This DSP/BIOS 5.41.00.06 Software
License Agreement (“Agreement”) is a legal agreement between you (either an
individual or entity) and Texas Instruments Incorporated (“TI”). The DSP/BIOS 5.41.00.06 Software consists of the
following materials: (a) the materials identified as TI proprietary software
programs in the software manifest for the DSP/BIOS 5.41.00.06 Software,
or any portion thereof, and any “on-line” or electronic documentation
associated with these programs, or any portion thereof (the “Licensed
Materials”), and (b) the materials identified as open source materials in the
software manifest for the DSP/BIOS 5.41.00.06 Software, or any portion
thereof (“Public Software”). For
clarification, your use of the Licensed Materials is subject to the licensing
terms contained in this Agreement and your use of the Public Software is
subject to the separate licensing terms included with the materials to which
they apply. This Agreement does not
limit your rights under, or grant you rights that supersede, the license terms
of any applicable Public Software license agreement. By installing, copying or otherwise using the
Licensed Materials you agree to abide by the terms of this Agreement. If you choose not to accept or agree with
these terms, do not download or install the Licensed Materials.
1.
License.
a. Source
Code License. TI hereby grants to you a limited, non-exclusive
license to reproduce, use, and create modified or derivative works of the
Licensed Materials provided to you in source code format (the “Source Code
Licensed Materials”) and to distribute an unlimited number of copies of such
Source Code Licensed Materials, or any derivatives thereof.
b. Object
Code License. TI hereby grants to
you a limited, non-exclusive license to
reproduce and use the Licensed Materials provided to you in object code format
(the “Object Code Licensed Materials”) and to distribute an unlimited number of
object or executable copies of such Object Code Licensed Materials, provided
that if the Object Code Licensed Materials are provided to you in object code
format only, such Object Code Licensed Materials, and any object or executable
copies thereof, are used solely and exclusively on devices manufactured by or
for TI. For clarification, if a
particular Licensed Material is provided in both source and object code
formats, the proviso in the previous sentence shall not apply to your use of
such Licensed Material.
2.
Termination. This license is effective until
terminated. Without prejudice to any
other rights, TI may terminate your right to use the Licensed Materials under
this Agreement if you fail to comply with the terms of this Agreement. In such event, you shall destroy all copies
of the Licensed Materials, including all portions and derivatives thereof.
3.
Intellectual Property
Rights. The Licensed Materials being provided to you
hereunder are being made publicly available by TI, even though they contain
copyrighted material of TI and its licensors, if applicable. In no event may you alter, remove or destroy
any copyright notice included in the Licensed Materials. To the extent that any of the Licensed
Materials are provided in binary or object code only, you may not unlock,
decompile, reverse engineer, disassemble or otherwise translate such binary or
object code to human-perceivable form. The source code of such reverse engineered
code may contain TI trade secret and other proprietary information. TI reserves
all rights not specifically granted under this Agreement
4. Warranties
and Limitations. THE LICENSED MATERIALS ARE PROVIDED “AS IS”. TI MAKES NO WARRANTY OR REPRESENTATION,
EXPRESS, IMPLIED OR STATUTORY, INCLUDING ANY IMPLIED WARRANTIES OF
MERCHANTIBILITY, FITNESS FOR A PARTICULAR PURPOSE, LACK OF VIRUSES, ACCURACY OR
COMPLETENESS OF RESPONSES, RESULTS AND LACK OF NEGLIGENCE. TI DISCLAIMS ANY WARRANTY OF TITLE, QUIET
ENJOYMENT, QUIET POSESSION, AND NON-INFRINGEMENT OF ANY THIRD PARTY
INTELLECTUAL PROPERTY RIGHTS WITH REGARD TO THE LICENSED MATERIALS OR USE OF
THOSE MATERIALS.
YOU ACKNOWLEDGE AND
AGREE THAT THE LICENSED MATERIALS MAY NOT BE INTENDED FOR PRODUCTION APPLICATIONS
AND MAY CONTAIN IRREGULARITIES AND DEFECTS NOT FOUND IN PRODUCTION
SOFTWARE. FURTHERMORE, YOU ACKNOWLEDGE
AND AGREE THAT THE LICENSED MATERIALS HAVE NOT BEEN TESTED OR CERTIFIED BY ANY
GOVERNMENT AGENCY OR INDUSTRY REGULATORY ORGANIZATION OR ANY OTHER THIRD PARTY
ORGANIZATION. YOU AGREE THAT PRIOR TO
USING, INCORPORATING OR DISTRIBUTING THE LICENSED MATERIALS IN OR WITH ANY
COMMERCIAL PRODUCT THAT YOU WILL THOROUGHLY TEST THE PRODUCT AND THE
FUNCTIONALITY OF THE LICENSED MATERIALS IN OR WITH THAT PRODUCT AND BE SOLELY
RESPONSIBLE FOR ANY PROBLEMS OR FAILURES.
IN NO EVENT SHALL TI, OR
ANY APPLICABLE LICENSOR, BE LIABLE FOR ANY SPECIAL, INDIRECT, INCIDENTAL,
PUNITIVE OR CONSEQUENTIAL DAMAGES, HOWEVER CAUSED ON ANY THEORY
OF LIABILITY,
ARISING IN ANY WAY OUT OF THIS AGREEMENT, OR YOUR USE OF THE LICENSED
MATERIALS, WHETHER OR NOT TI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH
DAMAGES. EXCLUDED DAMAGES INCLUDE, BUT
ARE NOT LIMITED TO, COST OF REMOVAL OR REINSTALLATION, OUTSIDE COMPUTER TIME,
LABOR COSTS, LOSS OR CORRUPTION OF DATA, LOSS OF GOODWILL, LOSS OF PROFITS,
LOSS OF SAVINGS, OR LOSS OF USE OR INTERRUPTION OF BUSINESS OR ANY OTHER
ECONOMIC LOSS. IN NO EVENT WILL TI’S
AGGREGATE LIABILITY UNDER THIS AGREEMENT OR ARISING OUT OF YOUR USE OF THE LICENSED
MATERIALS EXCEED FIVE HUNDRED
Because some
jurisdictions do not allow the exclusion or limitation of incidental or
consequential damages or limitation on how long an implied warranty lasts, the
above limitations or exclusions may not apply to you.
5.
Export Control. The software programs and any
“on-line” documentation as well as any updates or upgrades to such
software programs or documentation may be subject to the export or
import regulations of certain countries. You agree to comply with all such
regulations and acknowledge that you have the responsibility to obtain any
licenses or other authorizations that may be required to export, re-export or
import the Licensed Materials.
6.
Governing Law,
Jurisdiction and Severability. This
Agreement will be governed by and interpreted in accordance with the laws of
the State of
7.
PRC
Provisions. If you are located in
the People’s Republic of
a. Registration
Requirements. You shall be solely
responsible for performing all acts and obtaining all approvals that may
be required in connection with this Agreement by the government of
the PRC, including but not limited to registering pursuant to, and
otherwise complying with, the PRC Measures on the Administration of Software
Products, Management Regulations on Technology Import-Export, and Technology
Import and Export Contract Registration Management Rules. Upon receipt of such approvals from the
government authorities, you shall forward evidence of all such approvals to TI
for its records. In the event that you
fail to obtain any such approval or registration, you shall be solely
responsible for any and all losses, damages or costs resulting therefrom, and
shall indemnify TI for all such losses, damages or costs.
b. Governing Language. This Agreement is written and executed in the
English language. If a translation of
this Agreement is required for any purpose, including but not limited to
registration of the Agreement pursuant to any governmental laws, regulations or
rules, you shall be solely responsible for creating such translation. Any translation of this Agreement into a
language other than English is intended solely in order to comply
with such laws or for reference purposes, and the English language version
shall be authoritative and controlling.
8. Entire Agreement. This is the entire
Agreement between you and TI and supersedes any prior agreement between the
parties related to the subject matter of this Agreement. No amendment or
modification of this Agreement will be effective unless in writing and signed
by a duly authorized representative of TI.
You hereby warrant and represent that you have obtained all
authorizations and other applicable consents required empowering you to enter
into this Agreement.