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CYPRESS (AN INFINEON COMPANY) END USER LICENSE AGREEMENT | |
PLEASE READ THIS END USER LICENSE AGREEMENT ("Agreement") CAREFULLY BEFORE | |
DOWNLOADING, INSTALLING, COPYING, OR USING THIS SOFTWARE AND ACCOMPANYING | |
DOCUMENTATION. BY DOWNLOADING, INSTALLING, COPYING OR USING THE SOFTWARE, | |
YOU ARE AGREEING TO BE BOUND BY THIS AGREEMENT. IF YOU DO NOT AGREE TO ALL | |
OF THE TERMS OF THIS AGREEMENT, PROMPTLY RETURN AND DO NOT USE THE SOFTWARE. | |
IF YOU HAVE PURCHASED THIS LICENSE TO THE SOFTWARE, YOUR RIGHT TO RETURN THE | |
SOFTWARE EXPIRES 30 DAYS AFTER YOUR PURCHASE AND APPLIES ONLY TO THE ORIGINAL | |
PURCHASER. | |
1. Definitions. | |
"Software" means this software and any accompanying documentation, | |
including any upgrades, updates, bug fixes or modified versions provided | |
to you by Cypress. | |
"Source Code" means software in human-readable form. | |
"Binary Code" means the software in binary code form such as object code or | |
an executable. | |
"Development Tools" means software that is intended to be installed on a | |
personal computer and used to create programming code for Firmware, | |
Drivers, or Host Applications. Examples of Development Tools are | |
Cypress's PSoC Creator software, Cypress's AIROC SDKs, and Cypress's | |
ModusToolbox software. | |
"Firmware" means software that executes on a Cypress hardware product. | |
"Driver" means software that enables the use of a Cypress hardware product | |
on a particular host operating system such as GNU/Linux, Windows, MacOS, | |
Android, and iOS. | |
"Host Application" means software that executes on a device other than a | |
Cypress hardware product in order to program, control, or communicate | |
with a Cypress hardware product. | |
"inf File" means a hardware setup information file (.inf file) created by | |
the Software to allow a Microsoft Windows operating system to install | |
the driver for a Cypress hardware product. | |
2. License. Subject to the terms and conditions of this Agreement, Cypress | |
Semiconductor Corporation ("Cypress") and its suppliers grant to you a | |
non-exclusive, non-transferable license under their copyright rights: | |
a. to use the Development Tools in object code form solely for the purpose | |
of creating Firmware, Drivers, Host Applications, and inf Files for | |
Cypress hardware products; and | |
b. (i) if provided in Source Code form, to copy, modify, and compile the | |
Firmware Source Code to create Firmware for execution on a Cypress | |
hardware product, and | |
(ii) to distribute Firmware in binary code form only, only when | |
installed onto a Cypress hardware product; and | |
c. (i) if provided in Source Code form, to copy, modify, and compile the | |
Driver Source Code to create one or more Drivers to enable the use | |
of a Cypress hardware product on a particular host operating | |
system, and | |
(ii) to distribute the Driver, in binary code form only, only when | |
installed on a device that includes the Cypress hardware product | |
that the Driver is intended to enable; and | |
d. (i) if provided in Source Code form, to copy, modify, and compile the | |
Host Application Source Code to create one or more Host | |
Applications to program, control, or communicate with a Cypress | |
hardware product, and | |
(ii) to distribute Host Applications, in binary code form only, only | |
when installed on a device that includes a Cypress hardware product | |
that the Host Application is intended to program, control, or | |
communicate with; and | |
e. to freely distribute any inf File. | |
Any distribution of Software permitted under this Agreement must be made | |
pursuant to your standard end user license agreement used for your proprietary | |
(closed source) software products, such end user license agreement to include, | |
at a minimum, provisions limiting your licensors' liability and prohibiting | |
reverse engineering of the Software, consistent with such provisions in this | |
Agreement. | |
3. Free and Open Source Software. Portions of the Software may be licensed | |
under free and/or open source licenses such as the GNU General Public License | |
or other licenses from third parties ("Third Party Software"). Third Party | |
Software is subject to the applicable license agreement and not this | |
Agreement. If you are entitled to receive the source code from Cypress for | |
any Third Party Software included with the Software, either the source code | |
will be included with the Software or you may obtain the source code at no | |
charge from | |
<https://www.infineon.com/cms/en/design-support/software/free-and-open-source-software-foss/>. | |
The applicable license terms will accompany each source code package. To | |
review the license terms applicable to any Third Party Software for which | |
Cypress is not required to provide you with source code, please see the | |
Software's installation directory on your computer. | |
4. Proprietary Rights; Ownership. The Software, including all intellectual | |
property rights therein, is and will remain the sole and exclusive property of | |
Cypress or its suppliers. Cypress retains ownership of the Source Code and | |
any compiled version thereof. Subject to Cypress' ownership of the underlying | |
Software (including Source Code), you retain ownership of any modifications | |
you make to the Source Code. You agree not to remove any Cypress copyright or | |
other notices from the Source Code and any modifications thereof. You agree | |
to keep the Source Code confidential. Any reproduction, modification, | |
translation, compilation, or representation of the Source Code except as | |
permitted in Section 2 ("License") is prohibited without the express written | |
permission of Cypress. Except as otherwise expressly provided in this | |
Agreement, you may not: | |
(i) modify, adapt, or create derivative works based upon the Software; | |
(ii) copy the Software; | |
(iii) except and only to the extent explicitly permitted by applicable | |
law despite this limitation, decompile, translate, reverse engineer, | |
disassemble or otherwise reduce the Software to human-readable form; | |
or | |
(iv) use the Software or any sample code other than for the Purpose. | |
You hereby covenant that you will not assert any claim that the Software, or | |
derivative works thereof created by or for Cypress, infringe any intellectual | |
property right owned or controlled by you | |
5. No Support. Cypress may, but is not required to, provide technical support | |
for the Software. | |
6. Term and Termination. This Agreement is effective until terminated, and | |
either party may terminate this Agreement at any time with or without cause. | |
This Agreement and your license rights under this Agreement will terminate | |
immediately without notice from Cypress if you fail to comply with any | |
provision of this Agreement. Upon termination, you must destroy all copies of | |
Software in your possession or control. The following paragraphs shall | |
survive any termination of this Agreement: "Free and Open Source Software," | |
"Proprietary Rights; Ownership," "Compliance With Law," "Disclaimer," | |
"Limitation of Liability," and "General." | |
7. Compliance With Law. Each party agrees to comply with all applicable laws, | |
rules and regulations in connection with its activities under this Agreement. | |
Without limiting the foregoing, the Software may be subject to export control | |
laws and regulations of the United States and other countries. You agree to | |
comply strictly with all such laws and regulations and acknowledge that you | |
have the responsibility to obtain licenses to export, re-export, or import the | |
Software. | |
8. Disclaimer. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, CYPRESS | |
MAKES NO WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, WITH REGARD TO THE | |
SOFTWARE, INCLUDING, BUT NOT LIMITED TO, INFRINGEMENT AND THE IMPLIED | |
WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. Cypress | |
reserves the right to make changes to the Software without notice. Cypress | |
does not assume any liability arising out of the application or use of | |
Software or any product or circuit described in the Software. It is the | |
responsibility of the user of the Software to properly design, program, and | |
test the functionality and safety of any application made of the Software and | |
any resulting product. Cypress does not authorize its Software or products | |
for use in any products where a malfunction or failure of the Software or | |
Cypress product may reasonably be expected to result in significant property | |
damage, injury or death ("High Risk Product"). If you include any Software or | |
Cypress product in a High Risk Product, you assume all risk of such use and | |
agree to indemnify Cypress and its suppliers against all liability. No | |
computing device can be absolutely secure. Therefore, despite security | |
measures implemented in Cypress hardware or software products, Cypress does | |
not assume any liability arising out of any security breach, such as | |
unauthorized access to or use of a Cypress product. | |
9. Limitation of Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE | |
LAW, IN NO EVENT WILL CYPRESS OR ITS SUPPLIERS, RESELLERS, OR DISTRIBUTORS BE | |
LIABLE FOR ANY LOST REVENUE, PROFIT, OR DATA, OR FOR SPECIAL, INDIRECT, | |
CONSEQUENTIAL, INCIDENTAL, OR PUNITIVE DAMAGES HOWEVER CAUSED AND REGARDLESS | |
OF THE THEORY OF LIABILITY, ARISING OUT OF OR RELATED TO THE USE OF OR | |
INABILITY TO USE THE SOFTWARE EVEN IF CYPRESS OR ITS SUPPLIERS, RESELLERS, OR | |
DISTRIBUTORS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO | |
EVENT SHALL CYPRESS' OR ITS SUPPLIERS', RESELLERS', OR DISTRIBUTORS' TOTAL | |
LIABILITY TO YOU, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR | |
OTHERWISE, EXCEED THE GREATER OF US$500 OR THE PRICE PAID BY YOU FOR THE | |
SOFTWARE. THE FOREGOING LIMITATIONS SHALL APPLY EVEN IF THE ABOVE-STATED | |
WARRANTY FAILS OF ITS ESSENTIAL PURPOSE. BECAUSE SOME STATES OR JURISDICTIONS | |
DO NOT ALLOW LIMITATION OR EXCLUSION OF CONSEQUENTIAL OR INCIDENTAL DAMAGES, | |
ALL OR PORTIONS OF THE ABOVE LIMITATION MAY NOT APPLY TO YOU. | |
10. Restricted Rights. The Software is commercial computer software as that | |
term is described in 48 C.F.R. 252.227-7014(a)(1). If the Software is being | |
acquired by or on behalf of the U.S. Government or by a U.S. Government prime | |
contractor or subcontractor (at any tier), then the Government's rights in | |
Software shall be only those set forth in this Agreement. | |
11. Personal Information. You agree that information you provide through your | |
registration on Cypress IoT Community Forum or other Cypress websites, | |
including contact information or other personal information, may be collected | |
and used by Cypress consistent with its Data Privacy Policy | |
(https://www.infineon.com/cms/en/about-infineon/privacy-policy/), as updated | |
or revised from time to time, and may be provided to its third party sales | |
representatives, distributors and other entities conducting sales activities | |
for Cypress for sales-related and other business purposes. | |
12. General. This Agreement will bind and inure to the benefit of each | |
party's successors and assigns, provided that you may not assign or transfer | |
this Agreement, in whole or in part, without Cypress' written consent. This | |
Agreement shall be governed by and construed in accordance with the laws of | |
the State of California, United States of America, as if performed wholly | |
within the state and without giving effect to the principles of conflict of | |
law. The parties consent to personal and exclusive jurisdiction of and venue | |
in, the state and federal courts within Santa Clara County, California; | |
provided however, that nothing in this Agreement will limit Cypress' right to | |
bring legal action in any venue in order to protect or enforce its | |
intellectual property rights. No failure of either party to exercise or | |
enforce any of its rights under this Agreement will act as a waiver of such | |
rights. If any portion of this Agreement is found to be void or | |
unenforceable, the remaining provisions of this Agreement shall remain in full | |
force and effect. This Agreement is the complete and exclusive agreement | |
between the parties with respect to the subject matter hereof, superseding and | |
replacing any and all prior agreements, communications, and understandings | |
(both written and oral) regarding such subject matter. Any notice to Cypress | |
will be deemed effective when actually received and must be sent to Cypress | |
Semiconductor Corporation, ATTN: Chief Legal Officer, 198 Champion Court, San | |
Jose, CA 95134 USA. |