LA_OPT_BASE_LICENSE v31 June 2019

 

 

IMPORTANT. Read the following NXP Software License Agreement

("Agreement") completely. By selecting the "I Accept" button at the

end of this page, you indicate that you accept the terms of the

Agreement and you acknowledge that you have the authority, for

yourself or on behalf of your company, to bind your company to these

terms. You may then download or install the file.

 

 

NXP SOFTWARE LICENSE AGREEMENT

 

 

This is a legal agreement between you, as an authorized representative

of your employer, or if you have no employer, as an individual

(together "you"), and NXP B.V. ("NXP"). It concerns your rights to use

the software identified in the Software Content Register and provided

to you in binary or source code form and any accompanying written

materials (the "Licensed Software"). The Licensed Software may include

any updates or error corrections or documentation relating to the

Licensed Software provided to you by NXP under this License. In

consideration for NXP allowing you to access the Licensed Software,

you are agreeing to be bound by the terms of this Agreement. If you do

not agree to all of the terms of this Agreement, do not download or

install the Licensed Software. If you change your mind later, stop

using the Licensed Software and delete all copies of the Licensed

Software in your possession or control. Any copies of the Licensed

Software that you have already distributed, where permitted, and do

not destroy will continue to be governed by this Agreement. Your prior

use will also continue to be governed by this Agreement.

 

1. DEFINITIONS

 

1.1. For NXP, the term "Affiliate" means (i) any Person Controlled

by NXP Semiconductors N.V. or (ii) any Person Controlled by any

transferee of all or substantially all of the assets of NXP

Semiconductors N.V., where "Controlled" means the direct or indirect

beneficial ownership of more than fifty percent (50%) of the voting

stock, or decision-making authority in the event that there is no

voting stock, in another entity; provided, any such Person described

in clause (i) or (ii) shall be deemed to be an "Affiliate" only for so

long as such Person is Controlled by NXP Semiconductors N.V. or

such transferee. For the purposes of this definition, "Person" is

defined to mean "an individual, corporation, partnership, limited

liability company, association, unincorporated association, trust or

other entity or organization, including a government or political

subdivision or an agency or instrumentality thereof."

 

1.2. "Essential Patent" means a patent to the limited extent that

infringement of such patent cannot be avoided in remaining compliant

with the technology standards implicated by the usage of any of the

Licensed Software, including optional implementation of the standards,

on technical but not commercial grounds, taking into account normal

technical practice and the state of the art generally available at the

time of standardization.

 

1.3. "Intellectual Property Rights" means any and all rights under

statute, common law or equity in and under copyrights, trade

secrets, and patents (including utility models), and analogous rights

throughout the world, including any applications for and the right to

apply for, any of the foregoing.

 

1.4. "Software Content Register" means the documentation accompanying

the Licensed Software which identifies the contents of the Licensed

Software, including but not limited to identification of any Third

Party Software.

 

1.5. "Third Party Software" means, any software included in the

Licensed Software that is not NXP Proprietary software, and is not

open source software, and to which different license terms may apply.

 

2. LICENSE GRANT.

 

2.1. Separate license grants to Third Party Software, or other terms

applicable to the Licensed Software if different from those granted in

this Section 2, are contained in Appendix A. The Licensed Software is

accompanied by a Software Content Register which will identify that

portion of the Licensed Software, if any, that is subject to the

different terms in Appendix A.

 

2.2. Exclusively in connection with your development and distribution

of product containing a programmable processing unit (e.g. a

microprocessor, microcontroller, sensor or digital signal processor)

("NXP Product") supplied directly or indirectly from NXP ("Authorized

System"), and exclusively for use with or integrated within an NXP

Product, NXP grants you a world-wide, personal, non-transferable,

non-exclusive, non-sublicensable, license, under NXP's Intellectual

Property Rights:

 

(a) to use and reproduce the Licensed Software only as part of, or

integrated within, Authorized Systems and not on a standalone basis;

 

(b) to directly or indirectly manufacture, demonstrate, copy,

distribute, market and sell the Licensed Software in object code

(machine readable) only as part of, or embedded within, Authorized

Systems in object code form and not on a standalone basis.

Notwithstanding the foregoing, those files marked as .h files ("Header

files") may be distributed in source or object code form, but only as

part of, or embedded within Authorized Systems.

 

(c) to copy, use and distribute as needed, solely in connection with

an Authorized System, proprietary NXP information associated with the

Licensed Software for the purpose of developing, maintaining and

supporting Authorized Systems with which the Licensed Software is

integrated or associated.

 

2.3. For Licensed Software provided to you in source code form

(human readable), exclusively for use with or integrated within an

NXP Product, NXP further grants to you a worldwide, personal,

non-transferable, non-exclusive, non-sublicensable, license, under

NXP's Intellectual Property Rights:

 

(a) to prepare derivative works of the Licensed Software, only as part

of, or integrated within, Authorized Systems and not on a standalone

basis;

 

(b) to use, demonstrate, copy, distribute, market and sell the

derivative works of the Licensed Software in object code (machine

readable) only as part of, or integrated within, Authorized Systems

and not on a standalone basis. Notwithstanding the foregoing, those

files marked as .h files ("Header files") may be distributed in source

or object code form, but only as part of, or embedded within

Authorized Systems.

 

2.4. You may use subcontractors on your premises to exercise your

rights under Section 2.2 and 2.3 so long as you have an agreement in

place with the subcontractor containing confidentiality restrictions

no less stringent than those contained in this Agreement. You will

remain liable for your subcontractors' adherence to the terms of

this Agreement and for any and all acts and omissions of such

subcontractors with respect to this Agreement and the Licensed

Software.

 

3. LICENSE LIMITATIONS AND RESTRICTIONS.

 

3.1. The licenses granted above in Section 2.3 only extend to NXP

intellectual property rights that would be infringed by the Licensed

Software prior to your preparation of any derivative work.

 

3.2. The Licensed Software is licensed to you, not sold. Title to

Licensed Software delivered hereunder remains vested in NXP or NXP's

licensor and cannot be assigned or transferred. You are expressly

forbidden from selling or otherwise distributing the Licensed

Software, or any portion thereof, except as expressly permitted

herein. This Agreement does not grant to you any implied rights under

any NXP or third party intellectual property.

 

3.3. You may not translate, reverse engineer, decompile, or

disassemble the Licensed Software except to the extent applicable law

specifically prohibits such restriction. You must prohibit your

sublicensees from translating, reverse engineering, decompiling, or

disassembling the Licensed Software except to the extent applicable

law specifically prohibits such restriction.

 

3.4. You must reproduce any and all of NXP's (or its third party

licensor's) copyright notices and other proprietary legends on copies

of Licensed Software.

 

3.5. If you distribute the Licensed Software to the United States

Government, then the Licensed Software is "restricted computer

software" and is subject to FAR 52.227-19.

 

3.6. You grant to NXP a non-exclusive, non-transferable, irrevocable,

perpetual, worldwide, royalty-free, sub-licensable license under your

Intellectual Property Rights to use without restriction and for any

purpose any suggestion, comment or other feedback related to the

Licensed Software (including, but not limited to, error corrections

and bug fixes).

 

3.7. You will not take or fail to take any action that could subject

the Licensed Software to an Excluded License. An Excluded License

means any license that requires, as a condition of use, modification

or distribution of software subject to the Excluded License, that such

software or other software combined and/or distributed with the

software be (i) disclosed or distributed in source code form; (ii)

licensed for the purpose of making derivative works; or (iii)

redistributable at no charge.

 

3.8. You may not publish or distribute information, results or data

associated with the use of the Licensed Software to anyone other than

NXP; however, you must advise NXP of any results obtained including

any problems or suggested improvements thereof. NXP retains the right

to use such results and related information in any manner it deems

appropriate.

 

4. OPEN SOURCE. Open source software included in the Licensed Software

is not licensed under the terms of this Agreement but is instead

licensed under the terms of the applicable open source license(s),

such as the BSD License, Apache License or the GNU Lesser General

Public License. Your use of the open source software is subject to the

terms of each applicable license. You must agree to the terms of each

applicable license, or you cannot use the open source software.

 

5. INTELLECTUAL PROPERTY RIGHTS. Subject to NXP's ownership interest

in the underlying Licensed Software, all intellectual property rights

associated with, and title to, your Authorized System will be retained

by or will vest in you. Your modifications to the Licensed Software,

and all intellectual property rights associated with, and title

thereto, will be the property of NXP. Upon request, you must provide

NXP the source code of any derivative of the Licensed Software. You

agree to assign all, and hereby do assign all rights, title, and

interest to any such modifications to the Licensed Software to NXP and

agree to provide all assistance reasonably requested by NXP to

establish, preserve or enforce such right. Further, you agree to waive

all moral rights relating to your modifications to the Licensed

Software, including, without limitation, all rights of identification

of authorship and all rights of approval, restriction, or limitation

on use or subsequent modification. Notwithstanding the foregoing, you

will have the license rights granted in Section 2 hereto to any such

modifications made by you or your licensees.

 

6. PATENT COVENANT NOT TO SUE. As partial, material consideration for

the rights granted to you under this Agreement, you covenant not to

sue or otherwise assert your patents against NXP, a NXP Affiliate

or subsidiary, or a NXP licensee of the Licensed Software for

infringement of your Intellectual Property Rights by the manufacture,

use, sale, offer for sale, importation or other disposition or

promotion of the Licensed Software and/or any redistributed portions

of the Licensed Software.

 

7. ESSENTIAL PATENTS. You are solely responsible for obtaining

licenses for any relevant Essential Patents for your use in connection

with technology that you incorporate into your product (whether as

part of the Licensed Software or not).

 

8. TERM AND TERMINATION. This Agreement will remain in effect unless

terminated as provided in this Section 8.

 

8.1. You may terminate this Agreement immediately upon written notice

to NXP at the address provided below.

 

8.2. Either party may terminate this Agreement if the other party is

in default of any of the terms and conditions of this Agreement, and

termination is effective if the defaulting party fails to correct

such default within 30 days after written notice thereof by the

non-defaulting party to the defaulting party at the address below.

 

8.3. Notwithstanding the foregoing, NXP may terminate this Agreement

immediately upon written notice if you: breach any of your

confidentiality obligations or the license restrictions under this

Agreement; become bankrupt, insolvent, or file a petition for

bankruptcy or insolvency, make an assignment for the benefit of its

creditors; enter proceedings for winding up or dissolution ;are

dissolved; or are nationalized or become subject to the expropriation

of all or substantially all of its business or assets.

 

8.4. Upon termination of this Agreement, all licenses granted under

Section 2 will expire, except that any licenses extended to end-users

pursuant to Sections 2.2(b), 2.2(c), and 2.3(b), which have been

granted prior to such termination will survive.

 

8.5. After termination of this Agreement by either party and upon

NXP's written request, you will, at your discretion, return to the NXP

any confidential information including all copies thereof or furnish

to NXP at the address below, a statement certifying, with respect to

the Licensed Software delivered hereunder that the original and all

copies, except for archival copies to be used solely for dispute

resolution purposes, in whole or in part, in any form, of the Licensed

Software have been destroyed.

 

8.6. Notwithstanding the termination of this Agreement for any reason,

the terms of Sections 1, 3, 5 through 25 will survive.

 

9. SUPPORT. NXP is not obligated to provide any support, upgrades or

new releases of the Licensed Software under this Agreement. If you

wish, you may contact NXP and report problems and provide suggestions

regarding the Licensed Software. NXP has no obligation to respond to

such a problem report or suggestion. NXP may make changes to the

Licensed Software at any time, without any obligation to notify or

provide updated versions of the Licensed Software to you.

 

10. NO WARRANTY. To the maximum extent permitted by law, NXP

expressly disclaims any warranty for the Licensed Software. The

Licensed Software is provided "AS IS", without warranty of any kind,

either express or implied, including without limitation the implied

warranties of merchantability, fitness for a particular purpose, or

non-infringement. You assume the entire risk arising out of the use or

performance of the licensed software, or any systems you design using

the licensed software (if any).

 

11. INDEMNITY. You agree to fully defend and indemnify NXP from all

claims, liabilities, and costs (including reasonable attorney's fees)

related to (1) your use (including your contractor's or distributee's

use, if permitted) of the Licensed Software or (2) your violation of

the terms and conditions of this Agreement.

 

12. LIMITATION OF LIABILITY. EXCLUDING LIABILITY FOR A BREACH OF

SECTION 2 (LICENSE GRANTS), SECTION 3 (LICENSE LIMITATIONS AND

RESTRICTIONS), SECTION 17 (CONFIDENTIAL INFORMATION), OR CLAIMS UNDER

SECTION 11(INDEMNITY), IN NO EVENT WILL EITHER PARTY BE LIABLE,

WHETHER IN CONTRACT, TORT, OR OTHERWISE, FOR ANY INCIDENTAL, SPECIAL,

INDIRECT, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING, BUT NOT

LIMITED TO, DAMAGES FOR ANY LOSS OF USE, LOSS OF TIME, INCONVENIENCE,

COMMERCIAL LOSS, OR LOST PROFITS, SAVINGS, OR REVENUES, TO THE FULL

EXTENT SUCH MAY BE DISCLAIMED BY LAW. NXP'S TOTAL LIABILITY FOR ALL

COSTS, DAMAGES, CLAIMS, OR LOSSES WHATSOEVER ARISING OUT OF OR IN

CONNECTION WITH THIS AGREEMENT OR PRODUCT(S) SUPPLIED UNDER THIS

AGREEMENT IS LIMITED TO THE AGGREGATE AMOUNT PAID BY YOU TO NXP IN

CONNECTION WITH THE LICENSED SOFTWARE TO WHICH LOSSES OR DAMAGES ARE

CLAIMED.

 

13. EXPORT COMPLIANCE. Each party shall comply with all applicable

export and import control laws and regulations including but not

limited to the US Export Administration Regulations (including

prohibited party lists issued by other federal governments), Catch-all

regulations and all national and international embargoes. Each party

further agrees that it will not knowingly transfer, divert, export or

re-export, directly or indirectly, any product, software, including

software source code, or technology restricted by such regulations or

by other applicable national regulations, received from the other

party under this Agreement, or any direct product of such software or

technical data to any person, firm, entity, country or destination to

which such transfer, diversion, export or re-export is restricted or

prohibited, without obtaining prior written authorization from the

applicable competent government authorities to the extent required by

those laws.

 

14. GOVERNMENT CONTRACT COMPLIANCE.

 

14.1. If you sell Authorized Systems directly to any government or

public entity, including U.S., state, local, foreign or international

governments or public entities, or indirectly via a prime contractor

or subcontractor of such governments or entities, NXP makes no

representations, certifications, or warranties whatsoever about

compliance with government or public entity acquisition statutes or

regulations, including, without limitation, statutes or regulations

that may relate to pricing, quality, origin or content.

 

14.2. The Licensed Software has been developed at private expense and

is a "Commercial Item" as defined in 48 C.F.R. Section 2.101,

consisting of "Commercial Computer Software", and/or "Commercial

Computer Software Documentation," as such terms are used in 48 C.F.R.

Section 12.212 (or 48 C.F.R. Section 227.7202, as applicable) and may

only be licensed to or shared with U.S. Government end users in object

code form as part of, or embedded within, Authorized Systems. Any

agreement pursuant to which you share the Licensed Software will

include a provision that reiterates the limitations of this document

and requires all sub-agreements to similarly contain such limitations.

 

15. SAFETY CRITICAL APPLICATIONS

 

15.1. In some cases, NXP may promote certain Licensed Software for use

in safety-related applications. NXP's goal is to educate licensees

so that they can design their own end-product solutions to meet

applicable functional safety standards and requirements. You make the

ultimate design decisions regarding your products and are solely

responsible for compliance with all legal, regulatory, safety, and

security related requirements concerning your products, regardless of

any information or support that may be provided by NXP. Accordingly,

you will indemnify and hold NXP harmless from any claims, liabilities,

damages and associated costs and expenses (including attorneys' fees)

that NXP may incur related to your incorporation of any product in a

safety-critical application or system.

 

15.2. Only Licensed Software that NXP has specifically designated as

"Automotive Qualified" is intended for use in automotive, military,

or aerospace applications or environments. If you use Licensed

Software that has not been designated as "Automotive Qualified" in an

automotive, military, or aerospace application or environment, you do

so at your own risk.

 

15.3. Licensed Software is not intended or authorized for any use in

anti-personnel landmines.

 

16. CHOICE OF LAW; VENUE. This Agreement will be governed by,

construed, and enforced in accordance with the laws of The

Netherlands, without regard to conflicts of laws principles, will

apply to all matters relating to this Agreement or the Licensed

Software, and you agree that any litigation will be subject to the

exclusive jurisdiction of the courts of Amsterdam, The Netherlands.

The United Nations Convention on Contracts for the International Sale

of Goods will not apply to this document.

 

17. CONFIDENTIAL INFORMATION. Subject to the license grants and

restrictions contained herein, you must treat the Licensed Software as

confidential information and you agree to retain the Licensed Software

in confidence perpetually, with respect to Licensed Software in source

code form (human readable), or for a period of five (5) years from the

date of termination of this Agreement, with respect to all other parts

of the Licensed Software. During this period, you may not disclose any

part of the Licensed Software to anyone other than employees, or

sub-contractors in accordance with Section 2.4 who have a need to know

of the Licensed Software and who have executed written agreements

obligating them to protect such Licensed Software to at least the same

degree of care as in this Agreement. You agree to use the same degree

of care, but no less than a reasonable degree of care, with the

Licensed Software as you do with your own confidential information.

You may disclose Licensed Software to the extent required by a court

or under operation of law or order provided that you notify NXP

of such requirement prior to disclosure, which you only disclose

information required, and that you allow NXP the opportunity to object

to such court or other legal body requiring such disclosure.

 

18. TRADEMARKS. You are not authorized to use any NXP trademarks,

brand names, or logos.

 

19. ENTIRE AGREEMENT. This Agreement constitutes the entire agreement

between you and NXP regarding the subject matter of this Agreement,

and supersedes all prior communications, negotiations, understandings,

agreements or representations, either written or oral, if any. This

Agreement may only be amended in written form, signed by you and NXP.

 

20. SEVERABILITY. If any provision of this Agreement is held for any

reason to be invalid or unenforceable, then the remaining provisions

of this Agreement will be unimpaired and, unless a modification or

replacement of the invalid or unenforceable provision is further held

to deprive you or NXP of a material benefit, in which case the

Agreement will immediately terminate, the invalid or unenforceable

provision will be replaced with a provision that is valid and

enforceable and that comes closest to the intention underlying the

invalid or unenforceable provision.

 

21. NO WAIVER. The waiver by NXP of any breach of any provision of

this Agreement will not operate or be construed as a waiver of any

other or a subsequent breach of the same or a different provision.

 

22. AUDIT. You will keep full, clear and accurate records with respect

to your compliance with the limited license rights granted under this

Agreement for three years following expiration or termination of this

Agreement. NXP will have the right, either itself or through an

independent certified public accountant to examine and audit, at NXP's

expense, not more than once a year, and during normal business hours,

all such records that may bear upon your compliance with the

limited license rights granted above. You must make prompt adjustment

to compensate for any errors and/or omissions disclosed by such

examination or audit.

 

23. NOTICES. All notices and communications under this Agreement will

be made in writing, and will be effective when received at the

following addresses:

 

NXP: NXP B.V.

 

High Tech Campus 60

 

5656 AG Eindhoven

 

The Netherlands

 

ATTN: Legal Department

 

 

You: The address provided at registration will be

used.

 

24. RELATIONSHIP OF THE PARTIES. The parties are independent

contractors. Nothing in this Agreement will be construed to create any

partnership, joint venture, or similar relationship. Neither party is

authorized to bind the other to any obligations with third parties.

25. SUCCESSION AND ASSIGNMENT. This Agreement will be binding upon and

inure to the benefit of the parties and their permitted successors and

assigns. You may not assign this Agreement, or any part of this

Agreement, without the prior written approval of NXP, which approval

will not be unreasonably withheld or delayed. NXP may assign this

Agreement, or any part of this Agreement, in its sole discretion.

 

 

 

 

 

APPENDIX A

 

Other License Grants and Restrictions:

 

The Licensed Software may include some or all of the following

software, which is either 1) not NXP proprietary software or 2) NXP

proprietary software subject to different terms than those in the

Agreement. If the Software Content Register that accompanies the

Licensed Software identifies any of the following Third Party Software

or specific components of the NXP Proprietary Software, the following

terms apply to the extent they deviate from the terms in the

Agreement:

 

Amazon: Use of the Amazon software constitutes your acceptance

of the terms of the Amazon Program Materials License Agreement

(including the AVS Component Schedule, if applicable), located at

https://developer.amazon.com/support/legal/pml. All Amazon software is

hereby designated "Amazon confidential". Amazon is a third-party

beneficiary to this Agreement with respect to the Amazon software.

 

Amphion Semiconductor Ltd.: Distribution of Amphion software must be a

part of, or embedded within, Authorized Systems that include an

Amphion Video Decoder.

 

Aquantia Corp.: You may use Aquantia's API binaries solely to flash

the API software to an NXP Product which mates with an Aquantia

device.

 

Atheros: Use of Atheros software is limited to evaluation and

demonstration only. Permitted distributions must be similarly limited.

Further rights must be obtained directly from Atheros.

 

ATI (AMD): Distribution of ATI software must be a part of, or embedded

within, Authorized Systems that include a ATI graphics processor core.

 

Broadcom Corporation: Your use of Broadcom Corporation software

is restricted to Authorized Systems that incorporate a compatible

integrated circuit device manufactured or sold by Broadcom.

 

Cadence Design Systems: Use of Cadence audio codec software is limited

to distribution only of one copy per single NXP Product. The license

granted herein to the Cadence Design Systems HiFi aacPlus Audio

Decoder software does not include a license to the AAC family

of technologies which you or your customer may need to obtain.

Configuration tool outputs may only be distributed by licensees of the

relevant Cadence SDK and distribution is limited to distribution of

one copy embedded in a single NXP Product.

 

Cirque Corporation: Use of Cirque Corporation technology is limited to

evaluation, demonstration, or certification testing only. Permitted

distributions must be similarly limited. Further rights, including but

not limited to ANY commercial distribution rights, must be obtained

directly from Cirque Corporation.

 

Coding Technologies (Dolby Labs): Use of CTS software is limited

to evaluation and demonstration only. Permitted distributions must

be similarly limited. Further rights must be obtained from Dolby

Laboratories.

 

CSR: Use of Cambridge Silicon Radio, Inc. ("CSR") software is limited

to evaluation and demonstration only. Permitted distributions must be

similarly limited. Further rights must be obtained directly from CSR.

 

Cypress Semiconductor Corporation: WWD RTOS source

code may only be used in accordance with the

Cypress IOT Community License Agreement located at

https://community.cypress.com/terms-and-conditions!input.jspa?

 

Future Technology Devices International Ltd.: Future Technology

Devices International software must be used consistent with the terms

found here: http://www.ftdichip.com/Drivers/FTDriverLicenceTerms.htm

 

Global Locate (Broadcom Corporation): Use of Global Locate, Inc.

software is limited to evaluation and demonstration only. Permitted

distributions must be similarly limited. Further rights must be

obtained from Global Locate.

 

Microsoft: If the Licensed Software includes software owned by

Microsoft Corporation ("Microsoft"), it is subject to the terms of

your license with Microsoft (the "Microsoft Underlying Licensed

Software") and as such, NXP grants no license to you, beyond

evaluation and demonstration in connection with NXP processors, in the

Microsoft Underlying Licensed Software. You must separately obtain

rights beyond evaluation and demonstration in connection with the

Microsoft Underlying Licensed Software from Microsoft. Microsoft does

not provide support services for the components provided to you

through this Agreement. If you have any questions or require technical

assistance, please contact NXP. Microsoft Corporation is a third party

beneficiary to this Agreement with the right to enforce the terms of

this Agreement. TO THE MAXIMUM EXTENT PERMITTED BY LAW, MICROSOFT AND

ITS AFFILIATES DISCLAIM ANY WARRANTIES FOR THE MICROSOFT UNDERLYING

LICENSED SOFTWARE. TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER

MICROSOFT NOR ITS AFFILIATES WILL BE LIABLE, WHETHER IN CONTRACT,

TORT, OR OTHERWISE, FOR ANY DIRECT, INCIDENTAL, SPECIAL, INDIRECT,

CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO,

DAMAGES FOR ANY LOSS OF USE, LOSS OF TIME, INCONVENIENCE, COMMERCIAL

LOSS, OR LOST PROFITS, SAVINGS, OR REVENUES, ARISING FROM THE FROM THE

USE OF THE MICROSOFT UNDERLYING LICENSED SOFTWARE. With respect to the

Microsoft PlayReady software, you will have the license rights granted

in Section 2, provided that you may not use the Microsoft PlayReady

software unless you have entered into a Microsoft PlayReady Master

Agreement and license directly with Microsoft.

 

MindTree: Notwithstanding the terms contained in Section 2.3 (a), if

the Licensed Software includes proprietary software of MindTree in

source code format, Licensee may make modifications and create

derivative works only to the extent necessary for debugging of the

Licensed Software.

 

MM SOLUTIONS AD: Use of MM SOLUTIONS AEC (Auto Exposure Control) and

AWB (Auto White Balance) software is limited to demonstration,

testing, and evaluation only. In no event may Licensee distribute or

sublicense the MM SOLUTIONS software. Further rights must be obtained

directly from MM SOLUTIONS.

 

MPEG LA: Use of MPEG LA audio or video codec technology is limited to

evaluation and demonstration only. Permitted distributions must be

similarly limited. Further rights must be obtained directly from MPEG

LA.

 

MQX RTOS Code: MQX RTOS source code may not be re-distributed by any

NXP Licensee under any circumstance, even by a signed written

amendment to this Agreement.

 

NXP Wireless Charging Library: License to the Software is limited to

use in inductive coupling or wireless charging applications

 

Opus: Use of Opus software must be consistent with the terms of the

Opus license which can be found at: http://www.opus-codec.org/license/

Oracle JRE (Java): The Oracle JRE must be used consistent with terms

found here: http://java.com/license

 

P&E Micro: P&E Software must be used consistent with the terms found

here: http://www.pemicro.com/licenses/gdbserver/license_gdb.pdf

 

Pro Design Electronic: Licensee may not modify, create derivative

works based on, or copy the Pro Design software, documentation,

hardware execution key or the accompanying materials. Licensee shall

not use Pro Design's or any of its licensors names, logos or

trademarks to market the Authorized System. Only NXP customers and

distributors are permitted to further redistribute the Pro Design

software and only as part of an Authorized System which contains the

Pro Design software.

 

Qualcomm Atheros, Inc.: Notwithstanding anything in this Agreement,

Qualcomm Atheros, Inc. Wi-Fi software must be used strictly in

accordance with the Qualcomm Atheros, Inc. Technology License

Agreement that accompanies such software. Any other use is expressly

prohibited.

 

Real Networks - GStreamer Optimized Real Format Client Code

implementation or OpenMax Optimized Real Format Client Code: Use

of the GStreamer Optimized Real Format Client Code, or OpenMax

Optimized Real Format Client code is restricted to applications in the

automotive market. Licensee must be a final manufacturer in good

standing with a current license with Real Networks for the commercial

use and distribution of products containing the GStreamer Optimized

Real Format Client Code implementation or OpenMax Optimized Real

Format Client Code

 

Real Time Engineers Ltd.: Any FreeRTOS source code, whether modified

or in its original release form, or whether in whole or in part, can

only be distributed by you under the terms of version 2 of the GNU

General Public License plus this exception. An independent module is a

module which is not derived from or based on FreeRTOS.

Clause 1: Linking FreeRTOS with other modules is making a combined

work based on FreeRTOS. Thus, the terms and conditions of the GNU

General Public License V2 cover the whole combination.

 

As a special exception, the copyright holders of FreeRTOS give you

permission to link FreeRTOS with independent modules to produce a

statically linked executable, regardless of the license terms of

these independent modules, and to copy and distribute the resulting

executable under terms of your choice, provided that you also meet,

for each linked independent module, the terms and conditions of the

license of that module. An independent module is a module which is not

derived from or based on FreeRTOS.

 

Clause 2: FreeRTOS may not be used for any competitive or comparative

purpose, including the publication of any form of run time or compile

time metric, without the express permission of Real Time Engineers

Ltd. (this is the norm within the industry and is intended to ensure

information accuracy).

 

RivieraWaves SAS (a member of the CEVA, Inc. family of companies): You

may not use the RivieraWaves intellectual property licensed under this

Agreement if you develop, market, and/or license products similar to

such RivieraWaves intellectual property. Such use constitutes a breach

of this Agreement. Any such use rights must be obtained directly from

RivieraWaves.

 

SanDisk Corporation: If the Licensed Software includes software

developed by SanDisk Corporation ("SanDisk"), you must separately

obtain the rights to reproduce and distribute this software in source

code form from SanDisk. Please follow these easy steps to obtain the

license and software:

 

(1) Contact your local SanDisk sales representative to obtain the

SanDisk License Agreement.

 

(2) Sign the license agreement. Fax the signed agreement to SanDisk

USA marketing department at 408-542-0403. The license will be valid

when fully executed by SanDisk.

 

(3) If you have specific questions, please send an email to

sales@sandisk.com

 

You may only use the SanDisk Corporation Licensed Software on products

compatible with a SanDisk Secure Digital Card. You may not use the

SanDisk Corporation Licensed Software on any memory device product.

SanDisk retains all rights to any modifications or derivative works to

the SanDisk Corporation Licensed Software that you may create.

 

SEGGER Microcontroller - emWin Software: Your use of SEGGER emWin

software is restricted to NXP ARM7, ARM9, Cortex-M0, Cortex-M3, and

Cortex-M4 based devices only.

 

SEGGER Microcontroller - J-Link/J-Trace Software: Segger

software must be used consistent with the terms found here:

http://www.segger.com/jlink-software.html

 

Synopsys/Target Compiler Technologies: Your use of the Synopsys/Target

Compiler Technologies Licensed Software and related documentation is

subject to the following:

 

(1) Duration of the license for the Licensed Software is limited to 12

months, unless otherwise specified in the license file.

 

(2) The Licensed Software is usable by one user at a time on a single

designated computer, unless otherwise agreed by Synopsys.

 

(3) Licensed Software and documentation are to be used only on a

designated computer at the designated physical address provided by you

on the APEX license form.

 

(4) The Licensed Software is not sub-licensable.

Texas Instruments: Your use of Texas Instruments Inc. WiLink8 Licensed

Software is restricted to NXP SoC based systems that include a

compatible connectivity device manufactured by TI.

 

TES Electronic Solutions Germany (TES): TES 3D Surround View software

and associated data and documentation may only be used for evaluation

purposes and for demonstration to third parties in integrated form on

a board package containing an NXP S32V234 device. Licensee may not

distribute or sublicense the TES software. Your license to the TES

software may be terminated at any time upon notice.

 

Vivante: Distribution of Vivante software must be a part of, or

embedded within, Authorized Systems that include a Vivante Graphics

Processing Unit.