1 LES-PRE-20769 2 SP-Version: 1.0 3 25 November 2015 4 5 END USER LICENCE AGREEMENT FOR THE MALI USERSPACE DRIVER ("Mali DRIVER") 6 7 THIS END USER LICENCE AGREEMENT ("LICENCE") IS A LEGAL AGREEMENT 8 BETWEEN YOU (EITHER A SINGLE INDIVIDUAL, OR SINGLE LEGAL ENTITY) AND 9 ARM LIMITED ("ARM") FOR THE USE OF THE SOFTWARE ACCOMPANYING THIS 10 LICENCE. ARM IS ONLY WILLING TO LICENSE THE SOFTWARE TO YOU ON 11 CONDITION THAT YOU ACCEPT ALL OF THE TERMS IN THIS LICENCE. BY 12 INSTALLING OR OTHERWISE USING OR COPYING THE SOFTWARE YOU INDICATE 13 THAT YOU AGREE TO BE BOUND BY ALL OF THE TERMS OF THIS LICENCE. IF YOU 14 DO NOT AGREE TO THE TERMS OF THIS LICENCE, ARM IS UNWILLING TO LICENSE 15 THE SOFTWARE TO YOU AND YOU MAY NOT INSTALL, USE OR COPY THE SOFTWARE, 16 AND YOU SHOULD PROMPTLY RETURN THE SOFTWARE TO YOUR SUPPLIER. 17 18 "Applications" means applications for use solely in conjunction with 19 Mali-based products manufactured under licence from ARM. 20 21 "Output" means data resulting from your use of the Software and all 22 direct and indirect derivatives thereof. 23 24 "Software" means any software, firmware and data accompanying this 25 Licence, any printed, electronic or online documentation supplied with 26 it under the terms of this Licence for the Mali Driver. 27 28 1. LICENCE GRANTS TO YOU. 29 30 1.1 ARM hereby grants to you, subject to the terms and conditions of 31 this Licence, a non-exclusive, non-transferable, revocable, worldwide 32 licence to: 33 34 (i) use and copy the Software or certain components or optional 35 functionality in the Software, as applicable, solely for the 36 purposes of running, designing or developing Applications; and 37 38 (ii) subject to Clause 1.2, distribute the whole of the Software; 39 and/or (b) the whole or any part of the Software together 40 with, or as incorporated into, Applications; and 41 42 1.2 If you choose to redistribute the whole or any part of the 43 Software pursuant to the licences granted in Clause 1.1(ii), you 44 agree: (i) not to use ARM's or any of its licensors names, logos or 45 trademarks to market Applications; (ii) to retain any and all 46 copyright notices and other notices (whether ARM's or its licensor's) 47 which are included with the Software; and (iii) include a copy of this 48 Licence with such redistribution. 49 50 2. RESTRICTIONS ON USE OF THE SOFTWARE. 51 52 BENCHMARKING: This Licence does not prevent you from using the 53 Software for benchmarking purposes. However, you shall ensure that any 54 and all benchmarking data relating to the Software, and any other 55 results of your use or testing of the Software which are indicative of 56 its performance, efficacy, reliability or quality, shall not be used 57 to disparage ARM, its products or services, or in a manner that, in 58 ARM's reasonable judgment, may diminish or otherwise damage the 59 reputation of ARM. 60 61 COPYRIGHT AND RESERVATION OF RIGHTS: The Software is owned by ARM or 62 its licensors and is protected by copyright and other intellectual 63 property laws and international treaties. The Software is licensed not 64 sold. You acquire no rights to the Software other than as expressly 65 provided by this Licence. You shall not remove from the Software any 66 copyright notice or other notice and shall ensure that any such notice 67 is reproduced in any copies of the whole or any part of the Software 68 made by you or other permitted users. 69 70 REVERSE ENGINEERING: Except to the extent that such activity is 71 permitted by applicable law you shall not reverse engineer, decompile 72 or disassemble any of the Software. If the Software was provided to 73 you in Europe you shall not reverse engineer, decompile or disassemble 74 any of the Software for the purposes of error correction. 75 76 RESTRICTED USE: You agree that you shall not use the Software or the 77 Output other than pursuant to and in accordance with the exercise of 78 any of the licences granted under this Licence. Without limiting the 79 generality of the foregoing, you shall not use the Software or any 80 Output: (a) for determining if any features, functions or processes 81 provided by the Software are covered by any patents or patent 82 applications owned by you or a third party; or (b) for developing 83 technology, applications or products which avoid any of ARM's 84 intellectual property in the Software licensed hereunder; or (c) as a 85 reference for modifying existing patents or patent applications or 86 creating any continuation, continuation in part, or extension of 87 existing patents or patent applications. 88 89 3. SUPPORT. 90 91 ARM is not under an obligation to provide support, but it may do so at 92 its own discretion, and if it does, it will only be in respect of the 93 Software as delivered. 94 95 4. NO WARRANTIES. 96 97 YOU AGREE THAT THE SOFTWARE IS LICENSED "AS IS", AND THAT ARM 98 EXPRESSLY DISCLAIMS ALL REPRESENTATIONS, WARRANTIES, CONDITIONS OR 99 OTHER TERMS, EXPRESS OR IMPLIED OR STATUTORY, INCLUDING WITHOUT 100 LIMITATION THE IMPLIED WARRANTIES OF NON-INFRINGEMENT, SATISFACTORY 101 QUALITY, AND FITNESS FOR A PARTICULAR PURPOSE. 102 103 YOU EXPRESSLY ASSUME ALL LIABILITIES AND RISKS, FOR USE OR OPERATION 104 OF APPLICATIONS, INCLUDING WITHOUT LIMITATION, APPLICATIONS DESIGNED 105 OR INTENDED FOR MISSION CRITICAL APPLICATIONS, SUCH AS PACEMAKERS, 106 WEAPONRY, AIRCRAFT NAVIGATION, FACTORY CONTROL SYSTEMS, ETC. SHOULD 107 THE SOFTWARE PROVE DEFECTIVE, YOU ASSUME THE ENTIRE COST OF ALL 108 NECESSARY SERVICING, REPAIR OR CORRECTION. 109 110 5. LIMITATION OF LIABILITY. 111 112 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL 113 ARM BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL 114 DAMAGES (INCLUDING LOSS OF PROFITS) ARISING OUT OF THE USE OR 115 INABILITY TO USE THE SOFTWARE WHETHER BASED ON A CLAIM UNDER CONTRACT, 116 TORT OR OTHER LEGAL THEORY, EVEN IF ARM WAS ADVISED OF THE POSSIBILITY 117 OF SUCH DAMAGES. 118 119 ARM does not seek to limit or exclude liability for death or personal 120 injury arising from ARM's negligence or ARM's fraud and because some 121 jurisdictions do not permit the exclusion or limitation of liability 122 for consequential or incidental damages the above limitation relating 123 to liability for consequential damages may not apply to you. 124 125 NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS LICENCE, 126 THE MAXIMUM LIABILITY OF ARM TO YOU IN AGGREGATE FOR ALL CLAIMS MADE 127 AGAINST ARM IN CONTRACT TORT OR OTHERWISE UNDER OR IN CONNECTION WITH 128 THE SUBJECT MATTER OF THIS LICENCE SHALL NOT EXCEED THE GREATER OF: 129 (I) THE TOTAL OF SUMS PAID BY YOU TO ARM (IF ANY) FOR THIS LICENCE; 130 AND (II) $10.00 USD. THE EXISTENCE OF MORE THAN ONE CLAIM WILL NOT 131 ENLARGE OR EXTEND THE LIMIT. 132 133 6. U.S. GOVERNMENT END USERS. 134 135 US Government Restrictions: Use, duplication, reproduction, release, 136 modification, disclosure or transfer of the Software is restricted in 137 accordance with the terms of this Licence. 138 139 7. TERM AND TERMINATION. 140 141 This Licence shall remain in force until terminated by you or by ARM. 142 Without prejudice to any of its other rights if you are in breach of 143 any of the terms and conditions of this Licence then ARM may terminate 144 this Licence immediately upon giving written notice to you or on 145 thirty (30) days written notice without cause. You may terminate this 146 Licence at any time. Upon termination of this Licence by you or by ARM 147 , you shall stop using the Software and destroy all copies of the 148 Software in your possession, together with all documentation and 149 related materials. The provisions of clauses 2, 3, 4, 5, 6, 7, and 8 150 shall survive termination of this Licence. 151 152 8. GENERAL. 153 154 This Licence is governed by English Law. Except where ARM agrees 155 otherwise in: (i) a written contract signed by you and ARM; or (ii) a 156 written contract provided by ARM and accepted by you, this is the only 157 agreement between you and ARM relating to the Software and it may only 158 be modified by written agreement between you and ARM. Except as 159 expressly agreed in writing, this Licence may not be modified by 160 purchase orders, advertising or other representation by any person. If 161 any clause or sentence in this Licence is held by a court of law to be 162 illegal or unenforceable the remaining provisions of this Licence 163 shall not be affected thereby. The failure by ARM to enforce any of 164 the provisions of this Licence, unless waived in writing, shall not 165 constitute a waiver of ARM's rights to enforce such provision or any 166 other provision of this Licence in the future. 167 168 At ARM's request, you agree to check your computers for installations 169 of the Software and any other information requested by ARM relating to 170 Software installation and to provide this information to ARM. You 171 agree that auditors nominated by ARM may also perform such checking 172 and reporting on behalf of ARM by prior appointment during your normal 173 business hours on seven (7) days' notice. ARM shall bear the auditors' 174 costs for that audit unless it reveals unlicensed usage in which case 175 you shall promptly reimburse ARM for all reasonable costs and 176 expenses, including professional fees, relating to such audit. Any 177 information which is disclosed to ARM or such auditors during checking 178 or audit shall be treated as your confidential information and shall 179 only be used by ARM for licence management, compliance and enforcement 180 purposes. 181 182 The Software provided under this Agreement is subject to U.K., 183 European Union, and U.S. export control laws and regulations, 184 including the U.S. Export Administration Act and its associated 185 regulations (hereafter collectively referred to as "Export 186 Regulations"). LICENSEE agrees to comply fully with all such Export 187 Regulations and LICENSEE agrees that it shall not, either directly or 188 indirectly, export in breach of the Export Regulations, any Software 189 received under this Agreement, nor any direct products thereof; (i) to 190 any country, company or person subject to export restrictions or 191 sanctions under the Export Regulations; or (ii) for any prohibited end 192 use, which at the time of export requires an export license or other 193 governmental approval, without first obtaining such license or 194 approval. 195
