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authorLauren Post <lauren.post@nxp.com>2016-03-31 10:25:28 -0500
committerOtavio Salvador <otavio@ossystems.com.br>2016-04-19 15:06:34 -0300
commit431bef46fb9f3df0616b7d2fa3071b32c28c5a7f (patch)
tree1a7574df7e90f400ff45b9df99a363d46b568847 /EULA
parentfbce73d376d0607ca4ba62db55e5b4cd12c481a0 (diff)
downloadmeta-freescale-431bef46fb9f3df0616b7d2fa3071b32c28c5a7f.tar.gz
EULA: Update EULA to March v12 version
Update mdsum in fsl-eula-unpack class pdate license mdsum in firmware, codec, parser and vpu Signed-off-by: Lauren Post <lauren.post@nxp.com> Signed-off-by: Otavio Salvador <otavio@ossystems.com.br>
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@@ -1,35 +1,36 @@
1LA_OPT_BASE_LICENSE v10 November 2015 1LA_OPT_BASE_LICENSE v12 March 2016
2 2
3IMPORTANT. Read the following Freescale Semiconductor Software License 3IMPORTANT. Read the following NXP Semiconductor Software License Agreement
4Agreement ("Agreement") completely. By selecting the "I Accept" button at 4("Agreement") completely. By selecting the "I Accept" button at the end of
5the end of this page, you indicate that you accept the terms of the Agreement 5this page, you indicate that you accept the terms of the Agreement and you
6and you acknowledge that you have the authority, for yourself or on behalf of 6acknowledge that you have the authority, for yourself or on behalf of your
7your company, to bind your company to these terms. You may then download or 7company, to bind your company to these terms. You may then download or install
8install the file. 8the file.
9 9
10FREESCALE SEMICONDUCTOR SOFTWARE LICENSE AGREEMENT 10NXP SEMICONDUCTOR SOFTWARE LICENSE AGREEMENT
11 11
12This is a legal agreement between you, as an authorized representative of your 12This is a legal agreement between you, as an authorized representative of your
13employer, or if you have no employer, as an individual (together "you"), and 13employer, or if you have no employer, as an individual (together "you"), and
14Freescale Semiconductor, Inc. ("Freescale") and its Affiliates. It concerns 14Freescale Semiconductor, Inc., a wholly-owned subsidiary of NXP Semiconductors
15your rights to use the software identified in the Software Content Register 15N.V. ("NXP"). It concerns your rights to use the software identified in the
16and provided to you in binary or source code form and any accompanying written 16Software Content Register and provided to you in binary or source code form
17materials (the "Licensed Software"). The Licensed Software may include any 17and any accompanying written materials (the "Licensed Software"). The Licensed
18updates or error corrections or documentation relating to the Licensed Software 18Software may include any updates or error corrections or documentation relating
19provided to you by Freescale under this License. In consideration for Freescale 19to the Licensed Software provided to you by NXP under this License. In
20allowing you to access the Licensed Software, you are agreeing to be bound by 20consideration for NXP allowing you to access the Licensed Software, you are
21the terms of this Agreement. If you do not agree to all of the terms of this 21agreeing to be bound by the terms of this Agreement. If you do not agree to all
22Agreement, do not download or install the Licensed Software. If you change your 22of the terms of this Agreement, do not download or install the Licensed
23mind later, stop using the Licensed Software and delete all copies of the 23Software. If you change your mind later, stop using the Licensed Software and
24Licensed Software in your possession or control. Any copies of the Licensed 24delete all copies of the Licensed Software in your possession or control. Any
25Software that you have already distributed, where permitted, and do not destroy 25copies of the Licensed Software that you have already distributed, where
26will continue to be governed by this Agreement. Your prior use will also 26permitted, and do not destroy will continue to be governed by this Agreement.
27continue to be governed by this Agreement. 27Your prior use will also continue to be governed by this Agreement.
28 28
291. DEFINITIONS 291. DEFINITIONS
30 30
311.1. "Affiliates" means, any corporation, or entity directly or 311.1. "Affiliates" means, any corporation, or entity directly or
32indirectly controlled by, controlling, or under common control with Freescale. 32indirectly controlled by, controlling, or under common control with NXP
33Semiconductors N.V.
33 34
341.2. "Essential Patent" means a patent to the limited extent that 351.2. "Essential Patent" means a patent to the limited extent that
35infringement of such patent cannot be avoided in remaining compliant with the 36infringement of such patent cannot be avoided in remaining compliant with the
@@ -50,8 +51,8 @@ Licensed Software, including but not limited to identification of any Third
50Party Software. 51Party Software.
51 52
521.5. "Third Party Software" means, any software included in the 531.5. "Third Party Software" means, any software included in the
53Licensed Software that is not Freescale Proprietary software, and is not open 54Licensed Software that is not NXP Proprietary software, and is not open source
54source software, and to which different license terms may apply. 55software, and to which different license terms may apply.
55 56
562. LICENSE GRANT. 572. LICENSE GRANT.
57 58
@@ -65,9 +66,9 @@ Appendix A.
652.2. Exclusively in connection with your development and 662.2. Exclusively in connection with your development and
66distribution of product containing a programmable processing unit (e.g. a 67distribution of product containing a programmable processing unit (e.g. a
67microprocessor, microcontroller, sensor or digital signal processor) supplied 68microprocessor, microcontroller, sensor or digital signal processor) supplied
68directly or indirectly from Freescale ("Authorized System") Freescale grants 69directly or indirectly from NXP ("Authorized System") NXP grants you a
69you a world-wide, personal, non-transferable, non-exclusive, non-sublicensable, 70world-wide, personal, non-transferable, non-exclusive, non-sublicensable,
70license, under Freescale's Intellectual Property Rights: 71license, under NXP's Intellectual Property Rights:
71 72
72(a) to use and reproduce the Licensed Software only as part of, or 73(a) to use and reproduce the Licensed Software only as part of, or
73integrated within, Authorized Systems and not on a standalone basis; 74integrated within, Authorized Systems and not on a standalone basis;
@@ -80,14 +81,13 @@ files ("Header files") may be distributed in source or object code form, but
80only as part of, or embedded within Authorized Systems. 81only as part of, or embedded within Authorized Systems.
81 82
82(c) to copy, use and distribute as needed, solely in connection with an 83(c) to copy, use and distribute as needed, solely in connection with an
83Authorized System, proprietary Freescale information associated with the 84Authorized System, proprietary NXP information associated with the Licensed
84Licensed Software for the purpose of developing, maintaining and supporting 85Software for the purpose of developing, maintaining and supporting Authorized
85Authorized Systems with which the Licensed Software is integrated or 86Systems with which the Licensed Software is integrated or associated.
86associated. 87
87 882.3. For NXP Licensed Software provided to you in source code form
882.3. For Freescale Licensed Software provided to you in source code 89(human readable), NXP further grants to you a worldwide, personal,
89form (human readable), Freescale further grants to you a worldwide, personal, 90non-transferable, non-exclusive, non-sublicensable, license, under NXP's
90non-transferable, non-exclusive, non-sublicensable, license, under Freescale's
91Intellectual Property Rights: 91Intellectual Property Rights:
92 92
93(a) to prepare derivative works of the Licensed Software, only as part of, 93(a) to prepare derivative works of the Licensed Software, only as part of,
@@ -110,17 +110,16 @@ the Licensed Software.
110 110
1113. LICENSE LIMITATIONS AND RESTRICTIONS. 1113. LICENSE LIMITATIONS AND RESTRICTIONS.
112 112
1133.1. The licenses granted above in Section 2.3 only extend to 1133.1. The licenses granted above in Section 2.3 only extend to NXP
114Freescale intellectual property rights that would be infringed by the Licensed 114intellectual property rights that would be infringed by the Licensed Software
115Software prior to your preparation of any derivative work. 115prior to your preparation of any derivative work.
116 116
1173.2. The Licensed Software is licensed to you, not sold. Title to 1173.2. The Licensed Software is licensed to you, not sold. Title to
118Licensed Software delivered hereunder remains vested in Freescale or 118Licensed Software delivered hereunder remains vested in NXP or NXP's licensor
119Freescale's licensor and cannot be assigned or transferred. You are expressly 119and cannot be assigned or transferred. You are expressly forbidden from
120forbidden from selling or otherwise distributing the Licensed Software, or any 120selling or otherwise distributing the Licensed Software, or any portion
121portion thereof, except as expressly permitted herein. This Agreement does not 121thereof, except as expressly permitted herein. This Agreement does not grant
122grant to you any implied rights under any Freescale or third party intellectual 122to you any implied rights under any NXP or third party intellectual property.
123property.
124 123
1253.3. You may not translate, reverse engineer, decompile, or 1243.3. You may not translate, reverse engineer, decompile, or
126disassemble the Licensed Software except to the extent applicable law 125disassemble the Licensed Software except to the extent applicable law
@@ -129,15 +128,15 @@ from translating, reverse engineering, decompiling, or disassembling the
129Licensed Software except to the extent applicable law specifically prohibits 128Licensed Software except to the extent applicable law specifically prohibits
130such restriction. 129such restriction.
131 130
1323.4. You must reproduce any and all of Freescale's (or its third 1313.4. You must reproduce any and all of NXP's (or its third party
133party licensor's) copyright notices and other proprietary legends on copies of 132licensor's) copyright notices and other proprietary legends on copies of
134Licensed Software. 133Licensed Software.
135 134
1363.5. If you distribute the Licensed Software to the United States 1353.5. If you distribute the Licensed Software to the United States
137Government, then the Licensed Software is "restricted computer software" and 136Government, then the Licensed Software is "restricted computer software" and
138is subject to FAR 52.227-19 (c)(1) and (c)(2). 137is subject to FAR 52.227-19 (c)(1) and (c)(2).
139 138
1403.6. You grant to Freescale a non-exclusive, non-transferable, 1393.6. You grant to NXP a non-exclusive, non-transferable,
141irrevocable, perpetual, worldwide, royalty-free, sub-licensable license under 140irrevocable, perpetual, worldwide, royalty-free, sub-licensable license under
142your Intellectual Property Rights to use without restriction and for any 141your Intellectual Property Rights to use without restriction and for any
143purpose any suggestion, comment or other feedback related to the Licensed 142purpose any suggestion, comment or other feedback related to the Licensed
@@ -152,10 +151,10 @@ distributed in source code form; (ii) licensed for the purpose of making
152derivative works; or (iii) redistributable at no charge. 151derivative works; or (iii) redistributable at no charge.
153 152
1543.8. You may not publish or distribute information, results or data 1533.8. You may not publish or distribute information, results or data
155associated with the use of the Licensed Software to anyone other than 154associated with the use of the Licensed Software to anyone other than NXP;
156Freescale; however, you must advise Freescale of any results obtained including 155however, you must advise NXP of any results obtained including any problems or
157any problems or suggested improvements thereof. Freescale retains the right to 156suggested improvements thereof. NXP retains the right to use such results and
158use such results and related information in any manner it deems appropriate. 157related information in any manner it deems appropriate.
159 158
1604. OPEN SOURCE. Open source software included in the Licensed 1594. OPEN SOURCE. Open source software included in the Licensed
161Software is not licensed under the terms of this Agreement, but is instead 160Software is not licensed under the terms of this Agreement, but is instead
@@ -165,41 +164,41 @@ of the open source software is subject to the terms of each applicable license.
165You must agree to the terms of each applicable license, or you cannot use the 164You must agree to the terms of each applicable license, or you cannot use the
166open source software. 165open source software.
167 166
1685. INTELLECTUAL PROPERTY RIGHTS. Subject to Freescale's ownership 1675. INTELLECTUAL PROPERTY RIGHTS. Subject to NXP's ownership interest
169interest in the underlying Licensed Software, all intellectual property rights 168in the underlying Licensed Software, all intellectual property rights
170associated with, and title to, your Authorized System will be retained by or 169associated with, and title to, your Authorized System will be retained by or
171will vest in you. Your modifications to the Licensed Software, and all 170will vest in you. Your modifications to the Licensed Software, and all
172intellectual property rights associated with, and title thereto, will be the 171intellectual property rights associated with, and title thereto, will be the
173property of Freescale. Upon request, you must provide Freescale the source 172property of NXP. Upon request, you must provide NXP the source code of any
174code of any derivative of the Licensed Software. You agree to assign all, 173derivative of the Licensed Software. You agree to assign all, and hereby do
175and hereby do assign all rights, title, and interest to any such modifications 174assign all rights, title, and interest to any such modifications to the
176to the Licensed Software to Freescale and agree to provide all assistance 175Licensed Software to NXP and agree to provide all assistance reasonably
177reasonably requested by Freescale to establish, preserve or enforce such right. 176requested by NXP to establish, preserve or enforce such right. Further, you
178Further, you agree to waive all moral rights relating to your modifications to 177agree to waive all moral rights relating to your modifications to the Licensed
179the Licensed Software, including, without limitation, all rights of 178Software, including, without limitation, all rights of identification of
180identification of authorship and all rights of approval, restriction, or 179authorship and all rights of approval, restriction, or limitation on use or
181limitation on use or subsequent modification. Notwithstanding the foregoing, 180subsequent modification. Notwithstanding the foregoing, you will have the
182you will have the license rights granted in Section 2 hereto to any such 181license rights granted in Section 2 hereto to any such modifications made by
183modifications made by you or your licensees. 182you or your licensees.
184 183
1856. PATENT COVENANT NOT TO SUE. As partial, material consideration for the 1846. PATENT COVENANT NOT TO SUE. As partial, material consideration for the
186rights granted to you under this Agreement, you covenant not to sue or 185rights granted to you under this Agreement, you covenant not to sue or
187otherwise assert your patents against Freescale, a Freescale Affiliate or 186otherwise assert your patents against NXP, a NXP Affiliate or subsidiary, or
188subsidiary, or a Freescale licensee of the Licensed Software for infringement 187a NXP licensee of the Licensed Software for infringement of your Intellectual
189of your Intellectual Property Rights by the manufacture, use, sale, offer for 188Property Rights by the manufacture, use, sale, offer for sale, importation or
190sale, importation or other disposition or promotion of the Licensed Software 189other disposition or promotion of the Licensed Software and/or any
191and/or any redistributed portions of the Licensed Software. 190redistributed portions of the Licensed Software.
192 191
1937. ESSENTIAL PATENTS. You are solely responsible for obtaining licenses 1927. ESSENTIAL PATENTS. You are solely responsible for obtaining licenses
194for any relevant Essential Patents for your use in connection with technology 193for any relevant Essential Patents for your use in connection with technology
195that you incorporate into the your product (whether as part of the Licensed 194that you incorporate into your product (whether as part of the Licensed
196Software or not). 195Software or not).
197 196
1988. TERM AND TERMINATION. This Agreement will remain in effect unless 1978. TERM AND TERMINATION. This Agreement will remain in effect unless
199terminated as provided in this Section 8. 198terminated as provided in this Section 8.
200 199
2018.1. You may terminate this Agreement immediately upon written 2008.1. You may terminate this Agreement immediately upon written
202notice to Freescale at the address provided below. 201notice to NXP at the address provided below.
203 202
2048.2. Either party may terminate this Agreement if the other party 2038.2. Either party may terminate this Agreement if the other party
205is in default of any of the terms and conditions of this Agreement, and 204is in default of any of the terms and conditions of this Agreement, and
@@ -207,7 +206,7 @@ termination is effective if the defaulting party fails to correct such default
207within 30 days after written notice thereof by the non-defaulting party to the 206within 30 days after written notice thereof by the non-defaulting party to the
208defaulting party at the address below. 207defaulting party at the address below.
209 208
2108.3. Notwithstanding the foregoing, Freescale may terminate this 2098.3. Notwithstanding the foregoing, NXP may terminate this
211Agreement immediately upon written notice if you: breach any of your 210Agreement immediately upon written notice if you: breach any of your
212confidentiality obligations or the license restrictions under this Agreement; 211confidentiality obligations or the license restrictions under this Agreement;
213become bankrupt, insolvent, or file a petition for bankruptcy or insolvency, 212become bankrupt, insolvent, or file a petition for bankruptcy or insolvency,
@@ -221,34 +220,34 @@ to Sections 2.2(b), 2.2(c), and 2.3(b), which have been granted prior to such
221termination will survive. 220termination will survive.
222 221
2238.5. After termination of this Agreement by either party and upon 2228.5. After termination of this Agreement by either party and upon
224Freescale's written request, you will, at your discretion, return to the 223NXP's written request, you will, at your discretion, return to the NXP any
225Freescale any confidential information including all copies thereof or furnish 224confidential information including all copies thereof or furnish to NXP at
226to Freescale at the address below, a statement certifying, with respect to the 225the address below, a statement certifying, with respect to the Licensed
227Licensed Software delivered hereunder that the original and all copies, except 226Software delivered hereunder that the original and all copies, except for
228for archival copies to be used solely for dispute resolution purposes, in whole 227archival copies to be used solely for dispute resolution purposes, in whole or
229or in part, in any form, of the Licensed Software have been destroyed. 228in part, in any form, of the Licensed Software have been destroyed.
230 229
2318.6. Notwithstanding the termination of this Agreement for any 2308.6. Notwithstanding the termination of this Agreement for any
232reason, the terms of Sections 1, 3, 5 through 25 will survive. 231reason, the terms of Sections 1, 3, 5 through 25 will survive.
233 232
2349. SUPPORT. Freescale is not obligated to provide any 2339. SUPPORT. NXP is not obligated to provide any support,
235support, upgrades or new releases of the Licensed Software under this 234upgrades or new releases of the Licensed Software under this Agreement. If you
236Agreement. If you wish, you may contact Freescale and report problems and 235wish, you may contact NXP and report problems and provide suggestions regarding
237provide suggestions regarding the Licensed Software. Freescale has no 236the Licensed Software. NXP has no obligation to respond to such a problem
238obligation to respond to such a problem report or suggestion. Freescale may 237report or suggestion. NXP may make changes to the Licensed Software at any
239make changes to the Licensed Software at any time, without any obligation to 238time, without any obligation to notify or provide updated versions of the
240notify or provide updated versions of the Licensed Software to you. 239Licensed Software to you.
241 240
24210. NO WARRANTY. To the maximum extent permitted by law, 24110. NO WARRANTY. To the maximum extent permitted by law,
243Freescale expressly disclaims any warranty for the Licensed Software. The 242NXP expressly disclaims any warranty for the Licensed Software. The Licensed
244Licensed Software is provided "AS IS", without warranty of any kind, either 243Software is provided "AS IS", without warranty of any kind, either express or
245express or implied, including without limitation the implied warranties of 244implied, including without limitation the implied warranties of
246merchantability, fitness for a particular purpose, or non-infringement. You 245merchantability, fitness for a particular purpose, or non-infringement. You
247assume the entire risk arising out of the use or performance of the licensed 246assume the entire risk arising out of the use or performance of the licensed
248software, or any systems you design using the licensed software (if any). 247software, or any systems you design using the licensed software (if any).
249 248
25011. INDEMNITY. You agree to fully defend and indemnify Freescale 24911. INDEMNITY. You agree to fully defend and indemnify NXP from
251from all claims, liabilities, and costs (including reasonable attorney's fees) 250all claims, liabilities, and costs (including reasonable attorney's fees)
252related to (1) your use (including your contractors or distributee's use, if 251related to (1) your use (including your contractors or distributee's use, if
253permitted) of the Licensed Software or (2) your violation of the terms and 252permitted) of the Licensed Software or (2) your violation of the terms and
254conditions of this Agreement. 253conditions of this Agreement.
@@ -260,80 +259,68 @@ RESTRICTIONS), SECTION 17 (CONFIDENTIAL INFORMATION), OR CLAIMS UNDER SECTION
260TORT, OR OTHERWISE, FOR ANY INCIDENTAL, SPECIAL, INDIRECT, CONSEQUENTIAL OR 259TORT, OR OTHERWISE, FOR ANY INCIDENTAL, SPECIAL, INDIRECT, CONSEQUENTIAL OR
261PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR ANY LOSS OF USE, 260PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR ANY LOSS OF USE,
262LOSS OF TIME, INCONVENIENCE, COMMERCIAL LOSS, OR LOST PROFITS, SAVINGS, OR 261LOSS OF TIME, INCONVENIENCE, COMMERCIAL LOSS, OR LOST PROFITS, SAVINGS, OR
263REVENUES, TO THE FULL EXTENT SUCH MAY BE DISCLAIMED BY LAW. FREESCALE'S TOTAL 262REVENUES, TO THE FULL EXTENT SUCH MAY BE DISCLAIMED BY LAW. NXP'S TOTAL
264LIABILITY FOR ALL COSTS, DAMAGES, CLAIMS, OR LOSSES WHATSOEVER ARISING OUT OF 263LIABILITY FOR ALL COSTS, DAMAGES, CLAIMS, OR LOSSES WHATSOEVER ARISING OUT OF
265OR IN CONNECTION WITH THIS AGREEMENT OR PRODUCT(S) SUPPLIED UNDER THIS 264OR IN CONNECTION WITH THIS AGREEMENT OR PRODUCT(S) SUPPLIED UNDER THIS
266AGREEMENT IS LIMITED TO THE AGGREGATE AMOUNT PAID BY YOU TO FREESCALE IN 265AGREEMENT IS LIMITED TO THE AGGREGATE AMOUNT PAID BY YOU TO NXP IN CONNECTION
267CONNECTION WITH THE LICENSED SOFTWARE TO WHICH LOSSES OR DAMAGES ARE CLAIMED. 266WITH THE LICENSED SOFTWARE TO WHICH LOSSES OR DAMAGES ARE CLAIMED.
268 267
26913. EXPORT RESTRICTIONS. 268
270 26913. EXPORT COMPLIANCE. Each party shall comply with all
27113.1. Licensed Software (collectively referred to as "items") is 270applicable export and import control laws and regulations including but not
272subject to the export control laws of the United States and other countries 271limited to the US Export Administration Regulations (including prohibited
273that may lawfully control the export of the Licensed Software. Furnishing 272party lists issued by other federal governments), Catch-all regulations and
274support services with respect to Licensed Software that is controlled as 273all national and international embargoes. Each party further agrees that it
275defense or military items may also be subject to such laws. Accordingly, you 274will not knowingly transfer, divert, export or re-export, directly or
276agree you will not transfer the Licensed Software or furnish such services 275indirectly, any product, software, including software source code, or
277except in compliance with the export laws of the United States and any other 276technology restricted by such regulations or by other applicable national
278country that may lawfully control the export of the Licensed Software or the 277regulations, received from the other party under this Agreement, or any direct
279provision of such services. You will indemnify and hold Freescale harmless 278product of such software or technical data to any person, firm, entity,
280from any claims, liabilities, damages, penalties, forfeitures, and associated 279country or destination to which such transfer, diversion, export or re-export
281costs and expenses (including attorneys' fees) that Freescale may incur due to 280is restricted or prohibited, without obtaining prior written authorization
282your non-compliance with applicable export laws, rules, and regulations. You 281from the applicable competent government authorities to the extent required
283will immediately notify Freescale of any violation of any export law, rule, or 282by those laws.
284regulation, which may affect Freescale or relate to the activities covered
285under this Agreement.
286
28713.2. If an export/import license, permit, or other government
288required authority (collectively referred to as "government authorization")
289is required for Freescale to transfer the Licensed Software or any other
290Freescale property under this Agreement and such government authorization to
291non-Freescale party(ies) is not approved, then Freescale is not obligated to
292proceed with the transfer until the required government authorization is
293granted.
294 283
29514. GOVERNMENT CONTRACT COMPLIANCE. 28414. GOVERNMENT CONTRACT COMPLIANCE.
296 285
29714.1. If you sell Authorized Systems directly to any government or 28614.1. If you sell Authorized Systems directly to any government or
298public entity, including U.S., state, local, foreign or international 287public entity, including U.S., state, local, foreign or international
299governments or public entities, or indirectly via a prime contractor or 288governments or public entities, or indirectly via a prime contractor or
300subcontractor of such governments or entities, Freescale makes no 289subcontractor of such governments or entities, NXP makes no representations,
301representations, certifications, or warranties whatsoever about compliance with 290certifications, or warranties whatsoever about compliance with government or
302government or public entity acquisition statutes or regulations, including, 291public entity acquisition statutes or regulations, including, without
303without limitation, statutes or regulations that may relate to pricing, 292limitation, statutes or regulations that may relate to pricing, quality,
304quality, origin or content. 293origin or content.
305 294
30614.2. The Licensed Software has been developed at private expense and 29514.2. The Licensed Software has been developed at private expense and
307is a "Commercial Item" as defined in 48 C.F.R. Section 2.101, consisting of 296is a "Commercial Item" as defined in 48 C.F.R. §2.101, consisting of
308"Commercial Computer Software", and/or "Commercial Computer Software 297"Commercial Computer Software", and/or "Commercial Computer Software
309Documentation," as such terms are used in 48 C.F.R. Section 12.212 (or 298Documentation," as such terms are used in 48 C.F.R. §12.212 (or 48 C.F.R.
31048 C.F.R. Section 227.7202, as applicable) and may only be licensed to or 299§227.7202, as applicable) and may only be licensed to or shared with U.S.
311shared with U.S. Government end users in object code form as part of, or 300Government end users in object code form as part of, or embedded within,
312embedded within, Authorized Systems. Any agreement pursuant to which you share 301Authorized Systems. Any agreement pursuant to which you share the Licensed
313the Licensed Software will include a provision that reiterates the limitations 302Software will include a provision that reiterates the limitations of this
314of this document and requires all sub-agreements to similarly contain such 303document and requires all sub-agreements to similarly contain such limitations.
315limitations.
316 304
31715. SAFETY CRITICAL APPLICATIONS 30515. SAFETY CRITICAL APPLICATIONS
318 306
31915.1. In some cases, Freescale may promote certain Licensed Software 30715.1. In some cases, NXP may promote certain Licensed Software for use
320for use in safety-related applications. Freescale's goal is to educate 308in safety-related applications. NXP's goal is to educate licensees so that they
321licensees so that they can design their own end-product solutions to meet 309can design their own end-product solutions to meet applicable functional safety
322applicable functional safety standards and requirements. You make the 310standards and requirements. You make the ultimate design decisions regarding
323ultimate design decisions regarding your products and are solely responsible 311your products and are solely responsible for compliance with all legal,
324for compliance with all legal, regulatory, safety, and security related 312regulatory, safety, and security related requirements concerning your products,
325requirements concerning your products, regardless of any information or support 313regardless of any information or support that may be provided by NXP.
326that may be provided by Freescale. Accordingly, you will indemnify and hold 314Accordingly, you will indemnify and hold NXP harmless from any claims,
327Freescale harmless from any claims, liabilities, damages and associated costs 315liabilities, damages and associated costs and expenses (including attorneys'
328and expenses (including attorneys' fees) that Freescale may incur related to 316fees) that NXP may incur related to your incorporation of any product in a
329your incorporation of any Product in a safety-critical application or system. 317safety-critical application or system.
330 318
33115.2. Only Licensed Software that Freescale has specifically 31915.2. Only Licensed Software that NXP has specifically designated as
332designated as "Automotive Qualified" is intended for use in automotive, 320"Automotive Qualified" is intended for use in automotive, military, or
333military, or aerospace applications or environments. If you use Licensed 321aerospace applications or environments. If you use Licensed Software that has
334Software that has not been designated as "Automotive Qualified" in an 322not been designated as "Automotive Qualified" in an automotive, military, or
335automotive, military, or aerospace application or environment, you do so at 323aerospace application or environment, you do so at your own risk.
336your own risk.
337 324
33815.3. Licensed Software is not intended or authorized for any use in 32515.3. Licensed Software is not intended or authorized for any use in
339anti-personnel landmines. 326anti-personnel landmines.
@@ -343,81 +330,83 @@ construed, and enforced in accordance with the laws of the State of Texas, USA,
343without regard to conflicts of laws principles, will apply to all matters 330without regard to conflicts of laws principles, will apply to all matters
344relating to this Agreement or the Licensed Software, and you agree that any 331relating to this Agreement or the Licensed Software, and you agree that any
345litigation will be subject to the exclusive jurisdiction of the state or 332litigation will be subject to the exclusive jurisdiction of the state or
346federal courts Texas, USA. The United Nations Convention on Contracts for the 333federal courts Texas, USA. The United Nations Convention on Contracts for
347International Sale of Goods will not apply to this document. 334the International Sale of Goods will not apply to this document.
348 335
34917. CONFIDENTIAL INFORMATION. Subject to the license grants and 33617. CONFIDENTIAL INFORMATION. Subject to the license grants and
350restrictions contained herein, you must treat the Licensed Software as 337restrictions contained herein, you must treat the Licensed Software as
351confidential information and you agree to retain the Licensed Software in 338confidential information and you agree to retain the Licensed Software in
352confidence perpetually, with respect to Licensed Software in source code form 339confidence perpetually, with respect to Licensed Software in source code form
353(human readable), or for a period of five (5) years from the date of termination 340(human readable), or for a period of five (5) years from the date of
354of this Agreement, with respect to all other parts of the Licensed Software. 341termination of this Agreement, with respect to all other parts of the Licensed
355During this period you may not disclose any part of the Licensed Software to 342Software. During this period, you may not disclose any part of the Licensed
356anyone other than employees who have a need to know of the Licensed Software 343Software to anyone other than employees who have a need to know of the Licensed
357and who have executed written agreements obligating them to protect such 344Software and who have executed written agreements obligating them to protect
358Licensed Software to at least the same degree of care as in this Agreement. 345such Licensed Software to at least the same degree of care as in this
359You agree to use the same degree of care, but no less than a reasonable degree 346Agreement. You agree to use the same degree of care, but no less than a
360of care, with the Licensed Software as you do with your own confidential 347reasonable degree of care, with the Licensed Software as you do with your own
361information. You may disclose Licensed Software to the extent required by a 348confidential information. You may disclose Licensed Software to the extent
362court or under operation of law or order provided that you notify Freescale of 349required by a court or under operation of law or order provided that you notify
363such requirement prior to disclosure, which you only disclose information 350NXP of such requirement prior to disclosure, which you only disclose
364required, and that you allow Freescale the opportunity to object to such court 351information required, and that you allow NXP the opportunity to object to such
365or other legal body requiring such disclosure. 352court or other legal body requiring such disclosure.
366 353
36718. TRADEMARKS. You are not authorized to use any Freescale 35418. TRADEMARKS. You are not authorized to use any NXP
368trademarks, brand names, or logos. 355trademarks, brand names, or logos.
369 356
37019. ENTIRE AGREEMENT. This Agreement constitutes the entire 35719. ENTIRE AGREEMENT. This Agreement constitutes the entire
371agreement between you and Freescale regarding the subject matter of this 358agreement between you and NXP regarding the subject matter of this Agreement,
372Agreement, and supersedes all prior communications, negotiations, 359and supersedes all prior communications, negotiations, understandings,
373understandings, agreements or representations, either written or oral, if any. 360agreements or representations, either written or oral, if any. This Agreement
374This Agreement may only be amended in written form, signed by you and 361may only be amended in written form, signed by you and NXP.
375Freescale.
376 362
37720. SEVERABILITY. If any provision of this Agreement is held for 36320. SEVERABILITY. If any provision of this Agreement is held for
378any reason to be invalid or unenforceable, then the remaining provisions of 364any reason to be invalid or unenforceable, then the remaining provisions of
379this Agreement will be unimpaired and, unless a modification or replacement of 365this Agreement will be unimpaired and, unless a modification or replacement of
380the invalid or unenforceable provision is further held to deprive you or 366the invalid or unenforceable provision is further held to deprive you or NXP of
381Freescale of a material benefit, in which case the Agreement will immediately 367a material benefit, in which case the Agreement will immediately terminate, the
382terminate, the invalid or unenforceable provision will be replaced with a 368invalid or unenforceable provision will be replaced with a provision that is
383provision that is valid and enforceable and that comes closest to the intention 369valid and enforceable and that comes closest to the intention underlying the
384underlying the invalid or unenforceable provision. 370invalid or unenforceable provision.
385 371
38621. NO WAIVER. The waiver by Freescale of any breach of any 37221. NO WAIVER. The waiver by NXP of any breach of any provision
387provision of this Agreement will not operate or be construed as a waiver of 373of this Agreement will not operate or be construed as a waiver of any other or
388any other or a subsequent breach of the same or a different provision. 374a subsequent breach of the same or a different provision.
389 375
39022. AUDIT. You will keep full, clear and accurate records with 37622. AUDIT. You will keep full, clear and accurate records with
391respect to your compliance with the limited license rights granted under this 377respect to your compliance with the limited license rights granted under this
392Agreement for three years following expiration or termination of this 378Agreement for three years following expiration or termination of this
393Agreement. Freescale will have the right, either itself or through an 379Agreement. NXP will have the right, either itself or through an independent
394independent certified public accountant to examine and audit, at Freescale's 380certified public accountant to examine and audit, at NXP's expense, not more
395expense, not more than once a year, and during normal business hours, all such 381than once a year, and during normal business hours, all such records that may
396records that may bear upon your compliance with the limited license rights 382bear upon your compliance with the limited license rights granted above. You
397granted above. You must make prompt adjustment to compensate for any errors 383must make prompt adjustment to compensate for any errors and/or omissions
398and/or omissions disclosed by such examination or audit. 384disclosed by such examination or audit.
399 385
40023. NOTICES. All notices and communications under 38623. NOTICES. All notices and communications under
401this Agreement will be made in writing, and will be effective when received 387this Agreement will be made in writing, and will be effective when received
402at the following addresses: 388at the following addresses:
403 389
404Freescale: Freescale Semiconductor, Inc. 390NXP: Freescale Semiconductor, Inc.
391
405 6501 William Cannon West OE62 392 6501 William Cannon West OE62
393
406 Austin, Texas 78735 394 Austin, Texas 78735
407 ATTN: General Counsel
408 395
396 ATTN: Legal Department
409 You: The address provided at registration will be used. 397 You: The address provided at registration will be used.
410 398
41124. RELATIONSHIP OF THE PARTIES. The parties are 39924. RELATIONSHIP OF THE PARTIES. The parties are independent
412independent contractors. Nothing in this Agreement will be construed to create 400contractors. Nothing in this Agreement will be construed to create any
413any partnership, joint venture, or similar relationship. Neither party is 401partnership, joint venture, or similar relationship. Neither party is
414authorized to bind the other to any obligations with third parties. 402authorized to bind the other to any obligations with third parties.
415 403
41625. SUCCESSION AND ASSIGNMENT. This Agreement will be binding 40425. SUCCESSION AND ASSIGNMENT. This Agreement will be binding
417upon and inure to the benefit of the parties and their permitted successors and 405upon and inure to the benefit of the parties and their permitted successors
418assigns. Neither party may assign this Agreement, or any part of this 406and assigns. You may not assign this Agreement, or any part of this Agreement,
419Agreement, without the prior written approval of the other party, which 407without the prior written approval of NXP, which approval will not be
420approval will not be unreasonably withheld or delayed. 408unreasonably withheld or delayed.
409
421 410
422 411
423 412
@@ -428,12 +417,12 @@ APPENDIX A
428Other License Grants and Restrictions: 417Other License Grants and Restrictions:
429 418
430The Licensed Software may include some or all of the following software, which 419The Licensed Software may include some or all of the following software, which
431is either 1) not Freescale proprietary software or 2) Freescale proprietary 420is either 1) not NXP proprietary software or 2) NXP proprietary software
432software subject to different terms than those in the Agreement. If the 421subject to different terms than those in the Agreement. If the Software Content
433Software Content Register that accompanies the Licensed Software identifies any 422Register that accompanies the Licensed Software identifies any of the following
434of the following Third Party Software or specific components of the Freescale 423Third Party Software or specific components of the NXP Proprietary Software,
435Proprietary Software, the following terms apply to the extent they deviate from 424the following terms apply to the extent they deviate from the terms in the
436the terms in the Agreement: 425Agreement:
437 426
438Third Party Software 427Third Party Software
439 428
@@ -460,8 +449,8 @@ Cirque Corporation
460 449
461Use of Cirque Corporation technology is limited to evaluation, demonstration, 450Use of Cirque Corporation technology is limited to evaluation, demonstration,
462or certification testing only. Permitted distributions must be similarly 451or certification testing only. Permitted distributions must be similarly
463limited. Further rights, including but not limited to ANY commercial distribution 452limited. Further rights, including but not limited to ANY commercial
464rights, must be obtained directly from Cirque Corporation. 453distribution rights, must be obtained directly from Cirque Corporation.
465 454
466Coding Technologies (Dolby Labs) 455Coding Technologies (Dolby Labs)
467 456
@@ -475,7 +464,7 @@ Use of Cambridge Silicon Radio, Inc. ("CSR") software is limited to evaluation
475and demonstration only. Permitted distributions must be similarly limited. 464and demonstration only. Permitted distributions must be similarly limited.
476Further rights must be obtained directly from CSR. 465Further rights must be obtained directly from CSR.
477 466
478Freescale Wireless Charging Library 467NXP Wireless Charging Library
479 468
480License to the Software is limited to use in inductive coupling or wireless 469License to the Software is limited to use in inductive coupling or wireless
481charging applications 470charging applications
@@ -492,11 +481,11 @@ If the Licensed Software includes proprietary software developed by IMG, your
492rights are limited to a non-exclusive, world-wide right and non-transferrable 481rights are limited to a non-exclusive, world-wide right and non-transferrable
493and non-sub-licensable license (i) to use and modify the Licensed Software and 482and non-sub-licensable license (i) to use and modify the Licensed Software and
494documentation and (ii) to copy and distribute the Licensed Software only in 483documentation and (ii) to copy and distribute the Licensed Software only in
495object code form solely for use on Freescale Rayleigh products. If you are 484object code form solely for use on NXP Rayleigh products. If you are provided
496provided with the Licensed Software in source code format, you are restricted 485with the Licensed Software in source code format, you are restricted to
497to accessing only those deliverables in source code format which are necessary 486accessing only those deliverables in source code format which are necessary for
498for you to carry out either specific customization or porting work in 487you to carry out either specific customization or porting work in association
499association with Freescale's Rayleigh products or your Authorized System. 488with NXP's Rayleigh products or your Authorized System.
500 489
501The confidentiality restrictions shall continue in force without limit in time 490The confidentiality restrictions shall continue in force without limit in time
502notwithstanding the termination or expiration of this Agreement. 491notwithstanding the termination or expiration of this Agreement.
@@ -515,25 +504,25 @@ paying a licensing fee.
515Microsoft 504Microsoft
516 505
517If the Licensed Software includes software owned by Microsoft Corporation 506If the Licensed Software includes software owned by Microsoft Corporation
518("Microsoft"), it is subject to the terms of your license with Microsoft (the 507("Microsoft"), it is subject to the terms of your license with Microsoft
519"Microsoft Underlying Licensed Software") and as such, Freescale grants no 508(the "Microsoft Underlying Licensed Software") and as such, NXP grants no
520license to you, beyond evaluation and demonstration in connection with Freescale 509license to you, beyond evaluation and demonstration in connection with NXP
521processors, in the Microsoft Underlying Licensed Software. You must separately 510processors, in the Microsoft Underlying Licensed Software. You must separately
522obtain rights beyond evaluation and demonstration in connection with the 511obtain rights beyond evaluation and demonstration in connection with the
523Microsoft Underlying Licensed Software from Microsoft. 512Microsoft Underlying Licensed Software from Microsoft.
524 513
525Microsoft does not provide support services for the components provided to you 514Microsoft does not provide support services for the components provided
526through this Agreement. If you have any questions or require technical 515to you through this Agreement. If you have any questions or require
527assistance, please contact Freescale. Microsoft Corporation is a third party 516technical assistance, please contact NXP. Microsoft Corporation is a third
528beneficiary to this Agreement with the right to enforce the terms of this 517party beneficiary to this Agreement with the right to enforce the terms of
529Agreement. TO THE MAXIMUM EXTENT PERMITTED BY LAW, MICROSOFT AND ITS 518this Agreement. TO THE MAXIMUM EXTENT PERMITTED BY LAW, MICROSOFT AND ITS
530AFFILIATES DISCLAIM ANY WARRANTIES FOR THE MICROSOFT UNDERLYING LICENSED 519AFFILIATES DISCLAIM ANY WARRANTIES FOR THE MICROSOFT UNDERLYING LICENSED
531SOFTWARE. TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER MICROSOFT NOR ITS 520SOFTWARE. TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER MICROSOFT NOR ITS
532AFFILIATES WILL BE LIABLE, WHETHER IN CONTRACT, TORT, OR OTHERWISE, FOR ANY 521AFFILIATES WILL BE LIABLE, WHETHER IN CONTRACT, TORT, OR OTHERWISE, FOR ANY
533DIRECT, INCIDENTAL, SPECIAL, INDIRECT, CONSEQUENTIAL OR PUNITIVE DAMAGES, 522DIRECT, INCIDENTAL, SPECIAL, INDIRECT, CONSEQUENTIAL OR PUNITIVE DAMAGES,
534INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR ANY LOSS OF USE, LOSS OF TIME, 523INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR ANY LOSS OF USE, LOSS OF TIME,
535INCONVENIENCE, COMMERCIAL LOSS, OR LOST PROFITS, SAVINGS, OR REVENUES, ARISING 524INCONVENIENCE, COMMERCIAL LOSS, OR LOST PROFITS, SAVINGS, OR REVENUES,
536FROM THE FROM THE USE OF THE MICROSOFT UNDERLYING LICENSED SOFTWARE. 525ARISING FROM THE FROM THE USE OF THE MICROSOFT UNDERLYING LICENSED SOFTWARE.
537 526
538MindTree 527MindTree
539 528
@@ -550,13 +539,13 @@ Further rights must be obtained directly from MPEG LA.
550 539
551MQX RTOS Code 540MQX RTOS Code
552 541
553MQX RTOS source code may not be re-distributed by any FSL Licensee under 542MQX RTOS source code may not be re-distributed by any FSL Licensee under any
554any circumstance, even by a signed written amendment to this Agreement. 543circumstance, even by a signed written amendment to this Agreement.
555 544
556Opus 545Opus
557 546
558Use of Opus software must be consistent with the terms of the Opus license 547Use of Opus software must be consistent with the terms of the Opus license
559which can be found at: http://www.opus-codec.org/license/ 548which can be found at: {http://www.opus-codec.org/license/}
560 549
561Real Networks - its GStreamer Optimized Real Format Client Code implementation 550Real Networks - its GStreamer Optimized Real Format Client Code implementation
562or OpenMax Optimized Real Format Client Code 551or OpenMax Optimized Real Format Client Code
@@ -593,11 +582,28 @@ Licensed Software that you may create.
593 582
594Texas Instruments 583Texas Instruments
595 584
596Your use of Texas Instruments Inc. WiLink8 Licensed Software is restricted 585Your use of Texas Instruments Inc. WiLink8 Licensed Software is restricted to
597to Freescale SoC based systems that include a compatible connectivity device 586NXP SoC based systems that include a compatible connectivity device
598manufactured by TI. 587manufactured by TI.
599 588
600Vivante 589Vivante
601 590
602Distribution of Vivante software must be a part of, or embedded within, 591Distribution of Vivante software must be a part of, or embedded within,
603Authorized Systems that include a Vivante Graphics Processing Unit. 592Authorized Systems that include a Vivante Graphics Processing Unit.
593
594
595Synopsys/Target Compiler Technologies
596
597
598Your use of the Synopsys/Target Compiler Technologies Licensed Software
599and related documentation is subject to the following:
600
601- Duration of the license for the Licensed Software is limited to
60212 months, unless otherwise specified in the license file.
603
604- The Licensed Software is usable by one user at a time on a single
605 designated computer, unless otherwise agreed by Synopsys.
606
607- Licensed Software and documentation are to be used only on a
608designated computer at the designated physical address provided by you on the
609APEX license form.