License

06 November, 2008 LEC-PRE-00425-V2.0 Your Licence to Use the Source Code and Specification for the Cortex Microcontroller Software Interface Standard: THIS END USER LICENCE AGREEMENT IS A LEGAL AGREEMENT (“LICENCE”) BETWEEN YOU (EITHER A SINGLE INDIVIDUAL, OR SINGLE LEGAL ENTITY) AND ARM LIMITED ("ARM") FOR THE USE OF THE SOURCE CODE AND SPECIFICATION ACCOMPANYING THIS LICENCE. ARM IS ONLY WILLING TO LICENSE THE SOURCE CODE AND SPECIFICATION TO YOU ON CONDITION THAT YOU ACCEPT ALL OF THE TERMS IN THIS LICENCE. BY CLICKING “I AGREE” OR BY INSTALLING OR OTHERWISE USING OR COPYING EITHER OR BOTH THE SOURCE CODE AND SPECIFICATION YOU INDICATE THAT YOU AGREE TO BE BOUND BY ALL THE TERMS OF THIS LICENCE. IF YOU DO NOT AGREE TO THE TERMS OF THIS LICENCE, ARM IS UNWILLING TO LICENSE THE SOURCE CODE AND SPECIFICATION TO YOU AND YOU MAY NOT INSTALL, USE OR COPY THE SOURCE CODE OR SPECIFICATION, BUT YOU SHOULD PROMPTLY RETURN THE SOURCE CODE AND SPECIFICATION TO ARM. “Source Code” means the source code for the Cortex Microcontroller Software Interface Standard. “Specification” means the specification for the Cortex Microcontroller Software Interface Standard. Notwithstanding the foregoing, “Specification” shall not include (i) the implementation of other published specifications referenced in the Specification; (ii) any enabling technologies that may be necessary to make or use any product or portion thereof that complies with the Specification, but are not themselves expressly set forth in this Specification (e.g. compiler front ends, code generators, back ends, libraries or other compiler, assembler or linker technologies; validation or debug software or hardware; applications, operating system or driver software; RISC architecture; processor microarchitecture); (iii) maskworks and physical layouts of integrated circuit designs; or (iv) RTL or other high level representations of integrated circuit designs. LICENCE GRANTS 1. Subject to the provisions of Clauses 2, 3, 4 and 5, ARM hereby grants to you under any intellectual property that is (a) owned or freely licensable by ARM without payment to unaffiliated third parties and (b) either embodied in either or both the Source Code and Specification, as applicable, or Necessary (defined in Clause 4 below) to copy or implement an applications binary interface compliant with the Specification, a perpetual, non-exclusive, non-transferable, royalty free, worldwide licence to: (i) use and copy the Specification for the purpose of developing, having developed, manufacturing, having manufactured, offering to sell, selling, supplying or otherwise distributing products which comply with the Specification; (ii)       use, copy, modify and sublicence the Source Code (in source or object code form) solely for the purpose of developing, having developed, manufacturing, having manufactured, offering to sell, selling, supplying or otherwise distributing products which comply with the Specification, provided that you preserve all copyright notices included in the Source Code. 2. The Source Code and Specification are owned by ARM or its licensors and are protected by copyright laws and international copyright treaties as well as other intellectual property laws and treaties. The Source Code and Specification are licensed not sold. Except as specifically licensed in accordance with Clause 1, you acquire no right, title or interest in the Source Code and Specification or any intellectual property embodied therein. In no event shall the licences granted in accordance with Clause 1 be construed as granting you, expressly or by implication, estoppel or otherwise, a licence to use any ARM technology except the Source Code and Specification. Except as provided in Clause 1, no right is granted to you to sublicense the rights granted to you under this Licence. 3. THE SOURCE CODE AND SPECIFICATION ARE PROVIDED "AS IS". ARM PROVIDES NO WARRANTIES EXPRESS, IMPLIED OR STATUTORY, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, NONINFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE. THE SOURCE CODE AND SPECIFICATION MAY INCLUDE ERRORS. ARM RESERVES THE RIGHT TO INCORPORATE MODIFICATIONS TO THE SOURCE CODE IN LATER REVISIONS OF IT, AND TO MAKE IMPROVEMENTS OR CHANGES IN THE SPECIFICATION OR THE PRODUCTS OR TECHNOLOGIES DESCRIBED THEREIN AT ANY TIME. 4. This Licence shall immediately terminate and shall be unavailable to you if you or any party affiliated to you asserts any patents against ARM, ARM affiliates, third parties who have a valid licence from ARM for either or both the Source Code and the Specification, or any customers or distributors of any of them based upon a claim that your (or your affiliate) patent is Necessary to implement the Specification. In this Licence; (i) "affiliate" means any entity controlling, controlled by or under common control with a party (in fact or in law, via voting securities, management control or otherwise) and "affiliated" shall be construed accordingly; (ii) "assert" means to allege infringement in legal or administrative proceedings, or proceedings before any other competent trade, arbitral or international authority; (iii) “Necessary” means with respect to any claims of any patent, those claims which, without the appropriate permission of the patent owner, will be infringed when implementing the Specification because no alternative, commercially reasonable, non-infringing way of implementing the Specification is known; and (iv) English law and the jurisdiction of the English courts shall apply to all aspects of this Licence, its interpretation and enforcement. 5. No licence, express, implied or otherwise, is granted to you, under the provisions of Clause 1, to use the ARM tradename, in connection with either or both the Source Code and the Specification or any products based thereon. Nothing in Clause 1 shall be construed as authority for you to make any representations on behalf of ARM in respect either or both the Source Code and Specification. 6. The total liability of ARM and any of its suppliers and licensors under or in relation to this Licence shall be limited to the greater of the amount actually paid by you for the Source Code and Specification or US$10.00. The limitations, exclusions and disclaimers in this Licence shall apply to the maximum extent allowed by applicable law. 7. The Source Code and Specification provided under this Licence is subject to U.S. export control laws, including the U.S. Export Administration Act and its associated regulations, and may be subject to export or import regulations in other countries. You agree to comply fully with all laws and regulations of the United States and other countries ("Export Laws") to assure that the Source Code and Specification, are not (1) exported, directly or indirectly, in violation of Export Laws, either to any countries that are subject to U.S.A. export restrictions or to any end user who has been prohibited from participating in the U.S.A. export transactions by any federal agency of the U.S.A. government; or (2) intended to be used for any purpose prohibited by Export Laws, including, without limitation, nuclear, chemical, or biological weapons proliferation. ARM contract reference number LEC-PRE-00425-V2.0 NM/HB NM/HB 1 of 2 ARM/