89 lines
6.7 KiB
Text
89 lines
6.7 KiB
Text
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S110/S120 license agreement
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NORDIC SEMICONDUCTOR ASA SOFTDEVICE LICENSE AGREEMENT
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License Agreement for the Nordic Semiconductor ASA ("Nordic") S110 and S120 Bluetooth SoftDevice software packages ("SoftDevice").
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You ("You" "Licensee") must carefully and thoroughly read this License Agreement ("Agreement"), and accept to adhere to this Agreement before
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downloading, installing and/or using any software or content in the SoftDevice provided herewith.
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YOU ACCEPT THIS LICENSE AGREEMENT BY (A) CLICKING ACCEPT OR AGREE TO THIS LICENSE AGREEMENT, WHERE THIS
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OPTION IS MADE AVAILABLE TO YOU; OR (B) BY ACTUALLY USING THE SOFTDEVICE, IN THIS CASE YOU AGREE THAT THE USE OF
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THE SOFTDEVICE CONSTITUTES ACCEPTANCE OF THE LICENSING AGREEMENT FROM THAT POINT ONWARDS.
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IF YOU DO NOT AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT, THEN DO NOT DOWNLOAD, INSTALL/COMPLETE
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INSTALLATION OF, OR IN ANY OTHER WAY MAKE USE OF THE SOFTDEVICE.
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1. Grant of License
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Subject to the terms in this Agreement Nordic grants Licensee a limited, non-exclusive, non-transferable, non-sub licensable, revocable license
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("License"): (a) to use the SoftDevice solely in connection with a Nordic integrated circuit, and (b) to distribute the SoftDevice solely as integrated
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in Licensee Product. Licensee shall not use the SoftDevice for any purpose other than specifically authorized herein. It is a material breach of this
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agreement to use or modify the SoftDevice for use on any wireless connectivity integrated circuit other than a Nordic integrated circuit.
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2. Title
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Nordic retains full rights, title, and ownership to the SoftDevice and any and all patents, copyrights, trade secrets, trade names, trademarks, and
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other intellectual property rights in and to the SoftDevice.
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3. No Modifications or Reverse Engineering
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Licensee shall not, modify, reverse engineer, disassemble, decompile or otherwise attempt to discover the source code of any non-source code
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parts of the SoftDevice including, but not limited to pre-compiled hex files, binaries and object code.
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4. Distribution Restrictions
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Except as set forward in Section 1 above, the Licensee may not disclose or distribute any or all parts of the SoftDevice to any third party.
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Licensee agrees to provide reasonable security precautions to prevent unauthorized access to or use of the SoftDevice as proscribed herein.
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Licensee also agrees that use of and access to the SoftDevice will be strictly limited to the employees and subcontractors of the Licensee
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necessary for the performance of development, verification and production tasks under this Agreement. The Licensee is responsible for making
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such employees and subcontractors comply with the obligations concerning use and non-disclosure of the SoftDevice.
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5. No Other Rights
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Licensee shall use the SoftDevice only in compliance with this Agreement and shall refrain from using the SoftDevice in any way that may be
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contrary to this Agreement.
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6. Fees
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Nordic grants the License to the Licensee free of charge provided that the Licensee undertakes the obligations in the Agreement and warrants to
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comply with the Agreement.
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7. DISCLAIMER OF WARRANTY
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THE SOFTDEVICE IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND EXPRESS OR IMPLIED AND NEITHER NORDIC, ITS
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LICENSORS OR AFFILIATES NOR THE COPYRIGHT HOLDERS MAKE ANY REPRESENTATIONS OR WARRANTIES, EXPRESS OR
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IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR
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THAT THE SOFTDEVICE WILL NOT INFRINGE ANY THIRD PARTY PATENTS, COPYRIGHTS, TRADEMARKS OR OTHER RIGHTS. THERE
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IS NO WARRANTY BY NORDIC OR BY ANY OTHER PARTY THAT THE FUNCTIONS CONTAINED IN THE SOFTDEVICE WILL MEET THE
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REQUIREMENTS OF LICENSEE OR THAT THE OPERATION OF THE SOFTDEVICE WILL BE UNINTERRUPTED OR ERROR-FREE.
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LICENSEE ASSUMES ALL RESPONSIBILITY AND RISK FOR THE SELECTION OF THE SOFTDEVICE TO ACHIEVE LICENSEE<45>S
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INTENDED RESULTS AND FOR THE INSTALLATION, USE AND RESULTS OBTAINED FROM IT.
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8. No Support
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Nordic is not obligated to furnish or make available to Licensee any further information, software, technical information, know-how, show-how,
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bug-fixes or support. Nordic reserves the right to make changes to the SoftDevice without further notice.
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9. Limitation of Liability
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In no event shall Nordic, its employees or suppliers, licensors or affiliates be liable for any lost profits, revenue, sales, data or costs of
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procurement of substitute goods or services, property damage, personal injury, interruption of business, loss of business information or for any
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special, direct, indirect, incidental, economic, punitive, special or consequential damages, however caused and whether arising under contract,
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tort, negligence, or other theory of liability arising out of the use of or inability to use the SoftDevice, even if Nordic or its employees or suppliers,
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licensors or affiliates are advised of the possibility of such damages. Because some countries/states/jurisdictions do not allow the exclusion or
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limitation of liability, but may allow liability to be limited, in such cases, Nordic, its employees or licensors or affiliates<65> liability shall be limited to
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USD 50.
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10. Breach of Contract
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Upon a breach of contract by the Licensee, Nordic and its licensor are entitled to damages in respect of any direct loss which can be reasonably
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attributed to the breach by the Licensee. If the Licensee has acted with gross negligence or willful misconduct, the Licensee shall cover both
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direct and indirect costs for Nordic and its licensors.
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11. Indemnity
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Licensee undertakes to indemnify, hold harmless and defend Nordic and its directors, officers, affiliates, shareholders, licensors, employees and
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agents from and against any claims or lawsuits, including attorney's fees, that arise or result of the Licensee<65>s execution of the License and which
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is not due to causes for which Nordic is responsible.
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12. Governing Law
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This Agreement shall be construed according to the laws of Norway, and hereby submits to the exclusive jurisdiction of the Oslo tingrett.
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13. Assignment
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Licensee shall not assign this Agreement or any rights or obligations hereunder without the prior written consent of Nordic.
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14. Termination
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Without prejudice to any other rights, Nordic may cancel this Agreement if Licensee does not abide by the terms and conditions of this
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Agreement. Upon termination Licensee must promptly cease the use of the License and destroy all copies of the Licensed Technology and any
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other material provided by Nordic or its affiliate, or produced by the Licensee in connection with the Agreement or the Licensed Technology.
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15. Third party beneficiaries
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Nordic<EFBFBD>s licensors are intended third party beneficiaries under this Agreement.
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