| SOFTWARE LICENSE AGREEMENT |
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| The accompanying software in binary code form (“Software”), is licensed to you, |
| or, if you are accepting on behalf of an entity, the entity and its affiliates |
| exercising rights hereunder (“Licensee”) subject to the terms of this software |
| license agreement (“Agreement”), unless Licensee and Broadcom Corporation |
| (“Broadcom”) execute a separate written software license agreement governing |
| use of the Software. ANY USE, REPRODUCTION, OR DISTRIBUTION OF THE SOFTWARE |
| CONSTITUTES LICENSEE’S ACCEPTANCE OF THIS AGREEMENT. |
| |
| 1. License. Subject to the terms and conditions of this Agreement, |
| Broadcom hereby grants to Licensee a limited, non-exclusive, non-transferable, |
| royalty-free license: (i) to use and integrate the Software with any other |
| software; and (ii) to reproduce and distribute the Software complete, |
| unmodified, and as provided by Broadcom, solely for use with Broadcom |
| proprietary integrated circuit product(s) sold by Broadcom with which the |
| Software was designed to be used, or their successors. |
| |
| 2. Restrictions. Licensee shall distribute Software with a copy of this |
| Agreement. Licensee shall not remove, efface or obscure any copyright or |
| trademark notices from the Software. Reproductions of the Broadcom copyright |
| notice shall be included with each copy of the Software, except where such |
| Software is embedded in a manner not readily accessible to the end user. |
| Licensee shall not: (i) use, license, sell or otherwise distribute the Software |
| except as provided in this Agreement; (ii) attempt to modify in any way, |
| reverse engineer, decompile or disassemble any portion of the Software; or |
| (iii) use the Software or other material in violation of any applicable law or |
| regulation, including but not limited to any regulatory agency. This Agreement |
| shall automatically terminate upon Licensee’s failure to comply with any of the |
| terms of this Agreement. In such event, Licensee will destroy all copies of the |
| Software and its component parts. |
| |
| 3. Ownership. The Software is licensed and not sold. Title to and |
| ownership of the Software, including all intellectual property rights thereto, |
| and any portion thereof remain with Broadcom or its licensors. Licensee hereby |
| covenants that it will not assert any claim that the Software created by or for |
| Broadcom infringe any intellectual property right owned or controlled by |
| Licensee. |
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| 4. Disclaimer. THE SOFTWARE IS OFFERED “AS IS,” AND BROADCOM PROVIDES AND |
| GRANTS AND LICENSEE RECEIVES NO SUPPORT AND NO WARRANTIES OF ANY KIND, EXPRESS |
| OR IMPLIED, BY STATUTE, COMMUNICATION OR CONDUCT WITH LICENSEE, OR OTHERWISE. |
| BROADCOM SPECIFICALLY DISCLAIMS ANY IMPLIED WARRANTIES OF MERCHANTABILITY, |
| FITNESS FOR A SPECIFIC PURPOSE, OR NONINFRINGEMENT CONCERNING THE SOFTWARE OR |
| ANY UPGRADES TO OR DOCUMENTATION FOR THE SOFTWARE. WITHOUT LIMITATION OF THE |
| ABOVE, BROADCOM GRANTS NO WARRANTY THAT THE SOFTWARE IS ERROR-FREE OR WILL |
| OPERATE WITHOUT INTERRUPTION, AND GRANTS NO WARRANTY REGARDING ITS USE OR THE |
| RESULTS THEREFROM INCLUDING, WITHOUT LIMITATION, ITS CORRECTNESS, ACCURACY, OR |
| RELIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL BROADCOM |
| OR ANY OF ITS LICENSORS HAVE ANY LIABILITY FOR ANY DIRECT, INDIRECT, |
| INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, HOWEVER CAUSED AND ON ANY THEORY |
| OF LIABILITY, WHETHER FOR BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR |
| OTHERWISE, ARISING OUT OF THIS AGREEMENT OR USE, REPRODUCTION, OR DISTRIBUTION |
| OF THE SOFTWARE, INCLUDING BUT NOT LIMITED TO LOSS OF DATA AND LOSS OF PROFITS, |
| EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THESE |
| LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY |
| LIMITED REMEDY. |
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| 5. Export Laws. LICENSEE UNDERSTANDS AND AGREES THAT THE SOFTWARE IS |
| SUBJECT TO UNITED STATES AND OTHER APPLICABLE EXPORT-RELATED LAWS AND |
| REGULATIONS AND THAT LICENSEE MAY NOT EXPORT, RE-EXPORT OR TRANSFER THE |
| SOFTWARE OR ANY DIRECT PRODUCT OF THE SOFTWARE EXCEPT AS PERMITTED UNDER THOSE |
| LAWS. WITHOUT LIMITING THE FOREGOING, EXPORT, RE-EXPORT, OR TRANSFER OF THE |
| SOFTWARE TO CUBA, IRAN, NORTH KOREA, SUDAN, AND SYRIA IS PROHIBITED. |
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