Analog Devices pursuant to Section 4.A.
5. WARRANTY DISCLAIMER AND LIMITATIONS OF LIABILITY AND REMEDY
A. YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE
SOFTWARE IS AT YOUR SOLE RISK. THE SOFTWARE ITSELF IS
PROVIDED TO YOU ON AN "AS IS" BASIS. ANALOG DEVICES DOES NOT
PROVIDE ANY WARRANTY OR MAKE ANY REPRESENTATION, EITHER
EXPRESS OR IMPLIED, THAT THE SOFTWARE MEETS YOUR NEEDS OR
EXPECTATIONS, THAT IT WILL FUNCTION AS ANTICIPATED, OR THAT ITS
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USE WILL NOT INFRINGE ON THE INTELLECTUAL PROPERTY RIGHTS OF
ANY THIRD PARTY, ALTHOUGH, TO THE BEST OF ITS KNOWLEDGE
ANALOG DEVICES IS NOT AWARE OF ANY SUCH THIRD PARTY
INTELLECTUAL PROPERTY RIGHTS. YOU ASSUME THE FULL
RESPONSIBILITY FOR THE SELECTION, USE AND PERFORMANCE OF THE
SOFTWARE. ANALOG DEVICES MAKES NO OTHER WARRANTY, EITHER
EXPRESS OR IMPLIED, INCLUDING THE IMPLIED WARRANTIES OF
MERCHANTABILITY, NONINFRINGEMENT AND FITNESS FOR A
PARTICULAR PURPOSE, AND SUCH WARRANTIES ARE EXPRESSLY
DISCLAIMED.
B. IN NO EVENT WILL ANALOG DEVICES BE LIABLE FOR ANY INCIDENTAL,
SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES RESULTING FROM
YOUR USE OF THE SOFTWARE, INCLUDING BUT NOT LIMITED TO,
COMPENSATORY DAMAGES, LOST PROFITS OR LOST DATA. ANALOG
DEVICES’ TOTAL LIABILITY FROM ANY AND ALL CAUSES SHALL BE
LIMITED TO ONE HUNDRED US DOLLARS ($100.00). THE ABOVE
LIMITATIONS OF LIABILITY SHALL APPLY EVEN IF ANY REMEDY SHALL
FAIL OF ITS ESSENTIAL PURPOSE.
6. INDEMNIFICATION
A. You agree to indemnify, defend, and hold harmless Analog Devices, its
subsidiaries, officers, employees and agents from any claims, including
attorneys’ fees, related to your use or distribution of the Software and the
Derivative Software.
7. GENERAL
A. This agreement is the complete and exclusive statement of the agreement
between you and Analog Devices and supersedes all prior oral and written
communications, agreements, representations, statements and undertakings with
respect to the Software. No modification, termination, extension, renewal or
waiver of, or addition to the terms and conditions of this agreement shall be
binding upon Analog Devices unless specifically set forth in writing, and signed
by an authorized official of Analog Devices.
B. You agree that you will not directly or indirectly export the software to another
country, and that you will comply with all applicable United States federal laws
and regulations relating to exports.
C. You may neither assign any right or license granted under this agreement nor
delegate any obligation under this agreement.
D. In any contract with the United States government or in any contract that is a
subcontract of any tier under a United States government contract: Analog
Devices accepts only those clauses of the United States Federal Acquisition
Regulations (FAR) that the regulations themselves mandate be flowed-down to a
party in Analog Devices' position, given all relevant limitations, including Analog
Devices' status as a customer or a subcontractor and the size and type of
contract; and Analog Devices retains proprietary rights in all technical data and
computer software provided under such contract. Neither the United States
government nor any higher-tier contractor under a United States government
contract receives any rights in technical data and computer software beyond the
rights provided to all commercial customers under these terms and conditions,
except that Analog Devices grants to the United States government the minimum
additional rights required under the narrowest applicable provisions of the FAR or
DFARS. Except as specifically agreed in writing, Analog Devices does not
accept any audit requirements.
E. This agreement shall be governed by the substantive laws of the Commonwealth
of Massachusetts, notwithstanding its choice of law provisions, and you consent
to the jurisdiction of the courts of the Commonwealth of Massachusetts for
ANALOG DEVICES SOFTWARE LICENSE AGREEMENT
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resolution of any dispute involving this agreement. The parties agree that the
United Nations Convention on Agreements for the International Sale of Goods is
hereby excluded in its entirety from this agreement. You acknowledge that you
have read this agreement, that you understand it, and that you agree to be bound
by its terms and conditions.
ANALOG DEVICES SOFTWARE LICENSE AGREEMENT
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