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- CYPRESS 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
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- "Development Tools" means software that is intended to be installed on a
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- Cypress's PSoC Creator software, Cypress's WICED 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
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- 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
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- 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
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- 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
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- 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
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- 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
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- (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
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- disassemble or otherwise reduce the Software to human-readable form;
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- (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
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- 5. No Support. Cypress may, but is not required to, provide technical support
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- 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
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- provision of this Agreement. Upon termination, you must destroy all copies of
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- survive any termination of this Agreement: "Free and Open Source Software,"
- "Proprietary Rights; Ownership," "Compliance With Law," "Disclaimer,"
- "Limitation of Liability," and "General."
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- 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
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- have the responsibility to obtain licenses to export, re-export, or import the
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- 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
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- 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
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- 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
- (www.cypress.com/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.
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